Exhibit 10.15

                                  RAGAN & RAGAN
                           A PROFESSIONAL CORPORATION
                               COUNSELLORS AT LAW
                               3100 ROUTE 138 WEST
                           BRINLEY PLAZA, BUILDING ONE
                             WALL, NEW JERSEY 07719
W. PETER RAGAN                  WWW.RAGANLAW.COM         TELEPHONE: 732-280-4100
W. PETER RAGAN, JR.>                                     FACSIMILE: 732-280-4112
GEORGE E. VEITENGRUBER, III

     >  NJ & NY BARS



                       RETAINER AGREEMENT - LEGAL SERVICES
                       -----------------------------------

         THIS AGREEMENT, dated January 1, 2005, is made BETWEEN the Client, J.
Holder, Inc. 48 So. Franklin Tpk., Ramsey, N.J. 07446 (a wholly owned subsidiary
of Velocity Asset Management, Inc.) and RAGAN & RAGAN, P.C., whose address is
3100 Route 138 West, Brinley Plaza, Building One, Wall, NJ 07719 hereinafter
referred to as the "Law Firm".

1.       Legal Services to be Provided, Term and Renewal. You agree that the Law
         Firm will represent you in the following matters: purchase and sale of
         certain real property interests. e.g. foreclosure sale properties,
         mortgage interests and the like made by the Client for the term January
         1, 2005 through January 1, 2006. This Agreement shall renew for an
         additional year on each first of January hereafter on the same terns
         and conditions contained herein, unless terminated by the client prior
         thereto.This agreement supercedes and replaces any and all prior
         written or oral legal fee agreements between the parties hereto. The
         legal work includes all necessary research; investigation;
         correspondence; preparation and drafting of the agreement; making or
         receiving telephone calls; conferring with Client or other counsel, and
         other persons; reading, drafting and responding to correspondence and
         other documents; doing legal research; preparing memoranda and reading
         and reviewing file materials and related work to properly represent you
         in this matter.

2.       Additional Legal Services. If you need any other services which may or
         may not be related to the above matter, you and the Law Firm may make a
         new agreement to provide the other services.

3.       Legal Fees. The Law Firm cannot predict or guarantee what your final
         bill will be. This will depend on the amount of time spent on your case
         and the amount of other expenses.

         A.       Initial Payment. The Law Firm will begin work on your case
                  upon receipt of $ ZERO. This sum will be used to pay your fees
                  and expenses according to this Agreement. The retainer shall
                  be applied against costs and legal services, as described
                  below, performed by the Firm. If the charges for services and
                  costs exceed the retainer, the Firm may ask for additional
                  retainers. The Client agrees to provide the additional
                  retainer(s) within seven (7) days of the date of request. At
                  the Firm's option, the Firm may elect to bill the Client
                  periodically after the retainer is exhausted, and the Client
                  agrees to pay such bills in full within seven (7) days of
                  their date. The Client shall be charged interest at the rate
                  of 1 1/2% per month on the unpaid balance beginning thirty
                  (30) days from the date the bill is rendered. If the Client
                  has any objections or questions regarding any interim billing
                  for charges made against a retainer bill or for charges after
                  a retainer is exhausted, the Client agrees to raise any such
                  objections or questions within ten (10) days of receipt of the
                  interim bill.

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         B.       Minimum Fee. You agree to pay a minimum fee of $ 1,500.00 per
                  each purchase and sale of an asset for legal services
                  regardless of the amount of time actually spent on this case.

         C.       Hourly Rate. You agree to pay the Law Firm for legal services
                  at the following hourly rate where it is determined by the Law
                  Firm in it's sole discretion that the matter is not a routine
                  purchase and sale :

                  (1)      W. Peter Ragan, Esq.               $225.00
                  (2)      W. Peter Ragan, Jr., Esq.          $200.00
                  (3)      Associate                          $150.00
                  (4)      Paralegal                          $ 75.00

                  The firm reserves the right to adjust the hourly fee upon
                  notice to the Client. Included in the hourly charges are
                  internal out-of-pocket costs including, but not limited to,
                  ordinary and necessary photocopies, telecopies and long
                  distance telephone calls. Extraordinary photocopying or
                  telecopying expenses, such as expenses related to copying
                  documents pursuant to a Response to the Request for Production
                  and Copying of Documents, shall be billed to the Client
                  directly.

         D.       All Hourly Services Will Be Billed. You will be billed at the
                  hourly rates set forth in paragraph 3C (if not routine and
                  billed under para. B.) for all services rendered. This
                  includes telephone calls (minimum charge of 1/10 of an hour),
                  dictating and reviewing letters, travel time to and from
                  meetings and the Court, legal research, negotiations and any
                  other service relating to this matter. The fees will be billed
                  on a monthly basis.

