EXHIBIT 10.13

                    CONSULTING AND MARKETING RIGHT AGREEMENT


     THIS CONSULTING AND MARKETING RIGHT AGREEMENT (this "AGREEMENT") is between
Mark Neuhaus (the "CONSULTANT") and the other party named on the signature page
to this Agreement (the "COMPANY").  Each of the Consultant and the Company are
also referred to in this agreement as the "PARTIES."

     WHEREAS, the Company is desirous of seeking a merger with a fully reporting
listed public company and the Consultant has relationships with such companies.

     WHEREAS, the Company desires to utilize the services of the Consultant.

     WHEREAS, in connection with the services to be provided by the Consultant
pursuant to this Agreement, the Company desires to grant the Consultant a
non-exclusive right to seek a potential merger candidate.

     NOW THEREFORE, in consideration of the premises and mutual covenants set
forth in this Agreement, the Parties hereby agree as follows:

     1.   Scope of Services.  The Company hereby retains the Consultant to seek
          -----------------
a merger or acquisition. And to provide additional investment banking services
for the company. The Consultant agrees to use his best efforts during the term
of this Agreement.

     2.   Term.  This Agreement shall become effective as of the date set forth
          ----
on the signature page of this Agreement, and shall continue for a period of one
(1) year (the "TERM").  Notwithstanding the foregoing, the Company or the
Consultant shall be entitled to terminate this Agreement for "cause" upon 30
days' written notice, which written notice shall be effective upon mailing by
first class mail accompanied by facsimile transmission to the Consultant at the
address and telecopier number last provided by the Consultant to the Company.
"CAUSE" shall be determined solely as to the violation of any rule or regulation
of any regulatory agency, and other neglect, act or omission detrimental to the
conduct of Company or the Consultant's business, material breach of this
Agreement or any unauthorized disclosure of any of the secrets or confidential
information of Company, and dishonesty related to independent contractor status.

     3.   Grant of Non-exclusive Right.  Subject to the terms of this Agreement,
          ----------------------------
the Company hereby grants to the Consultant, and the Consultant hereby accepts,
the non-exclusive right to seek a merger candidate.

          (a)  During the Term of this Agreement the Consultant shall not
     negotiate or enter into any right, sub-right agreement of sub-contract or
     similar agreement with any third parties in respect of the right or
     interest granted by the Company to the Consultant to such third parties
     without the Company's prior written consent.


<PAGE>
          (b)  No right is granted by the Company to the Consultant, either
     expressly or by implication, under any rights owned or controlled by the
     Company, except as expressly set forth in this Agreement.

          (c)  The rights granted pursuant to this Agreement shall expire
     simultaneously with the Term of this Agreement, and shall be revocable at
     will by the Company upon written notice to the Consultant, and the
     Consultant shall immediately refrain from the use of any rights granted by
     the Company to the Consultant with respect to this right upon receipt of
     such written notice.

     4.   Compensation; Grant of Stock Option.  In consideration for the
          -----------------------------------
services to be provided by the Consultant to the Company under the terms of this
Agreement, the Company agrees to grant to the Consultant upon the execution of
this Agreement a non-qualified stock option (the "OPTION") to purchase up to the
number of shares (the "SHARES") of the Company's common stock (the "COMMON
STOCK") as set forth below which shall fully vest immediately upon execution of
this Agreement, at an exercise price as set forth below:

     Number of Shares or Total Dollar Amount: 200,000,000 shares

     Exercise Price (in US$): $1,000.00

The terms of the Option shall otherwise be set forth in a Non-Qualified Stock
Option Agreement between the Company and the Consultant, substantially in the
form attached as Exhibit A to this Agreement.  The Company agrees to register
                 ---------
the Shares upon signing of this agreement for resale under the Securities Act of
1933, as amended, pursuant to a registration statement filed with the Securities
and Exchange Commission on Form S-8 (or, if Form S-8 is not then available, such
other form of registration statement available), pursuant to the terms of such
registration set forth in the Non-Qualified Stock Option Agreement.

     5.   Confidentiality.  The Consultant covenants that all information
          ---------------
concerning the Company, including proprietary information, which it obtains as a
result of the services rendered pursuant to this Agreement shall be kept
confidential and shall not be used by the Consultant except for the direct
benefit of the Company nor shall the confidential information be disclosed by
the Consultant to any third party without the prior written approval of the
Company, provided, however, that the Consultant shall not be obligated to treat
as confidential, or return to the Company copies of any confidential information
that (i) was publicly known at the time of disclosure to Consultant, (ii)
becomes publicly known or available thereafter other than by any means in
violation of this Agreement or any other duty owed to the Company by the
Consultant, or (iii) is lawfully disclosed to the Consultant by a third party.

     6.   Independent Contractor.  The Consultant and the Company hereby
          ----------------------
acknowledge that the Consultant is an independent contractor.  The Consultant
agrees not to hold himself out as, nor shall he take any action from which
others might reasonably infer that the Consultant is a partner or agent of, or a
joint venturer with the Company.  In addition, the Consultant shall take no
action, which, to the knowledge of the Consultant, binds, or purports to bind,
the Company to any contract or agreement.


<PAGE>
     7.   Miscellaneous.
          -------------

          (a)  Entire Agreement.  This Agreement contains the entire agreement
               ----------------
     between the Parties, and may not be waived, amended, modified or
     supplemented except by agreement in writing signed by the Party against
     whom enforcement of any waiver, amendment, modification or supplement is
     sought. Waiver of or failure to exercise any rights provided by this
     Agreement in any respect shall not be deemed a waiver of any further or
     future rights.

          (b)  Governing Law.  This Agreement shall be construed under the
               -------------
     internal laws of the State of New York, and the Parties agree that the
     exclusive jurisdiction for any litigation or arbitration arising from this
     Agreement shall be in New York City, N.Y.

          (c)  Successors and Assigns.  This Agreement shall be binding upon the
               ----------------------
     Parties, their successors and assigns, provided, however, that the
     Consultant shall not permit any other person or entity to assume these
     obligations hereunder without the prior written approval of the Company
     which approval shall not be unreasonably withheld and written notice of the
     Company's position shall be given within ten (10) days after approval has
     been requested.

          (d)  Indemnification.  The Company shall indemnify the Consultant for
               ---------------
     all losses or damages sustained (including reasonable attorney fees and
     disbursements) as incurred by the Consultant arising from the Consultant
     performing services under this Agreement.

          (e)  Counterparts.  This Agreement may be executed in two or more
               ------------
     counterparts, each of which shall be deemed an original, but which when
     taken together shall constitute one agreement.

