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                                  EXHIBIT 10.3

                    MANAGEMENT AND OFFICE SERVICES AGREEMENT

     THIS  AGREEMENT  FOR  MANAGEMENT  AND  OFFICE SERVICES (the "Agreement") is
entered into on September 1st, 2001 by and between GFC Ventures Corp.,  ("GFC"),
and  Green  Fusion  Corporation,  a  Corporation  ("Green  Fusion").

1.     RECITAL

     This  Agreement  is  entered into with reference to and in contemplation of
the  following  facts,  circumstances  and  representations:

1.1     Green  Fusion  desires  to  engage the services of GFC to assist it with
respect  to  co-ordination  of  finances,  due diligence, regulatory compliance,
administration,  and  business development in connection with the purchase House
of  Brussels Holdings Ltd. ("House of Brussels") or another business venture and
to  provide  office  premises  and  services.

1.2     GFC desires to provide such business management services to Green Fusion
as  a  contractor  and  pursuant  to  the terms and conditions set forth herein.

1.3     Green  Fusion  has  entered into an agreement to purchase 100 percent of
the  outstanding  shares  of  GFC  in exchange for 1,500,000 pre-split shares of
Green  Fusion.  This  agreement  has  not  been  completed.

2.     NATURE  AND  EXTENT  OF  MANAGEMENT  SERVICES

2.1     Term of Agreement   This Agreement shall be in effect until the purchase
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of  GFC by Green Fusion is completed, or until one of the parties issues 30 days
written  termination  notice  to  the  other  party  terminating this agreement.

2.2     Duties  of  GFC   During  the  term of this Agreement, GFC shall provide
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co-ordination of finances, due diligence, regulatory compliance, administration,
and  business  development  in  connection  with  the purchase House of Brussels
Holdings  Ltd.  ("House of Brussels") or another business venture and to provide
office  premises  and  services.

2.4     Duties of Green Fusion  Green Fusion shall provide GFC, on a regular and
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timely basis, with all approved data and information about it, its subsidiaries,
its  management,  its  products  and  services  and  its  operations as shall be
reasonably  requested  by  GFC,  and  shall  advise GFC of any facts which would
affect  the accuracy of any data and information previously supplied pursuant to
this  paragraph.

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2.5     Compensation   In  consideration  of entering into this Agreement, Green
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Fusion   agrees  to

a)     reimburse,  at cost, all expenses incurred by GFC in its normal operation
to  perform  the tasks assigned to it by Green Fusion, which includes salary and
consultant's  fees,  rent,  general office expenses and direct expenses incurred
for  the  benefit  of  Green  Fusion.
b)     reimburse,  at  cost,  all  expenses incurred by GFC from July 1, 2001 to
August  31,  2001  that  GFC  incurred  for  the  benefit of Green Fusion, which
includes  salary and consultant's fees, rent, general office expenses and direct
expenses.

     All amounts advanced from GFC to the House of Brussels, under the Letter of
Intent  signed by GFC and House of Brussels, are hereby assigned to Green Fusion
upon the signing of this agreement in consideration of Green Fusion assuming the
liability  of  the  short-term  loan  that  GFC  incurred  to  obtain the funds.

2.6     Nondisclosure  of Information   GFC agrees that it will not at any time,
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in any fashion, form or manner, either directly or indirectly, divulge, disclose
or communicate to any person, firm or corporation, in any manner whatsoever, any
information  of any kind, nature or description concerning any matters affecting
or  relating  to  the  business  of  Green  Fusion.

2.7     Assignment  of  Agreement  Due to the personal nature of the services to
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be  rendered by GFC, this Agreement may not be assigned by GFC without the prior
written  consent  of  Green  Fusion.

3.     CO-OPERATION, ARBITRATION, INTERPRETATION, MODIFICATION AND ATTORNEY FEES

3.1     Co-operation of Parties  The parties further agree that they will do all
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things  necessary to accomplish and facilitate the purpose of this Agreement and
that  they  will sign and execute any and all documents necessary to bring about
and  prefect  the  purposes  of  this  Agreement.

3.2     Arbitration  The  parties  hereby  submit all controversies, claims, and
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matters  of  difference  arising  out  of  this  Agreement to arbitration in the
Province  of  BritishColumbia,  according  to  the  rules  and  practices of the
Canadian  Arbitration  Association.  This  submission and agreement to arbitrate
shall  be  specifically enforceable.  The Agreement shall further be governed by
the  laws  of  British  Columbia.

3.3     Interpretation of Agreement  The parties agree that should any provision
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of  this Agreement be found to be ambiguous in any way, such ambiguity shall not
be  resolved  by  construing  such  provisions  or  any  part  of  or the entire
Agreement in favour of or against any party herein, but rather by construing the
terms of this


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Agreement fairly and reasonably in accordance with their generally
accepted  meaning.

3.4     Modification  of Agreement  This Agreement may be amended or modified in
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any  way  and  at  any  time  by an instrument in writing, signed by each of the
parties  hereto, stating the manner in which it is amended or modified. Any such
writing  amending  or  modifying of this Agreement shall be attached to and kept
with  this  Agreement.

3.5     Legal  Fees  If  any legal action or any arbitration or other proceeding
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is  brought  for  the  enforcement  of  this Agreement, or because of an alleged
dispute,  breach,  default  or  misrepresentation  in connection with any of the
provisions  of  the  Agreement,  the  successful  or  prevailing  party shall be
entitled  to  recover  reasonable  legal  fees  and other costs incurred in that
action  or  proceeding,  in  addition  to  any  other  relief to which it may be
entitled.

3.6     Entire  Agreement  This  Agreement  constitutes the entire Agreement and
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understanding  of  the  parties  hereto  with  respect to the matters herein set
forth,  and  all prior negotiations, writings and understandings relating to the
subject  matter  of  this  Agreement  are  merged  herein and are superseded and
cancelled  by  this  Agreement.

3.7     Counterparts  This  Agreement may be signed in one or more counterparts.
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3.8     Facsimile  Transmission  Signatures  A  signature received pursuant to a
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facsimile  transmission  shall  be sufficient to bind a party to this Agreement.

DATED  this  1st  day  of  September,  2001.



/s/  Evan  Baergen                              /s/  Mary  Dojlidko
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L.  Evan  Baergen,  President                   Mary  Dojlidko, Controller
Green  Fusion  Corporation                      GFC  Ventures  Corp.