         E.       Additional Fee. The Firm shall be entitled to an additional
                  fee in the amount of 15% of the resale price of any Found
                  Property net of all expenses incurred by the Company,
                  including but not limited to interest, attorney fees and
                  maintenance costs (as set forth in an acknowledgment
                  substantially in the form of Exhibit A) which is identified by
                  the Firm as a business opportunity for the Client in the
                  ordinary course of the Firm's business and referred to the
                  Client (such additional fee, a "Commission"). This Commission
                  shall be calculated by taking the resale price of the Found
                  Property and subtracting the amount of the investment and any
                  out of pocket costs and then multiplying this net amount by
                  15%. This Commission shall become due and payable at the time
                  of the closing of the Found Property. The Finder hereby
                  acknowledges that there shall be no Commission due and owing
                  if the Found Property is not resold or if the re-sale of the
                  Found Property does not result in a net profit to the Company.
                  In such case the Client shall agree to execute a Conflict
                  Waiver.

4.       Costs and Expenses. In addition to legal fees, you must pay the
         following costs and expenses: Experts' fees, court costs, accountants'
         fees, appraisers' fees, service fees, investigator fees, Lexis-Nexis
         Legal Library costs (see para. 5 below), deposition costs, messenger
         services, photocopying charges, telephone toll calls, postage and any
         other necessary expenses in this matter. The Firm agrees to obtain the
         Client's prior approval before incurring any disbursement in excess of
         Five Hundred ($500) Dollars, except with regard to the expenses of
         noticed depositions. The Law Firm may require that these expenses be
         paid in advance. All expert(s) will be hired by you so that you are
         solely responsible for their fees. The Firm hereby acknowledges that $
         ZERO Dollars of the aforementioned retainer is on deposit for
         out-of-pocket expenses such as those enumerated above. Out-of-pocket
         expenses shall be debited against the cost deposited and turned over to
         the Law Firm. The Law Firm may require the Client to maintain a cost
         account balance in the above amount at all times. In the event Client
         fails to do so at the Law Firm's request, the Law Firm is not obligated
         to render any further legal services so long as a deficiency exists.
         Any amount remaining, of this deposit for expenses, after the
         conclusion of the matter, shall be refunded to the Client except that
         any balance on hand for miscellaneous expenses shall be turned over to
         the Law Firm as and for miscellaneous expenses.

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5.       Legal Research. The Law Firm conducts it's legal research on the
         client's behalf through on-line access to the Lexis-Nexis Legal
         Library. The Law Firm will charge the client a $25.00 Library Access
         Fee each time it accesses the Lexis Legal Library on Client's behalf,
         with regard to New Jersey legal authorities. In the event it is
         necessary in the Firm's representation of the client, in it's
         discretion, to utilize Lexis-Nexis to verify the legal issue in
         question using Shepard's Citation Service or research outside New
         Jersey authorities, the Lexis on-line charges (presently $4.50/min.)
         shall be billed to the client as an additional cost. No cost in this
         regard shall be incurred beyond $100.00 without the client's written
         permission.

6.       Bills - Payment - Debit against Trust Funds. The Law Firm will send you
         itemized bills for time to time and each month for which there is an
         outstanding balance of $100.00 or more. Payment is due within ten (10)
         days of the date of billing subject to the provision of 3(A). You will
         be charged interest at a yearly rate of 18% (1.5% per month) on any
         remaining balance not paid within thirty (30) days from the date of the
         bill. The Law Firm is hereby authorized by you to debit and turn over
         to the Law Firm, on account of outstanding legal fees or costs due, any
         of the client's funds which may be then held in the Law Firm's Trust
         account on client's behalf. All interim bills are subject to final
         audit correction and billing at the conclusion of the matter. The Firm
         shall not at any time be required to continue to represent the Client
         unless all of the Firm's prior bills and requests for retainers and
         costs deposits have been paid when due. In addition, the Firm shall not
         be required to represent the Client at trial unless the Client has paid
         to the Firm any further retainer to cover the reasonably expected fees
         and expenses of trial required by the Firm under the provisions of this
         Agreement. Further, the Firm retains the right to decline
         representation of the Client on appeal and may so terminate
         representation, or, may request further retainers to cover the
         reasonably expected fees and expenses of appeal. In the event a check
         received for payment on account should be returned by the bank as
         "uncollected", a processing fee of $50 will be charged by the Law Firm
         for the bookkeeping activity involved. In the event it is necessary to
         institute a law suit for the collection of the fee, you agree that
         liquidated attorney's fees in an amount of 30% of the outstanding
         account balance should be added to the amount due, or, may be awarded
         by any court, in its discretion.