          (f)  Severability.  If one or more provisions of this Agreement are
               ------------
     held to be unenforceable under applicable law, such provision(s) shall be
     excluded from this Agreement and the balance of this Agreement shall be
     interpreted as if such provision were excluded and shall be enforceable in
     accordance with its terms.

                            (Signature Page Follows)


<PAGE>
     IN WITNESS WHEREOF, the Parties hereto have executed or caused this
Agreement to be executed as of the date set forth below.


Date:                                   CONSULTANT:
     ---------------------------------


                                        ----------------------------------------
                                        Mark Neuhaus

                                        Address for Notices:

                                        P.O. Box 5629
                                        ----------------------------------------

                                        Ketchum, Id.
                                        ----------------------------------------

                                        83340
                                        ----------------------------------------


                                        COMPANY:


                                        ----------------------------------------


                                        By:
                                            ------------------------------------
                                            Name:
                                            Title:


<PAGE>
                                    EXHIBIT A
                                    ---------

                                     FORM OF
                      NON-QUALIFIED STOCK OPTION AGREEMENT


     THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this "AGREEMENT") is between
Mark Neuhaus (the "GRANTEE") and the other party named on the signature page to
this Agreement (the "COMPANY").  Each of the Grantee and the Company are also
referred to in this agreement as the "PARTIES."

     WHEREAS, the Board of Directors of the Company (the "BOARD OF DIRECTORS")
has authorized the grant to the Grantee, for services to be rendered by the
Grantee as a consultant to the Company pursuant to the terms of a Consulting and
Agreement (the "CONSULTING AGREEMENT") between the Company and the Grantee, of a
non-qualified stock option (the "OPTION") to purchase the number of shares of
the Company's common stock (the "COMMON STOCK") specified in paragraph 1 of this
Agreement, at the price specified in paragraph 1 of this Agreement.

     NOW THEREFORE, in consideration of the premises and mutual covenants set
forth in this Agreement, the Parties hereby agree as follows:

     1.   Number of Shares; Exercise Price.  Pursuant to action taken by the
          --------------------------------
Board of Directors, the Company hereby grants to the Grantee, in consideration
of consulting services to be performed for the benefit of the Company pursuant
to the Consulting Agreement, an option ("OPTION") to purchase the number of
common shares ("OPTION SHARES") of Common Stock set forth below, at the exercise
price set forth below:

     Number of Shares or Total Dollar Amount: 200,000,000

     Exercise Price (in US$): $1,000.00.

     2.   Term.  The Option and this Agreement shall expire three (3) years from
          ----
the date of this Agreement.

     3.   Shares Subject To Exercise.  The Option shall be immediately
          --------------------------
exercisable and shall remain exercisable for the entire Term specified in
Paragraph 2 of this Agreement.

     4.   Method and Time of Exercise.  The Option may be exercised in whole or
          ---------------------------
from time to time in part by written notice delivered to the Company stating the
number of Option Shares with respect to which the Option is then being
exercised, together with a check and/or a wire transfer made payable to the
Company in the amount equal to the Exercise Price multiplied by the number of
Option Shares then being issued pursuant to the written notice of exercise, plus
the amount of applicable federal, state and local withholding taxes, provided,
however, that such taxes may be satisfied by the withholding of Option Shares
then issuable upon the exercise of the Option pursuant to paragraph 5 of this
Agreement.  Not less than one hundred (100) Option Shares may be purchased upon
exercise of the Option at any one time unless the number of Option Shares for
which exercise of the Option is being made is all of the Option Shares then


                                      A-1
<PAGE>
issuable upon exercise of the Option. Options may be exercised at any time at
the sole discretion of the Grantee. Only whole shares shall be issued upon
exercise of the Option.

     5.   Tax Withholding.  As a condition to exercise of the Option, the
          ---------------
Company may require the Grantee to pay to the Company all applicable federal,
state and local taxes which the Company is required to withhold with respect to
the exercise of the Option. Or the Grantee is liable for filing and paying all
of his own taxes.

     6.   Exercise Following Termination of Consulting Agreement.  The Option
          ------------------------------------------------------
shall not terminate as a result of the termination of Grantee's services as a
consultant to the Company pursuant to the Consulting Agreement.

     7.   Transferability.  The Option and this Agreement may not be assigned or
          ---------------
transferred except by will or by the laws of descent and distribution, and with
consent of the Company.

     8.   Grantee Not a Shareholder.  The Grantee shall have no rights as a
          -------------------------
shareholder with respect to the Option Shares issued form time to time upon
exercise of the Option until the earlier of: (1) the date of issuance of a stock
certificate or stock certificates to the Grantee applicable to the Option Shares
then issuable to the Grantee upon exercise of the Option and (2) the date on
which the Grantee or his nominee is recorded as owner of such Option Shares on
the Company's stock ledger by the Company's registrar and transfer agent, which
may be the Company.  Except as set forth in paragraph 13 of this Agreement, no
adjustment will be made for dividends or other rights for which the record date
is prior to the earlier of the events described in clauses (1) and (2) of this
paragraph.

     9.   Restrictions on Transfer.  The Grantee represents and agrees that,
          ------------------------
upon the Grantee's exercise of the Option in whole or in part, unless there is
in effect at that time under the Securities Act of 1933 a registration statement
relating to the Option Shares, the Grantee will acquire the Option Shares for
the purpose of investment and not with a view to their resale or further
distribution, and that upon such exercise hereof, the Grantee will furnish to
the Company a written statement to such effect, satisfactory to the Company in
form and substance.

     10.  Shares Qualified for Listing.  Company represents that its Common
          ----------------------------
Stock is qualified for trading or quotation on a nationally recognized
securities exchange or stock quotation system, including, without the NASDAQ
Bulletin Board, and for trading with the California Department of Corporations
or such other applicable jurisdictions.

     11.  Registration Rights.  On or before the day of this Agreement, the
          -------------------
Company shall, at the Company's expense, file with the Securities and Exchange
Commission ("SEC"), a registration statement ("REGISTRATION STATEMENT") on Form
S-8 or other comparable form, or if such form is not then available, such other
form of registration statement then available, in such form as to comply with
applicable federal and state laws for the purpose of registering or qualifying
the Option Shares for public resale by the Grantee, and prepare and file with
the appropriate state securities regulatory authorities the documents reasonably
necessary to register or qualify the Option Shares, subject to the ability of
the Company to register or qualify the Option Shares under applicable state law.


