EXHIBIT 4.2


                        AMENDMENT TO CONSULTING AGREEMENT

     This AMENDMENT TO CONSULTING  AGREEMENT (this  "Agreement") dated as of May
15, 2000, effective as of April 7, 2000, by and between  Kidstoysplus.com,  Inc.
(the  "Company"),  a Nevada  corporation,  and Brian C. Doutaz  (Consultant),  a
British Columbia resident.

                                    RECITALS

     WHEREAS,  the Company and Doutaz desire to amend their Consulting Agreement
dated April 1, 1999;

     NOW,  THEREFORE,  in consideration of the promises,  the mutual  agreements
herein set forth and other good and  valuable  consideration,  the  receipt  and
adequacy of which are hereby acknowledged, the parties agree as follows:

                                    AGREEMENT

     The Consulting  Agreement dated April 1, 1999 is hereby amended in relevant
part to read as follows:

     3.6. Expiration and Termination: Options shall expire on August 7, 2000.

     If  Consultant  shall  die  before  August  7,  2000,  Options  held by the
     Consultant  shall be exercisable only by the person or persons to whom such
     Consultant's  rights under such Options shall pass by the Consultant's will
     or by the laws of descent  and  distribution  of the state or county of the
     Consultant's domicile at the time of death.

     3.8  Exercise of Options. The Options shall be exercisable,  in whole or in
          part, until August 7, 2000,  provided,  however,  if the Consultant is
          subject to the reporting and liability provisions of Section 16 of the
          Securities  Exchange Act of 1934 (the "Exchange  Act") with respect to
          the common shares,  he shall be precluded from selling or transferring
          any common  shares or other  security  underlying an Option during the
          six (6) months immediately following the grant of that Option. If less
          than all of the Common Shares  included in the Options are  purchased,
          the  remainder  may be purchased at any  subsequent  time prior to the
          expiration of the Option term.  Only whole Common Shares may be issued
          pursuant to the Options, and to the extent that the Options cover less
          than one (1) Common Share, they are unexercisable.

               Each  exercise  of the Option  shall be by means of delivery of a
               notice of election to exercise (which may be in the form attached
               hereto as Exhibit A) to the  Company at its  principal  executive
               office,  specifying  the number of common  shares to be purchased
               and  accompanied  by  payment  in  cash  by  certified  check  or
               cashier's  check in the amount of the full exercise price for the
               Common  Shares  to be  purchased.  During  the  lifetime  of  the
               Consultant, the Options are exercisable only by the Consultant.

     IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
set forth in the first paragraph.

KIDSTOYSPLUS.COM, INC.                                        THE CONSULTANT


By: /s/ Albert R. Timcke                          By: /s/ Brian C. Doutaz
    -------------------------                         -------------------------

By:  Albert R. Timcke                             By:  Mr. Brian C. Doutaz
                                                  Its: President