International Investor Relations Group, Inc.

                              CONSULTING AGREEMENT

         THIS AGREEMENT made this 31st day of May, 2000, by and between:

                  INTERNATIONAL INVESTOR RELATIONS GROUP, INC.
                             162 Riverbend Dr., # F Altamonte Springs,  FL 32714
                           http://www.iirginc@aol.com
                               Tel: (407) 865-9433
                               Fax: (407) 699-8851

a Florida Corporation (hereinafter referred to as "IIRG") and

                          Origin Investment Group, Inc.
                              One Magnificent Mile
                       980 North Michigan Ave., Suite 1400
                                Chicago, IL 60611
                           www.origininternational.com
                                Tel: 312-988-4836
                                Fax: 312-674-4929

a Maryland Corporation (hereinafter referred to as the "COMPANY").

Collectively,  IIRG and the  COMPANY  will  hereinafter  be  referred to as "the
parties".

WITNESSETH

WHEREAS,  IIRG is an investor relations,  direct marketing,  publishing,  public
relations  and  advertising   firm  with  expertise  in  the   dissemination  of
information about publicly traded companies; and is in the business of providing
investor  relations  services,  publishing,  advertising  services,  fulfillment
services,  marketing of business  formats and  opportunities  and other  related
programs, services and products; and

WHEREAS,  COMPANY is publicly  held with its common stock trading on one or more
stock exchanges and/or over-the-counter; and

WHEREAS,  COMPANY  desires to publicize  itself with the intention of making its
name and business  better known to its  shareholders,  investors  and  brokerage
houses; and

WHEREAS, IIRG is willing to accept COMPANY as a client.

WHEREAS,  COMPANY  requires  investor  relations  services and desires to employ
and/or retain IIRG to provide such services as an  independent  contractor,  and
IIRG is agreeable to such a  relationship  and/or  arrangement,  and the parties
desire a written  document  formalizing  and  defining  their  relationship  and
evidencing the terms of this Agreement;

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

DEFINITIONS AND INTERPRETATIONS


1.       Captions and Section Numbers

The headings and section  references in this  Agreement are for  convenience  of
reference  only and do not form a part of this Agreement and are not intended to
interpret,  define or limit the scope, extent or intent of this Agreement or any
provisions thereof.

2.       Extended Meanings

The words "hereof",  "herein",  "hereunder" and similar  expressions used in any
clause,  paragraph or section of this Agreement will relate to the whole of this
Consulting  Agreement and not to that clause,  paragraph or section only, unless
otherwise expressly provided.

3.       Number and Gender

In this Agreement,  words importing the masculine gender include the feminine or
neuter gender and words in the singular include the plural, and vice versa.

4.      Section References and Schedules

Any  reference  to a  particular  "article",  "section",  "paragraph"  or  other
subdivision  of this  Agreement  and any  reference  to a  schedule,  exhibit or
addendum  by name,  number  and/or  letter will mean the  appropriate  schedule,
exhibit  or  addendum  attached  to  this  Agreement  and by such  reference  is
incorporated into and made part of this Agreement.


                                    AGREEMENT

5.       Appointment

COMPANY hereby appoints and engages IIRG as its investor  relation's counsel and
hereby retains and employs IIRG upon the terms and conditions of this Agreement.
IIRG accepts such  appointment and agrees to perform the services upon the terms
and conditions of said Agreement.

6.       Engagement

COMPANY engages IIRG to publicize the COMPANY to brokers,  prospective investors
and  shareholders  and as further  described  below and  subject to the  further
provisions of the Agreement. IIRG hereby accepts said engagement by COMPANY as a
client,  and agrees to publicize  COMPANY as further described below and subject
to the further provisions of the Agreement.

7. Authority and Description of Services

          During  the  term  of  the  Agreement,   IIRG  shall  furnish  various
          professional  services  and advice as  specifically  requested  by the
          COMPANY.  Said professional  services and advice shall relate to those
          services,  items and/or  subjects  described in Addendum "A", which is
          attached  hereto and made a part hereof by this  reference,  and/or as
          follows:

     A.   IIRG shall act,  generally,  as corporate  investor relations counsel,
          essentially   acting  (1)  as   liaison   between   COMPANY   and  its
          shareholders;  (2) as advisor to COMPANY  with respect to existing and
          potential market makers,  broker-dealers,  underwriters, and investors
          as well as being the liaison between COMPANY and such persons; and (3)
          as advisor to COMPANY with respect to communications  and information,
          including but not  necessarily  limited to  preparation  of a one page
          magazine advertorial, writing of a corporate profile, preparation of a
          research report, planning, developing,  designing, organizing, writing
          and distributing  such  communications  and information,  bookings and
          organizing road shows.

     B.   IIRG shall assist in establishing,  and advise COMPANY with respect to
          interviews of COMPANY officers by the financial  media;  interviews of
          COMPANY officers by analysts, market makers, broker-dealers, and other
          members of the financial community.

     C.   IIRG shall seek to make COMPANY, its management, its products, and its
          financial  situation  and  prospects  known  to the  financial  media,
          financial publications,  broker-dealers,  mutual funds,  institutional
          investors,  market makers,  analysts,  investment advisors,  and other
          members of the financial community as well as the public generally.

     D.   IIRG, in providing the foregoing  services,  shall be responsible  for
          all costs of  providing  the  services,  including  but not limited to
          out-of-pocket  expenses for postage,  delivery service (e.g.,  Federal
          Express,  United Parcel  Service,  DHL Worldwide  Service),  telephone
          charges,  compensation  to third  party  vendors,  copywriters,  staff
          writers, art and graphic personnel, subcontractors, printing, etc.