                                      A-2
<PAGE>
     12.  Notices.  All notices to the Company shall be addressed to the Company
          -------
at the principal office of the Company at the address and facsimile number set
forth on the signature page of this Agreement, and all notices to the Grantee
shall be addressed to the Grantee at the address and facsimile number of the
Grantee set forth on the signature page of this Agreement or, if different, the
last address and facsimile number on file with the Company, or to such other
address and facsimile number as either may designate to the other in writing.  A
notice shall be deemed to be duly given if and when enclosed in a properly
addressed sealed envelope deposited, postage prepaid and followed by facsimile
to the addressee.  In lieu of giving notice by mail as aforesaid, written
notices under this Agreement may be given by personal delivery to the Grantee or
to the Company (as the case may be) by nationally recognized courier or
overnight delivery service.

     13.  Adjustments.  If there is any change in the capitalization of the
          -----------
Company after the date of this Agreement affecting in any manner the number of
kind of outstanding shares of Common Stock of the Company, whether by stock
dividend, stock split, reclassification or recapitalization of such stock, or
because the Company has merged or consolidated with one or more other
corporations (and provided the Option does not thereby terminate pursuant to
paragraph 14 of this Agreement), then the number and kind of shares then subject
to the Option and the exercise price to be paid for the Option Shares shall be
appropriately adjusted by the Board of Directors; provided however, that in no
event shall any such adjustment result in the Company being required to sell or
issue any fractional shares.  Any such adjustment shall be made without change
in the aggregate exercise price applicable to the unexercised portion of the
Option, but with an appropriate adjustment to the exercise price of each Option
Share or other unit of security then covered by the Option and this Agreement.

     14.  Cessation of Corporate Existence.  Notwithstanding any other provision
          --------------------------------
of this Agreement, in the event of the reorganization, merger or consolidation
of the Company with one or more corporations as a result of which the Company is
not the surviving corporation, or the sale of substantially all the assets of
the Company or of more than fifty percent (50%) of the then outstanding stock of
the Company to another corporation or other entity in a single transaction, the
Option grated hereunder shall terminate, provided however, that not later than
five (5) days before the effective date of such merger or consolidation or sale
of assets in which the Company is not the surviving corporation, the surviving
corporation may, but shall not be so obligated to, tender to the Grantee an
option to purchase a number of shares of capital stock of the surviving
corporation equal to the number of Option Shares then issuable upon exercise of
the Option, and such new option or options for shares of the surviving
corporation shall contain such terms, conditions and provisions as shall be
required substantially to preserve the rights and benefits of the Option and
this Agreement.

     (a)  Entire Agreement.  This Agreement and the Consulting Agreement contain
          ----------------
          the entire agreement between the Parties, and may not be waived,
          amended, modified or supplemented except by agreement in writing
          signed by the Party against whom enforcement of any waiver, amendment,
          modification or supplement is sought. Waiver of or failure to exercise
          any rights provided by this Agreement and the Consulting Agreement in
          any respect shall not be deemed a waiver of any further or future
          rights.


                                      A-3
<PAGE>
     15.  Miscellaneous.
          -------------

          (b)  Governing Law.  This Agreement shall be construed under the
               -------------
     internal laws of the State of New York, and the Parties agree that the
     exclusive jurisdiction for any litigation or arbitration arising from this
     Agreement shall be in New York City, N.Y.

          (c)  Counterparts.  This Agreement may be executed in two or more
               ------------
     counterparts, each of which shall be deemed an original, but which when
     taken together shall constitute one agreement.

          (d)  Severability.  If one or more provisions of this Agreement are
               ------------
     held to be unenforceable under applicable law, such provision(s) shall be
     excluded from this Agreement and the balance of this Agreement shall be
     interpreted as if such provision were excluded and shall be enforceable in
     accordance with its terms.


                            (Signature Page Follows)


                                      A-4
<PAGE>
IN WITNESS WHEREOF the Parties hereto have executed this Agreement as of the
date set forth below.


Date:                                   OPTIONEE:
     ---------------------------------

                                        ----------------------------------------
                                        Mark Neuhaus


                                        Address for Notices:

                                        P.O. Box 5629
                                        -------------
                                        Ketchum, Id.
                                        ------------
                                        83340
                                        -----


                                        COMPANY:


                                        ----------------------------------------


                                        By:
                                            ------------------------------------
                                            Name:
                                            Title:

                                      EXHIBIT B
                                      ---------
                               OPTION EXERCISE SCHEDULE

$1,000.00 immediately upon registration and delivery of shares


IN WITNESS WHEREOF the Parties hereto have executed this Agreement as of the
date set forth below.

Date:                                   OPTIONEE:
     ---------------------------------


                                        ----------------------------------------
                                        Mark Neuhaus

                                        Address for Notices:

                                        P.O. Box 5629
                                        Ketchum, Id.
                                        83340


                                        COMPANY:


                                        ----------------------------------------

                                        By:
                                            ------------------------------------
                                            Name:
                                            Title:


                                      A-5
<PAGE>
NEW EXHIBITS -
1.
               AGREEMENT BETWEEN GATEWAY D.B.A. THE RIGHT SOLUTION
                                       AND
                          AMERICAN FIRE RETARDANT CORP

     WHEREAS, this agreement (the "Agreement") is made as of May 15, 2003 by and
between American Fire Retardant Corp., (the "Client") a Nevada corporation,
located at 9337 Bon Avenue, El Cajon, CA 92021 (hereinafter referred to as
"Client") and Gateway d.b.a. The Right Solution, a Nevada corporation located at
3035 Patrick Lane, Suite 14, and Las Vegas  (the "Company") and their assignees,
nominees, heirs and assigns.

     WHEREAS COMPANY renders professional sales and marketing and the related
administrative support services to their business clientele, have certain
knowledge, expertise, information, contacts and associations with persons and
entities who might be interested in providing distribution, sales and
merchandising opportunities and/or providing other business and revenue
generating opportunities, and desire to act as consultants to provide such
services.

     WHEREAS COMPANY occupies its own facilities and has warehousing and
distribution capacity.

     WHEREAS Client desires to engage the services of COMPANY to perform, (by
and through their associates, agents, employees, and associated entities,) some
or all of the herein-described services on behalf of Client.  COMPANY and Client
agree that COMPANY will provide such services upon the terms and conditions
herein below provided.

     NOW, THEREFORE, with mutual acknowledgement of the receipt of sufficient
consideration, the parties, intending to be legally bound hereby, agree as
follows:


I.   SERVICES

     Client hereby engages COMPANY, and COMPANY agrees to use their reasonable
best efforts to provide some or all of the herein-referenced services on behalf
of Client and/or any associated entities in connection with any of Client or its
associated entity's Product(s).

