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AGREEMENT  made as of the 31 day of March 2003 by and between  Equitilink,  LLC,
maintaining its principal offices at 4275 Executive Square, Suite 210, La Jolla,
CA 92037 (hereinafter referred to as "Equitilink") and Health Express USA, Inc.,
located  at  1761  West  Hillsboro  Blvd.   #203,   Deerfield  Bch.,  FL  33442,
(hereinafter referred to as "Client").


                               W I T N E S E T H:

WHEREAS, Equitilink is engaged in the business of providing and rendering public
relations and communications services and has knowledge, expertise and personnel
to render the requisite services to Client; and

WHEREAS, Client is desirous of retaining Equitilink for the purpose of obtaining
public  relations and corporate  communications  services so as to better,  more
fully and more  effectively  deal and communicate  with its shareholders and the
investment banking community.

NOW, THEREFORE, in consideration of the premises and of the mutual covenants and
agreements contained herein, it is agreed as follows:

  ENGAGEMENT OF EQUITILINK.  Client herewith  engages  Equitilink and Equitilink
  agrees to render to Client  public  relations,  communications,  advisory  and
  consulting services.

A.    The consulting  services to be provided by Equitilink  shall include,  but
      are not limited to, the development,  implementation and maintenance of an
      ongoing  program to  increase  the  investment  community's  awareness  of
      Client's activities and to stimulate the investment  community's  interest
      in  Client.  Client  acknowledges  that  Equitilink's  ability  to  relate
      information  regarding  Client's  activities  is  directly  related to the
      information provided by Client to Equitilink.

B.    Client acknowledges that Equitilink will devote such time as is reasonably
      necessary  to  perform  the  services  for  Client,  having due regard for
      Equitilink's  commitments  and  obligations to other business for which it
      performs consulting services.

TERM AND  TERMINATION.  This Agreement  shall be effective upon its execution by
Equitilink  and  Client  and  shall  continue  for a period  of ten (10)  months
commencing  upon the date the Client's  Form SB-2  Registration  Statement  (the
"Registration  Statement")  is declared  effective by the  Securities & Exchange
Commission (the "Effective Date"). If the Registration Statement is not declared
effective by the Securities  and Exchange  Commission,  or Client  withdraws the
Registration Statement, this Agreement shall automatically be terminated without
any further action. Additionally,  either party can cancel this Agreement with a
30-day advance written notice.

TREATMENT OF CONFIDENTIAL INFORMATION.  Company shall not disclose,  without the
consent of  Client,  any  financial  and  business  information  concerning  the
business, affairs, plans and programs of Client which are delivered by Client to
Equitilink in connection with  Equitilink's  services  hereunder,  provided such
information  is  plainly  and  prominently  marked in writing by Client as being
confidential (the "Confidential  Information").  Equitilink will not be bound by
the  foregoing  limitation  in the event  (i) the  Confidential  Information  is
otherwise  disseminated  and becomes public  information  or (ii)  Equitilink is
required  to disclose  the  Confidential  Information  pursuant to a subpoena or
other judicial order.

REPRESENTATION BY EQUITILINK OF OTHER CLIENTS.  Client acknowledges and consents
to Equitilink  rendering  public  relations,  consulting  and/or  communications
services to other clients of Equitilink  engaged in the same or similar business
as that of Client.

INDEMNIFICATION  BY CLIENT AS TO  INFORMATION  PROVIDED  TO  EQUITILINK.  Client
acknowledges that Equitilink, in the performance of its duties, will be required
to rely upon the accuracy and completeness of information supplied to



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  it by Client's officers,  directors, agents and/or employees. Client agrees to
  indemnify,  hold harmless and defend Equitilink,  its officers,  agents and/or
  employees  from any  proceeding  or suit which  arises out of or is due to the
  inaccuracy or incompleteness of any material or information supplied by Client
  to Equitilink.

INDEPENDENT  CONTRACTOR.  It is expressly agreed that Equitilink is acting as an
independent contractor in performing its services hereunder.  Client shall carry
no  workers  compensation  insurance  or any  health or  accident  insurance  on
Equitilink or consultant's employees.  Client shall not pay any contributions to
social security,  unemployment insurance, Federal or state withholding taxes nor
provide  any other  contributions  or  benefits  that might be  customary  in an
employer-employee relationship.

NON-ASSIGNMENT. This Agreement shall not be assigned by either party without the
written consent of the other party.

COMPENSATION. SEE SCHEDULE A1

NOTICES.  Any notice to be given by either party to the other hereunder shall be
sufficient  if in writing  and sent by  registered  or  certified  mail,  return
receipt requested, addressed to such party at the address specified on the first
page of this  Agreement or such other  address as either party may have given to
the other in writing.

MODIFICATION AND WAIVER. This Agreement may not be altered or modified except by
writing signed by each of the respective  parties hereof. No breach or violation
of this  Agreement  shall be waived  except  in  writing  executed  by the party
granting such waiver.

ENTIRE  AGREEMENT  This writing  constitutes  the entire  Agreement  between the
parties.  This  Agreement can only be modified by a written  contract  signed by
both  parties.  In the event that any party  brings  suit to enforce any part of
this  Agreement,  the  prevailing  party shall  recover  attorney fees and legal
costs. This Agreement shall be interpreted according to the laws of the state of
California.  By signing  below all parties agree they have the authority to bind
their respective companies.



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  IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and
year first written above.



  Equitilink, LLC



  By: ___________________________                    Date: 3-31-03
      James J. Mahoney, Managing Director






  By: ___________________________                    Date: 3-31-03
      Thomas N. Mahoney, Managing Director



  HEALTH EXPRESS USA, INC.



  By: ___________________________                    Date: 3-31-03
       MARCO D'ALONZO, COO





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                                    SCHEDULE A-1



  PAYMENT FOR SERVICES AND REIMBURSEMENT OF EXPENSES


      On the date  hereof,  Client  shall issue two hundred  thousand  (200,000)
      shares of HEXS stock for the benefit of  Equitilink.  All shares  shall be
      issued upon  execution of this Agreement and held in escrow by Kirkpatrick
      &  Lockhart,   LLP,  to  be  delivered  to  Equitilink  in  the  following
      installments beginning on the Effective Date:

      DUE DATE                                                NUMBER OF SHARES

      5 days after Effective Date                                      30,000
      1 month after Effective Date                                     20,000
      2 months after Effective Date                                    20,000
      3 months after Effective Date                                    25,000
      4 months after Effective Date                                    25,000
      5 months after Effective Date                                    20,000
      6 months after Effective Date                                    20,000
      7 months after Effective Date                                    20,000
      8 months after Effective Date                                    20,000

      TOTAL SHARES                                                    200,000

      If this Agreement is terminated  pursuant to its terms prior to the end of
      ten (10) months,  all  deliveries  of shares to  Equitilink  that have not
      previously been made shall be forfeited,  and all undelivered  shares held
      by Kirkpatrick & Lockhart LLP shall be returned to Client.

Equitilink, LLC



By: ___________________________                      Date: 3-31-03
    James J. Mahoney, Managing Director





  By: __________________________                     Date: 3-31-03
      Thomas N. Mahoney, Managing Director




  HEALTH EXPRESS USA, INC.



  By: ___________________________                    Date: 3-31-03
        Marco D'Alonzo, COO





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