7.       Your Responsibility. You must fully cooperate with the Law Firm and
         provide all information relevant to the issues involved in this matter.
         You must also pay all bills as required by this Agreement. If you do
         not comply with these requirements, the Law Firm may ask the Court for
         permission to withdraw from representing you. The Law Firm will also
         withdraw at your request.

8.       No Guarantee. The Law Firm agrees to provide conscientious, competent
         and diligent services and at all times will seek to achieve solutions
         which are just and reasonable for you. However, because of the
         uncertainty of legal proceedings, the interpretation and changes in the
         law and many unknown factors, attorneys cannot and no not warrant,
         predict or guarantee results or the final outcome of any case.

9.       Attorney. W. Peter Ragan, Sr., Esq. shall be principally responsible
         for the Client's representation. In addition, other members of the Firm
         may act on the Client's behalf from time to time in connection with the
         Firm's representation, and the Firm shall use its discretion in
         selecting those members.

10.      Entire Understanding. The foregoing represents the entire agreement
         between the Firm and Client. By signing below, the Client acknowledges
         that he or she has carefully read this Agreement, understands its
         contents, and agrees to be bound by all of its terms and conditions;
         that the Firm has made no representation to the Client as to the
         likelihood of the outcome of any proceeding now pending or to be
         brought by or against the Client, and that the Client believes this
         Agreement to be fair and reasonable.

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11.      Right to Consultation and Acknowledgement of Receipt of Copy. The
         Client understands that he or she has the right to consult with another
         lawyer in connection with any of the terms of this Agreement prior to
         signing it. Client acknowledges receipt of a copy of this Agreement.

12.      Resolution of Disputes. Any claim by the Firm for unpaid fees and
         expenses, and any defenses or counterclaims to such a claim, whether
         based on a claim of inadequate representation, malpractice, or any
         other ground, shall be resolved exclusively through arbitration. In
         other words, there will be no jury trial or non-jury court proceeding
         to resolve any dispute between the Client and the Firm (the "Parties");
         rather, any such dispute will be resolved by the parties or through
         binding non-court arbitration proceedings. For purposes of resolving
         fee disputes, the Parties agree to have the matter resolved by
         arbitration in accordance with its rules. The award of the arbiters
         shall be final, binding and conclusive on the Parties, and the Parties
         agree to sign all appropriate documents necessary to make such
         proceedings final, binding and conclusive as required by the
         arbitrator. The arbitration contemplated by the above paragraph shall
         be in accordance with New Jersey Court R.1:20A-1 et seq., before the
         District Fee Arbitration Committee established by the New Jersey
         Supreme Court. The Law Firm shall give the Client notice and the
         opportunity to pursue such fee arbitration. In the event the Client
         fails or refuses to initiate the arbitration, then the Law Firm shall,
         notwithstanding any of the provisions of the above paragraph, be free
         to initiate a civil action on account of any monies due under this
         agreement.

13.      Signatures. You and the Law Firm have read and agree to this Agreement.
         The Law Firm has answered all of your questions and fully explained
         this Agreement to your complete satisfaction. You have been given a
         copy of this Agreement. Fax signatures shall be considered as originals
         for all legal purposes.

    RAGAN & RAGAN, P.C.                  J. HOLDER, INC.


By: /s/ W. PETER RAGAN, JR.          By: /s/ JAMES J. MASTRIANI
    ------------------------------       ---------------------------------------
    W. Peter Ragan, Jr., Esq.            James J. Mastriani, Esq. Vice President
                                         and as CFO & CLO of Velocity Asset
                                         Management, Inc.

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                                    EXHIBIT A

                             FORM OF ACKNOWLEDGEMENT



         I, John C. Kleinert, President and CEO of Velocity Asset Management,
Inc. (the "Company"), hereby acknowledges, that pursuant to Section E of that
Retainer Agreement for Legal Services between the Company's wholly owned
subsidiary J. Holder, Inc. and Ragan & Ragan, P.C., dated as of January 1, 2005
(the "Finder"), that the Finder shall be entitled to a 15% commission
("Commission") with respect to _____________________ (the "Found Property"). The
Commission shall be paid to the Finder within 30 days after the sale of the
Found Property to a third party transferee and such Commission shall be net of
all expenses incurred by the Company, including but not limited to interest,
attorney fees and maintenance costs. The Finder hereby acknowledges that if the
re-sale of the Found Property does not result in a net profit to the Company,
the Finder shall not be entitled to a Commission.


         Approved and acknowledged as of the date hereof.


         RAGAN  & RAGAN, P.C.
         By: ____________________
         W. Peter Ragan, Sr.


         J. HOLDER, INC.

         By: _____________________
             John C. Kleinert,
             President and CEO of
             Velocity Asset Management, Inc.



         Dated:   __________, 200_

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