     Distribution of Client products to include warehousing and shipping of
products. Telemarketing and Sales services to be determined.

     II.  COMPENSATION TO COMPANY

          A.   Distribution fee to be determined and agreed to by COMPANY and
          Client based on a unit cost and/or shipment cost.


                                      A-6
<PAGE>
          B.   Percentage of sales for providing sales and/or telemarketing
          services to be determined and agree to by COMPANY and Client.

          C.   Payments to COMPANY will be made on a weekly basis.  Client will
          pay for startup fees associated with services provided but have the
          right to approve expenses prior to expenditures.

III. COMPANY'S REPRESENTATIONS AND WARRANTIES

          A.   COMPANY and Client represent and warrant that they are validly
          formed and in good standing as a corporation, organized in accordance
          with the applicable federal, state, municipal and local laws,
          regulations, orders, rulings and decrees within its place of domicile.

          B.   Client represents and warrants that it has the requisite
          financial resources to meet all of its financial obligations to
          COMPANY.

IV.  CLIENT OBLIGATIONS

          A.   CLIENT shall provide COMPANY with true, complete and accurate
          information regarding its Product(s). Such information shall also
          include sufficient relevant, current and historical business,
          financial, and other information necessary for the proper performance
          of COMPANY services hereunder. In performing their services hereunder,
          COMPANY shall have the right to rely on, utilize and present such
          information to potential customers without independent verification
          thereof. CLIENT shall cooperate and support COMPANY attempts to
          accomplish their objectives under this Agreement, and shall take such
          actions and execute such additional instruments as may be reasonably
          necessary to implement and carry out the intent and purpose of this
          Agreement.

          B.   Client will have the right to approve any bulk sales and will
          establish pricing of all products.

V.   INDEMNIFICATION AND ACCOUNTING

          A.   The Parties agree to indemnify, hold harmless, and defend each
          other, their members, officers, shareholders, directors, agents and
          employees, at the culpable party's expense for any claim arising out
          of any proceeding or suit which may arise out of an alleged breach of
          contract or claim of misrepresentation, inaccuracy or incompleteness,
          in whatever form, resulting from documentation and/or information
          provided in furtherance of this agreement.


                                      A-7
<PAGE>
          B.   COMPANY and Client will provide each other a full and complete
          accountings of all revenues received as a result of any Transactions
          under this Agreement, (hereinafter referred to as "Accountings").

VI. CONFIDENTIALITY

          A.   The Company and Client each agree to provide reasonable security
          measures to keep information confidential where disclosure to third
          parties may be detrimental to the parties. They shall each use their
          best efforts to require their principals, employees, agents,
          affiliates, subcontractors, and others who will have access to the
          information to abide by the confidentiality contemplated by this
          Agreement.

          B.   Except to accomplish the purposes of this Agreement, no party
          will disclose, use, or make known, for its or a third party's benefit,
          any confidential information, knowledge, or data of any other party,
          or any confidential source(s) of any other party, during the term of
          this Agreement. Confidential information, knowledge, data, and
          confidential sources shall not include any information that is, or
          becomes (1) generally known or available by publication or commercial
          use, or (2) is known and can be documented to be known by the
          recipient party at the time of disclosure and is not subject to
          restriction, or (3) is received by the recipient party from a third
          party not under any legal obligation to the disclosing party to
          maintain such information in confidence.

          C.   In the event this provision is deemed in any court proceeding too
          restrictive to be enforceable, such restriction shall be deemed
          reduced to the maximum extent allowable by the court to be found
          enforceable.

          D.   It is expressly agreed by all parties that any limitations herein
          relating to the use of the Proprietary Information of the Products
          shall be fully enforceable and binding for a period of three (3) years
          subsequent to the expiration of the last Transaction under this
          Agreement.

VII. MISCELLANEOUS PROVISIONS

          A.   Modifications. This Agreement may be amended, modified and
          supplemented only by written agreement of Client and COMPANY.

          B.   Waiver of Compliance. Any failure of any party to comply with any
          obligation, agreement, or condition herein may be expressly waived in
          writing, but such waiver or failure to insist upon strict compliance
          with such obligation, covenant, agreement or condition shall not
          operate as a waiver or estoppel with respect to, any subsequent or
          other failure.


                                      A-8
<PAGE>
          C.   Other Business Opportunities. Each party hereto shall have the
          right independently to engage in and receive full benefits from other
          business activities as long as the other party is notified in writing
          and they are allowed first right of refusal.

          D.   Publication of Relationship. The parties shall have the right to
          publish and/or otherwise disclose in any published announcements,
          publicity campaigns, press releases, media, websites, and other
          appropriate venues the fact that the Transaction(s) closed hereunder
          as long as both parties agree.

          E.   Notices. Any notices to be given hereunder by any party to any
          other may be effected by personal delivery in writing or by mail,
          registered or certified, postage prepaid. Notice may also be given
          hereunder by electronic transmission (i.e. facsimile and "e-mail,")
          provided such electronic transmission is recognized and accepted by
          the court in any legal proceeding. Mailed notices shall be addressed
          to the addresses supplied by the parties, but any party may change
          their address by written notice in accordance with this subsection.
          Notices delivered personally and/or by electronic transmission shall
          be deemed communicated as of actual receipt; mailed notices shall be
          deemed communicated as of five (5) days after mailing.

          F.   Assignment and Delegation. This Agreement and all of the
          provisions hereof shall be binding upon and inure to the benefit of
          the parties hereto and their respective successors and permitted
          assigns. No party shall delegate the performance of its duties or
          obligations under this Agreement without the prior written consent of
          the other parties, except by operation of law.

          G.   Governing Law. This Agreement and the legal relations between the
          parties hereto shall be governed by and construed in accordance with
          the laws of the United States, State of Nevada, without regard to
          theirs conflict of law doctrine. If any action is instituted to
          enforce or interpret any provision of this Agreement, the jurisdiction
          and venue shall be in Nevada.

          H.   Facsimile and Counterparts. This Agreement may be executed by
          facsimile, and may be executed in two or more counterparts, each of
          which shall be deemed an original, but all of which together shall
          constitute one and the same instrument.

          I.   Arbitration, Legal Action and Attorneys' Fees and Costs.  If any
          legal action arises from this agreement, the parties agree to attempt
          resolution first with non-binding arbitration without relinquishing
          their legal rights. In any legal action, the prevailing party(s) shall
          be entitled to reasonable attorneys' fees and costs in accordance with
          the law. This provision shall be construed as applicable to the entire
          Agreement.


