trilogy capital partners, inc.
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                              Consulting Agreement
                           Advanced BioPhotonics, Inc.
                                  July 14, 2005

The following sets forth the agreement for the engagement of Trilogy Capital
Partners, Inc. ("Trilogy") by Advanced BioPhotonics Inc. ("ABPH" or the
"Company"):

Term and Termination        Trilogy's engagement commenced at the date of this
                            Agreement and terminates August 30, 2005.

Services                    Trilogy will consult with the Company to structure
                            and design a strategic business marketing plan,
                            including estimation of costs for implementation of
                            such plan, and deliver such plan to the Company.

                            All ABPH designated confidential materials, together
                            with any documents prepared by Trilogy under this
                            Agreement, including without limitation, any plans,
                            reports or derivative analysis, whether confidential
                            or not, in Trilogy's custody are the property of
                            ABPH and shall be promptly delivered to it upon
                            completion of Trilogy's services under the Agreement
                            or upon the earlier request of ABPH, provided that
                            Trilogy may retain one copy of any such materials
                            that it reasonably believes it may need to support
                            its work product and advice to the Company.

Fees                        In consideration for the services Trilogy will
                            provide pursuant to this Agreement, Company will pay
                            Trilogy $18,750, with payment due upon execution of
                            this Agreement. Wiring information is set forth
                            below.

Indemnification             The Company agrees to provide the indemnification
                            set forth in "Exhibit A" attached hereto.

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Corporate Obligations       The obligations of Trilogy are solely corporate
                            obligations, and no officer, director, employee,
                            agent, shareholder or controlling person of Trilogy
                            shall be subject to any personal liability
                            whatsoever to any person, nor will any such claim be
                            asserted by or on behalf of any other party to this
                            Agreement.

Additional Services         If Trilogy is called upon to render services
                            directly or indirectly relating to the subject
                            matter of this Agreement, beyond the services
                            contemplated above (including, but not limited to,
                            production of documents, answering interrogatories,
                            giving depositions, giving expert or other
                            testimony, whether by agreement, subpoena or
                            otherwise), the Company shall pay to Trilogy a
                            reasonable hourly rates for the persons involved for
                            the time expended in rendering such services,
                            including, but not limited to, time for meetings,
                            conferences, preparation and travel, and all related
                            costs and expenses and the reasonable legal fees and
                            expenses of Trilogy's counsel.

Independent Contractor      Trilogy and ABPH intend that an independent
                            contractor relationship be created by this
                            Agreement, and nothing herein shall be construed as
                            creating an employer/employee relationship,
                            partnership, joint venture, or other business group
                            or concerted action.

Entire Agreement;           The Confidentiality, Non-Disclosure and
Amendment                   Non-Circumvention Agreement between the parties
                            dated June 22, 2005, (a copy of which is attached
                            hereto as Exhibit B) (the "NDA") shall be deemed to
                            be, and hereby is, incorporated by reference into
                            and made a part of this Agreement.

                            This Agreement, together with those other documents
                            attached hereto or incorporated herein by reference,
                            constitutes the entire and final agreement and
                            understanding of the parties with respect to the
                            subject matter of this Agreement. Any and all prior
                            agreements, representations, statements,
                            negotiations, understandings or undertakings,
                            whether written or oral, with respect to the subject
                            matter of this Agreement, are hereby superseded and
                            replaced by this Agreement. This Agreement may not
                            be modified or amended except by a written
                            instrument duly executed by an authorized
                            representative of each party to this Agreement.


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<PAGE>

Conflicting Terms           In the event of any conflict or inconsistency
                            between any terms and conditions of this Agreement
                            and any terms and conditions specified in the NDA,
                            the terms and conditions of this Agreement shall
                            prevail and govern

Survival of Certain         The Sections entitled "Indemnification" (including
Provisions                  "Exhibit A"), "Corporate Obligations" and
                            "Additional Services" shall survive any termination
                            of this Agreement and Trilogy's engagement pursuant
                            to this Agreement. In addition, such termination
                            shall not terminate Trilogy's right to compensation
                            accrued through the date of termination and for
                            reimbursement of expenses

Services/Costs              The compensation paid to Trilogy under this
                            Agreement will cover all costs for Trilogy
                            personnel. Travel and entertainment costs for
                            Trilogy personnel, in addition to certain
                            third-party costs, will be borne by the Company.
                            Trilogy will provide reasonable documentation to
                            support reimbursement claims. Trilogy will not incur
                            any particular reimbursable cost of $500 or more
                            without the written approval from the Company.

Attorneys' Fees             If any action or proceeding is brought to enforce or
                            interpret any provision of this Agreement, the
                            prevailing party shall be entitled to recover as an
                            element of its costs, and not its damages,
                            reasonable attorneys' fees to be fixed by the court.

Assignment                  Neither party may assign its rights or delegate its
                            obligations hereunder without the express written
                            consent of the other party, provided that such
                            consent shall not be unreasonably withheld.

Governing Law               California, without giving effect to the principles
                            of conflicts of law thereof.



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                       [SIGNATURES ON THE FOLLOWING PAGE]


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<PAGE>

Agreed and Accepted:

Advanced BioPhotonics Inc.                        Trilogy Capital Partners, Inc.


By /s/ Denis O'Connor                             By /s/ Paul Karon
   -----------------------------                     ---------------------------
   Denis O'Connor                                    Paul Karon,
   President and CEO                                 President


Wiring:

Trilogy Capital Partners, Inc.
Signature Bank New York
Private Client Group
New York, NY 10016
Account: 1500565515
ABA: 026013576


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<PAGE>

                                    EXHIBIT A

                           Indemnification Provisions

Advanced BioPhotonics Inc. (the "Company") unconditionally, absolutely and
irrevocably agrees to and shall indemnify and hold harmless Trilogy Capital
Partners, Inc. ("Trilogy") and its past, present and future directors, officers,
affiliates, counsel, shareholders, employees, agents, representatives,
contractors, successors and assigns (Trilogy and such persons are collectively
referred to as the "Indemnified Persons") from and against any and all losses,
claims, costs, expenses, liabilities and damages (or actions in respect thereof)
arising out of or related to this Agreement, and any actions taken or omitted to
be taken by an Indemnified Person in connection with this Agreement
("Indemnified Claim"). Without limiting the generality of the foregoing, such
indemnification shall cover losses, claims, costs, expenses, liabilities and
damages imposed on or incurred by the Indemnified Persons, directly or
indirectly, relating to, resulting from, or arising out of any misstatement of
fact or omission of fact, or any inaccuracy in any information provided or
approved by the Company in connection with the engagement. In addition, the
Company agrees to reimburse the Indemnified Persons for legal or other expenses
reasonably incurred by them in respect of each Indemnified Claim at the time
such expenses are incurred. Notwithstanding the foregoing, the Company shall not
be obligated under the foregoing for any loss, claim, liability or damage that
is finally determined by a court with proper jurisdiction to have resulted
primarily from the willful misconduct or bad faith of the Indemnified Person.