                                      A-9
<PAGE>
          J.   Survivability.  If any part of this Agreement is deemed by a
          court of competent jurisdiction to be invalid or unenforceable, that
          part shall be severable from the remainder of the Agreement. In the
          event that any provision hereof shall be legally unenforceable, the
          remaining provisions shall nevertheless be carried into effect.

          K.   Relationship of the Parties. The parties to this Agreement have
          no relationship with each other beyond the relationship expressly
          provided for herein. Nothing contained in this Agreement shall be
          deemed to create any additional relationships, (i.e. cause any party
          to become the partner, agent or legal representative of each other,
          nor create any fiduciary relationship between them). Neither party
          shall have any authority to act for or to assume any obligation or
          responsibility on behalf of any other party, except as otherwise
          expressly provided herein.

          L.   Term of Agreement and Termination. This Agreement shall be
          effective upon execution. With respect to any Closed Transaction this
          Agreement shall remain in full force and effect.

          M.   With respect to any prospective Financing, this Agreement may be
          terminated prior to the Closing of a pending Transaction "for cause"
          at the election of the injured party upon the occurrence of any of the
          following events: material misrepresentation or material breach under
          this Agreement, (hereinafter individually and collectively referred to
          as "Cause"). In such event, the injured party shall give the other
          party, in writing, thirty (30) days in which to "cure" the Cause.
          Compensation to which COMPANY is entitled shall survive the
          termination of this Agreement.

          N.   Entire Agreement.  This Agreement sets forth the entire Agreement
          and understanding of the parties hereto in respect to the subject
          matter contained herein, and supersedes all prior agreements,
          promises, covenants, arrangements, communications, representations or
          warranties, whether oral or written, by any party hereto in regard to
          the subject matter contained herein.

     IN WITNESS WHEREOF, the parties hereto asserting that they have read,
understand and agree to all terms herein, have the authority to execute this
Agreement on behalf of their principal, and have caused this Agreement to be
executed by their duly authorized representatives.

___________________________________________
Rick Bailey, President / CEO

COMPANY  _______________________________

Date  _____________________________________


                                      A-10
<PAGE>

_________________________________________________
Stephen F. Owens Chief Operating Officer/Director

COMPANY  _______________________________

Date  __________________________________


NEW EXHIBITS -
2.
                              EMPLOYMENT AGREEMENT


     This Employment Agreement (this "Agreement") is made effective as of July
07, 2003, by and between Gateway Distributors ("Gateway"), of 3035 E. Patrick
Ln., Las Vegas, Nevada, 89120 and Blaine Wendtland ("Blaine"), of 1620
Whispering Pine Ln., Appleton, Wisconsin, 54913.

          A.   Gateway is engaged in the business of Vitamin and Supplement
          Distribution. Blaine will primarily perform the job duties at the
          following location: 3035 E. Patrick Ln., Las Vegas, Nevada.

          B.   Gateway desires to have the services of Blaine.

          C.   Blaine is willing to be employed by Gateway.

Therefore, the parties agree as follows:

     1.   EMPLOYMENT.  Gateway shall employ Blaine as a(n) Account Executive.
     Blaine shall provide to Gateway the following services: To promote and sell
     products provided by Gateway Distributors and/or the Right Solution. Blaine
     accepts and agrees to such employment, and agrees to be subject to the
     general supervision, advice and direction of Gateway and Gateway's
     supervisory personnel. Blaine shall also perform (i) such other duties as
     are customarily performed by an employee in a similar position, and (ii)
     such other unrelated services and duties as may be assigned to Blaine from
     time to time by Gateway.

     2.   BEST EFFORTS OF EMPLOYEE.  Blaine agrees to perform faithfully,
     industriously, and to the best of Blaine's ability, experience, and
     talents, all of the duties that may be required by the express and implicit
     terms of this Agreement, to the reasonable satisfaction of Gateway. Such
     duties shall be provided at such place(s) as the needs, business, or
     opportunities of Gateway may require from time to time.

     3.   COMMISSION PAYMENTS.  Gateway will make commission payments to Blaine
     based on 15% of Net Profit on total sales of company (Sale price minus Cost
     of Goods).


                                      A-11
<PAGE>
     This commission will be paid semi-monthly on the tenth day and the
     twenty-fifth day of the month, each payment corresponding to the
     semi-monthly period that ended approximately fifteen days prior to the
     payment date.

     1.   Accounting.  Gateway shall maintain records in sufficient detail for
          purposed of determining the amount of the commission. Gateway shall
          provide to Blaine a written accounting that sets forth the manner in
          which the commission payment was calculated.

     2.   Right to Inspect.  Blaine, or Blaine's agent, shall have the right to
          inspect Gateway's records for the limited purpose of verifying the
          calculation of the commission payments, subject to such restrictions
          as Gateway may reasonably impose to protect the confidentiality of the
          records. Such inspections shall be made during reasonable hours as may
          be set by Gateway.

     3.   Death of the Employee.  If Blaine dies during the term of this
          Agreement, Blaine shall be entitled to payments or partial commission
          payments for the period ending with the date of Blaine's death.

     1.   EXPENSE REIMBURSEMENT.  Gateway will reimburse Blaine for
     "out-of-pocket" expenses incurred by Blaine in accordance with Gateway's
     policies in effect from time to time.

     2.   RECOMMENDATIONS FOR IMPROVING OPERATIONS.  Blaine shall provide
     Gateway with all information, suggestions, and recommendations regarding
     Gateway's business, of which Blaine has knowledge, that will be of benefit
     to Gateway.

     3.   CONFIDENTIALITY.  Blaine recognizes that Gateway has and will have
     information regarding the following:

          _    inventions
          _    products
          _    product design
          _    processes
          _    technical matters
          _    trade secrets
          _    copyrights
          _    customer lists
          _    prices
          _    costs
          _    discounts
          _    business affairs
          _    future plans
          _    issues related to the sale of Company Stock


                                      A-12
<PAGE>
     and other vital information items (collectively, "Information") which are
     valuable, special and unique assets of Gateway. Blaine agrees that Blaine
     will not at any time or in any manner, either directly or indirectly,
     divulge, disclose, or communicate any Information to any third party
     without the prior written consent of Gateway, Blaine will protect the
     Information and treat it s strictly confidential. A violation by Blaine of
     this paragraph shall be a material violation of this Agreement and will
     justify legal and/or equitable relief.

     5.   CONFIDENTIALITY AFTER TERMINATION OF EMPLOYMENT.  The confidentiality
     provisions of this Agreement shall remain in full force and effect for a
     90-day period after the termination of Blaine's employment. During such
     90-day period, neither party shall make pr permit the making of any public
     announcement or statement of any kind that Blaine was formerly employed by
     or connected with Gateway.

     6.   EMPLOYEE'S INABILITY TO CONTRACT FOR EMPLOYER.  Blaine shall not have
     the right to make any contracts or commitments for or on behalf of Gateway
     without first obtaining the express written consent of Gateway.

     7.   BENEFITS.  Blaine shall be entitled the employment benefits, including
     disability insurance as provided by Gateway's policies in effect from time
     to time.

     8.   TERM/TERMINATION.  Blaine's employment under this Agreement shall be
     for an unspecified term on an "at will" basis. This Agreement may be
     terminated by Gateway upon 30 days written notice, and by Blaine upon 30
     days written notice. If Gateway shall so terminate this Agreement, Blaine
     shall be entitled to compensation for 30 days beyond the termination date
     of such termination, unless Blaine is in violation of this Agreement. If
     Blaine is in violation of this Agreement, Gateway may terminate employment
     without notice and with compensation to Blaine only to the date of such
     terminations. The compensation paid under this Agreement shall be Blaine's
     exclusive remedy.

     9.   TERMINATION FOR DISABILITY.  Gateway shall have the option to
     terminate this Agreement, if Blaine becomes permanently disabled and is no
     longer able to perform the essential functions of the position with
     reasonable accommodation. Gateway shall exercise this option by giving 30
     days written notice to Blaine.

     10.   COMPLIANCE WITH EMPLOYER'S RULES.  Blaine agrees to comply with all
     of the rules and regulations of Gateway.

     11.   RETURN OF PROPERTY.  Upon termination of this Agreement, Blaine shall
     deliver to Gateway all property which is Gateway's property or related to
     Gateway's business (including keys, records, notes, data, memoranda,
     models, and equipment) that is in Blaine's possession or under Blaine's
     control. Such obligation shall be governed by any separate confidentiality
     or proprietary rights agreement signed by Blaine.


                                      A-13
<PAGE>
     12.   NOTICES.  All notices required or permitted under this Agreement
     shall be in writing and shall be deemed delivered when delivered in person
     or on the third day after being deposited in the United States mail,
     postage paid, address as follows:

Employer:

Gateway Distributors
Flo Ternes
C.O.O.
3035 E. Patrick Lane
Las Vegas, Nevada 89120

Employee:

Blaine Wendtland
1620 Whispering Pine Lane
Appleton, Wisconsin 54913

Such addresses may be changed from time to time by either party by providing
written notice in the manner set forth above.

     13.   ENTIRE AGREEMENT.  This agreement contains the entire agreement of
     the parties and there are no other promises or conditions in any other
     agreement whether oral or written. This Agreement supersedes any prior
     written or oral agreements between the parties.

     14.   AMENDMENT.  This Agreement may be modified or amended, if the
     amendment is made in writing and is signed by both parties.

     15.   SEVERABILITY.  If any provision of this Agreement shall be held to be
     invalid or enforceable for any reason, the remaining provisions shall
     continue to be valid and enforceable. If a court finds that any provisions
     for this Agreement is invalid or unenforceable, but that by limiting such
     provision it would become valid or enforceable, then such provision shall
     be deemed to be written, construed, and enforced as so limited.

     16.   WAIVER OF CONTRACTUAL RIGHT.  The failure of either party to enforce
     any provision of the Agreement shall not be construed as a waiver or
     limitation of that party's right to subsequently enforcer and compel strict
     compliance with every provision of this Agreement.

     17.   APPLICABLE LAW.  This Agreement shall be governed by the laws of the
     State of Nevada.


                                      A-14
<PAGE>
NEW EXHIBITS -
3.

                                 PROMISSORY NOTE

$17,500.00                                        Date: July 03, 2003

     For value received, the undersigned Grandma Hamman's (the "Borrower"), at
3035 E. Patrick Lane, Las Vegas, Nevada, 89120, promises to pay to the order of
Ed Wendtland, (the "Lender"), at 1620 Whispering Pine Lane, Appleton, Wisconsin
54913, (or at such other place as the Lender may designate in writing) the sum
of $17,500.00 with interest from August 01, 2003, on the unpaid principal at the
rate of 24.00% per annum.

     The unpaid principal and accrued interest shall be payable in monthly
installments of $925.24, beginning on September 01, 2003, and continuing until
August 01, 2005, (the "Due Date"), at which time the remaining unpaid principal
and interest shall be due in full.

     All payments on this Note shall be applied first in payment of accrued
interest and any remainder in payment of principal.

     The Borrower promises to pay a late charge of $87.00 for each installment
that remains unpaid more than 10 day(s) after its Due Date.  This late charge
shall be paid as liquidated damages in lieu of actual damages, and not as a
penalty.

     If any payment obligation under this Note is not paid when due, the
remaining unpaid principal balance and any accrued interest shall become due
immediately at the option of the Lender.

     The Borrower reserves the right to prepay this Note (in whole or in part)
prior to the Due Date with no prepayment penalty.

     If any payment obligation under this Note is not paid when due, the
Borrower promises to pay all costs of collection, including reasonable attorney
fees, whether or not a lawsuit is commenced as part of the collection process.

     This Note is secured by a Merchant Account currently used by Grandma
Hamman's Specialty Foods, dated July 03, 2003.  The Lender is not required to
rely on the above security instrument and the assets secured therein for the
payment of this Note in the case of default, but may proceed directly against
the Borrower.

     If any of the following events of default occur, this Note and any other
obligations of the Borrower to the Lender, shall become due immediately, without
demand or notice:

          E.   the failure of the Borrower to pay the principal and any accrued
          interest in full on or before the Due Date;


                                      A-15
<PAGE>
          F.   the death of the Borrower or Lender;

          G.   the filing of bankruptcy proceedings involving the Borrower as a
          debtor;

          H.   the application for the appointment of a receiver for the
          Borrower;

          I.   the making of a general assignment for the benefit of the
          Borrower's creditors;

          J.   the insolvency of the Borrower;

          K.   a misrepresentation by the Borrower to the Lender for the purpose
          of obtaining or extending credit.

     In addition, the Borrower shall be in default if there is a sale, transfer,
assignment, or any other disposition of any assets pledged as security for the
payment of this Note, or if there is default in any security agreement which
secures this Note.

     If any one or more of the provisions of this Note are determined to be
unenforceable, in whole or in part, for any reason, the remaining provisions
shall remain fully operative.

     All payments of principal and interest on this Note shall be paid in the
legal currency of the United States.  The Borrower waives presentment for
payment, protest, and notice of protest and nonpayment of this Note.

     No renewal or extension of this Note, delay in enforcing any right of the
Lender under this Note, or assignment by Lender of this Note shall affect the
liability or the obligations of the Borrower.  All rights of the Lender under
this Note are cumulative and may be exercised concurrently or consecutively at
the Lender's option.

     This Note shall be construed in accordance with the laws of the state of
Nevada.

Borrower:

Grandma Hamman's Specialty Foods

By: __________________________________
    Rick Bailey


                                      A-16
<PAGE>
NEW EXHIBITS -
4.

                                 PROMISSORY NOTE

$200,000.00                                                Date: July 03, 2003

     For value received, the undersigned Gateway Distributors (the "Borrower"),
at 3035 E. Patrick Lane, Las Vegas, Nevada, 89120, promises to pay to the order
of Los Cabos Freedom Movement L.L.C. (the "Lender"), at P.O. Box 841, Wautoma,
Wisconsin 54982, (or at such other place as the Lender may designate in writing)
the sum of $200,000.00 with interest from August 01, 2003, on the unpaid
principal at the rate of 8.00% per annum.

     Unpaid principal after the Due Date shown below shall accrue interest at a
rate of 12.00% annually until paid.

     The unpaid principal and accrued interest shall be payable in monthly
installments of $1,672.88, beginning on September 01, 2003, and continuing until
August 01, 2023, (the "Due Date"), at which time the remaining unpaid principal
and interest shall be due in full.

     All payments on this Note shall be applied first in payment of accrued
interest and any remainder in payment of principal.

     The Borrower promises to pay a late charge of $100.00 for each installment
that remains unpaid more than 30 day(s) after its Due Date.  This late charge
shall be paid as liquidated damages in lieu of actual damages, and not as a
penalty.

     If any payment obligation under this Note is not paid when due, the
remaining unpaid principal balance and any accrued interest shall become due
immediately at the option of the Lender.

     The Borrower reserves the right to prepay this Note (in whole or in part)
prior to the Due Date with no prepayment penalty.

     If any payment obligation under this Note is not paid when due, the
Borrower promises to pay all costs of collection, including reasonable attorney
fees, whether or not a lawsuit is commenced as part of the collection process.

     This Note is secured by a All assets, inventory, accounts receivable and
equipment of Grandma Hamman's Specialty Foods, dated July 03, 2003.  The Lender
is not required to rely on the above security instrument and the assets secured
therein for the payment of this Note in the case of default, but may proceed
directly against the Borrower.


                                      A-17
<PAGE>
     If any of the following events of default occur, this Note and any other
obligations of the Borrower to the Lender, shall become due immediately, without
demand or notice:

          E.   the failure of the Borrower to pay the principal and any accrued
          interest in full on or before the Due Date;

          F.   the death of the Borrower or Lender;

          G.   the filing of bankruptcy proceedings involving the Borrower as a
          debtor;

          H.   the application for the appointment of a receiver for the
          Borrower;

          I.   the making of a general assignment for the benefit of the
          Borrower's creditors;

          J.   the insolvency of the Borrower;

          K.   a misrepresentation by the Borrower to the Lender for the purpose
          of obtaining or extending credit.

     In addition, the Borrower shall be in default if there is a sale, transfer,
assignment, or any other disposition of any assets pledged as security for the
payment of this Note, or if there is default in any security agreement which
secures this Note.

     If any one or more of the provisions of this Note are determined to be
unenforceable, in whole or in part, for any reason, the remaining provisions
shall remain fully operative.

     All payments of principal and interest on this Note shall be paid in the
legal currency of the United States.  The Borrower waives presentment for
payment, protest, and notice of protest and nonpayment of this Note.

     No renewal or extension of this Note, delay in enforcing any right of the
Lender under this Note, or assignment by Lender of this Note shall affect the
liability or the obligations of the Borrower.  All rights of the Lender under
this Note are cumulative and may be exercised concurrently or consecutively at
the Lender's option.

     This Note shall be construed in accordance with the laws of the state of
Nevada.

Signed this ____ day of ____________, ____ at _________________, ______________.

Borrower:
Gateway Distributors


                                      A-18
<PAGE>
NEW EXHIBITS -
5.

                              CONSULTING AGREEMENT
                              --------------------

     This agreement is made this 17th day of July, 2003 between

THE  RIGHT  SOLUTIONS  GATEWAY  at  3035 East Patrick Lane, Suite 14, Las Vegas,
Nevada  89120,  hereinafter  referred  to as RSG.   Phone number (702) 938-9316.

And

Jack  M.  Zufelt  at  3228  East  Phillips  Drive,  Littleton,  Colorado  80122,
hereinafter  referred  to  as  Zufelt.  Phone  number  (303)  741-9025.

     RSG  agrees  to  retain  Zufelt,  and  Zufelt has agreed to provide certain
consulting  services  on  the  terms  and  conditions  set  out  below.

RESPONSIBILITIES  OF  ZUFELT:
----------------------------

     Zufelt will help RSG create an integrated prospecting and recruiting system
with  specific prospecting and recruiting tools customized specifically for RSG.

     Zufelt will consult with RSG on all aspects of their business as well as
     create and implement important strategies regarding all aspects of what it
     takes to cause prospecting and recruiting. It will include a 24-hour, 7 day
     a week system that is designed and dedicated specifically to help RSG
     distributors prospect and recruit on both its products, and its income
     opportunity.

     This consulting, prospecting and recruiting system shall include:

               a)   A  10 to 15 minute recruiting script for an audiocassette/CD
          to be used for powerful prospecting. Zufelt will arrange for
          professional voice and be at the studio to direct that professional to
          create the kind of inflection and sound on the tape that is desired.

               b)   Sample,  short  scripts for distributors to use when handing
          out the cassette and when calling back respondents to the new
          prospecting tools.

               c)   Short  scripts  for distributors to use when following up on
          prospects they have given or sent the prospecting tape to.

               d)   A  10  to  15  minute  ?closing?  script  to  be  used  for
          pre-recorded message to be used by distributors to bring prospects to
          a decision. It will be designed specifically to close the sale on both
          the


                                      A-19
<PAGE>
          products AND the business opportunity. It will gently, but powerfully,
          hard sell prospects on the products, auto-ship and the income
          opportunity as well as give them the three choices of packages to buy
          so that when the call is over all the distributor has to say to the
          prospect is, ?So, what do you want to do?? Or ?Which choice do you
          want to start with??

               e)   Three  powerful,  attention  getting  letters to be used for
          prospecting and recruiting by distributors. One will be designed to
          accompany the recruiting cassette that goes to people they already
          know, another will be designed to accompany the cassette to go to
          those they don?t know and the third one will be a letter that can be
          sent out by itself inviting prospects to request the cassette.

               f)   An  income  projection  for the consultant based on 6 and 12
          months of using Zufelt?s system and RSG?s compensation plan. With your
          help and knowledge of the Right Solutions comp plan I will create
          realistic, believable, not pie in the sky, income projections with
          just a 2% success rate, showing potential income after just 6 and 12
          months of faithfully using the prospecting system I create. This
          always excites distributors into action because it is so believable.

               g)   Design  hard-hitting,  attention getting, 4-color Post Cards
          for prospecting.

               h)   Sell  and  train  your  existing  distributors  on using the
          system I create for you in up to five live seminars and up to 30
          conference calls. Who better than the author, of the new recruiting
          system with years of proof that it works, as well as extensive
          credentials, to tell your distributors, new or old, about the system
          and excite and motivate them to use it on a massive scale? I will also
          pass my abilities on to you and any person you so designate as well as
          any of the leaders in the field who want to get and stay serious about
          making money through proper prospecting and massive recruiting.

               i)   90  Days  of  unlimited consulting which will include but is
          not be limited to:

                    C    Spending  time  with  the  owners  to  learn about, and
               become indoctrinated on, the flavor, feel and culture of RSG
               including the compensation plan and any other things pertinent to
               creating powerful business building tools.

                    C    Analyze  and  make  recommendations  on making sure all
               existing brochures letters, website pages and any other


                                      A-20
<PAGE>
               marketing materials past, present or future are designed to sell
               the opportunity and/or the products or both.

                    C    Help  define  what  should  go  into  the  three
               packages/business builder kits.

                    C    Unlimited  consulting  on  any and all other aspects of
               the RSG business opportunity as needed.

                    C    Consult with RSG on how to leverage what I am doing for
               the company to help make PR with the market makers of their
               stock.


RESPONSIBILITIES  OF  RSG
-------------------------

     1.   In  exchange  for Zufelt?s services listed above, RSG shall pay Zufelt
the  sum  of  one  hundred  and  four thousand dollars ($104,00.00) in US funds.

     This amount is to be paid as follows:

     Upon the signing of this agreement and on or before Friday the 18th of July
2003,  RSG  shall  purchase  from  Zufelt  one  thousand  each of the following:

1,000 Learn To Earn cassette programs
1,000 How to Use The Conquering Force Within You cassette program
1,000 Bonus Tapes
1,000 The DNA of Success Books
1,000 9 Reports For Your Success
1,000 Monthly Ezine subscription to the ?Z? Report (Included at no charge)

     Payments  for  the  above  items  shall  be as follows: Eight thousand, six
hundred  and  sixty  six  dollars, ($8,666.00) in US funds is due and payable on
July  18,  2003.  The  balance  of ninety five thousand three hundred and thirty
four  dollars  ($95,334.00)  shall  be  paid  to  Zufelt in eleven equal, weekly
payments  of eight thousand six hundred and sixty six dollars  ($8,666.00) each.
Said  payments  to  be  made  on  or  before  the  following  dates:

     July  25, 2003, August 1, 2003, August 8, 2003, August 15, 2003, August 22,
2003,  August  29,  2003,  September  5, 2003, September 12, 2003, September 19,
2003,  September  26,  2003  and  October  3,  2003.

ALL PAYMENTS MUST BE MADE IN ONE OF THE FOLLOWING FORMS:


                                      A-21
<PAGE>
               1)     Certified check made out to Jack M. Zufelt. If a certified
               check is sent it must be sent via overnight delivery.
               2)     Wire  transfer to Zufelt?s bank account. If wire transfer,
               use the following banking information:

                                   Receiving Bank Information

                                   ARAPAHOE BANK AND TRUST
                                   7777 East Arapahoe Road
                                   Englewood, Colorado  80112   USA

                                   Account Name:    Z Distributing, Inc.
                                   Account Number:  1073885
                                   Routing Number for Wire Transfer:   107 00
                                   1957

     2.   Zufelt shall order and send the 1,000 of each product as described
above once all of the payments as outlined in Responsibilities of RSG ( 1 )
above have been paid in full. Zufelt will advance product earlier to provide
startup needs from his inventory if necessary.

     3.   RSG shall use commit to use Zufelt to train at the above five
mentioned seminars and conference calls between the date of this agreement and
March of 2004. The schedule for all such seminars and conference calls must be
agreed upon by both Zufelt and RSG.

          RSG  shall pay all of Zufelt?s expenses relating to the above services
          listed  and  identified  as  (  a  ) thorough ( i ) including, but not
          limited  to,  professional  voice,  studio  time  for recording of the
          prospecting cassette, production of prospecting cassettes/CDs, graphic
          artists  for  post cards etc., design layout etc., all travel expenses
          including non restricted round trip airfare (via United Airlines where
          possible), car rental and gas, lodging, meals, airport parking etc. as
          well  as  long  distance calls, conference calls etc. If any travel is
          required  out  of  the continental US or Canada, airfare shall include
          round trip in business class. All expenses must be pre-approved by the
          Company.

ACT OF GOD:
-----------

     If, due to an act of God or other cause beyond the control of Zufelt or
RSG, any agreed upon consulting, conference call or training presentation cannot
be given at the time, place and upon the terms agreed to, and if a satisfactory
substitute or alternate date cannot be arranged, neither Jack Zufelt or RSG
shall have claim for damages.

     RSG understands and accepts that this consulting agreement with Zufelt is
not an exclusive agreement and that Zufelt may have other clients for which he
provides the same or similar services.


                                      A-22
<PAGE>
     This contract will be construed according to the laws of the State of
Nevada and any disputes arising here from will be litigated in its courts.

     If payment under the terms of this contract is not made when due, RSG
agrees to pay all costs of collection including attorneys fees and 1.5% per
month on all amounts past due.

     This contract sets forth the entire understanding and agreement and is not
subject to amendment or supplemental agreement except in writing and duly
executed by both parties. This agreement shall be valid and binding only when
signed by both an authorized agent for RSG and Jack M. Zufelt.


Signed

_________________________________     Date ___________________
         Jack M. Zufelt


Signed

Gateway Distributors, Ltd, d.b.a. The Right Solution

_________________________________      Date ___________________
Rick Bailey President / CEO


                                      A-23
<PAGE>