     E.   IIRG's  compensation  under this Agreement  shall be deemed to include
          the above mentioned  costs and expenses,  unless  otherwise  expressly
          provided herein.


8.       Marketing Program

Including but not necessarily limited to the following components:

(i)  IIRG  reviews  and  analyzes  all  aspects  of  COMPANY'S  goals  and makes
     recommendations on feasibility and achievement of desired goals.

(ii) IIRG  provides  through  their  network,  firms and brokers  interested  in
     participating  and  schedules  and conducts the necessary due diligence and
     obtains the required  approvals  necessary for those firms to  participate.
     IIRG interviews and makes  determinations  on any firms or brokers referred
     by COMPANY with regard to their participation.

(iii)IIRG shall be  available  to COMPANY to field  calls from firms and brokers
     inquiring about COMPANY.

9.       Terms of Agreement

This Agreement shall become  effective upon execution  hereof and shall continue
thereafter up to and including May 31, 2001, or in the case of specific services
until  such time as such  matters  are  finalized  to the  satisfaction  of both
COMPANY and IIRG.  It is  expressly  acknowledged  and agreed by and between the
parties  hereto that IIRG shall not be obligated to provide any services  and/or
perform any work related to the  Agreement  until such time as any agreed and/or
specified  retainer  (deposit,  initial fee,  down-payment) in US funds,  and/or
other specified and/or agreed valuable consideration, has been received by IIRG.

10.      Where Services Shall be Performed

IIRG services shall be performed at the main office  location,  or at other such
designated  location(s) as IIRG and COMPANY agree are the most  advantageous for
the work to be performed.



11.      Limitations on Services

The parties hereto recognize that certain  responsibilities  and obligations are
imposed by Federal and State  Securities  Laws and by the  applicable  rules and
regulations of stock exchanges,  the National Association of Securities Dealers,
in-house "due diligence" or "compliance" departments of brokerage houses, etc.
IIRG agrees as follows:

     A. IIRG shall NOT release any financial or other  information or data about
     COMPANY without the consent and approval of the COMPANY.

     B. IIRG shall NOT conduct any  meetings  with  financial  analysts  without
     informing COMPANY in advance of any proposed meeting,  the format or agenda
     of such meeting and COMPANY may elect to have a  representative  of COMPANY
     attend such meeting.

     C. IIRG shall NOT release any  information or data about the COMPANY to any
     selected or limited person(s),  entity, or group if IIRG is aware that such
     information or data has not been generally released or promulgated.

     After  notice by  COMPANY  of filing  for a  proposed  public  offering  of
     securities of COMPANY,  and during any period of  restriction on publicity,
     IIRG  shall not engage in any public  relations  efforts  not in the normal
     course  without  approval  of counsel  for  COMPANY  and of counsel for the
     underwriter(s), if any.


12.      Duties of Company

     A.  COMPANY  shall  supply  IIRG,  on a regular  and timely  basis with all
     approved data and information about COMPANY,  its management,  its products
     and its operations  and COMPANY shall be  responsible  for advising IIRG of
     any facts which would affect the accuracy of any prior data and information
     previously supplied to IIRG so that IIRG may take corrective action.

     B. COMPANY shall promptly  supply IIRG with full and complete copies of all
     filings  with all  Federal  and State  securities  agencies;  with full and
     complete copies of all shareholder  reports and  communications  whether or
     not prepared  with the  assistance of IIRG;  with all data and  information
     supplied to any analyst,  broker-dealer,  market maker,  or other member of
     the financial  community;  and with all product/services  brochures,  sales
     materials,  etc. COMPANY shall supply IIRG,  within 15 days of execution of
     this Agreement, with a list of all stockbrokers and market makers active in
     the stock of COMPANY,  and a complete list of all  shareholders on computer
     disk in a universal format.

     C. IIRG reports are not intended to be used in the offering of  securities.
     Accordingly,  clients must agree to each of the points  listed below and to
     indemnify IIRG for any breach of these representations and covenants.

     (i) COMPANY will immediately  notify IIRG if it intends to make any private
     or public offering of securities, including S-8 or Regulation S.

Initial______________

     (ii) COMPANY will immediately notify IIRG in advance of any insider selling
     of clients stock.

Initial_______________

     (iii) COMPANY will not use IIRG reports in connection  with any offering of
     securities without the prior written consent of IIRG.

Initial_______________


     D. In that IIRG relies on information provided by COMPANY for a substantial
     part of its  preparations  and reports,  COMPANY must  represent  that said
     information  is neither false nor  misleading,  and agrees to hold harmless
     and indemnify IIRG for any breach of these  representations  and covenants;
     and  COMPANY  agrees to hold  harmless  and  indemnify  IIRG for any claims
     relating to the purchase  and/or sale of COMPANY  securities  occurring out
     of, or in connection with, IIRG's  relationship  with COMPANY,  unless such
     claim  arises out of or is a result of any  wrongful  or  negligent  act or
     omission of IIRG or its agents, including,  without limitation,  reasonable
     attorney's fees and other costs.


     E. In that IIRG shareholders,  officers, employees, and/or members of their
     families may hold a position in and engage in transactions  with respect to
     COMPANY securities, and in light of the fact that IIRG imposes restrictions
     on such  transactions  to guard  against  trading on the basis of  material
     nonpublic  information COMPANY shall  contemporaneously  notify IIRG if any
     information or data being  supplied to IIRG has been generally  released or
     promulgated.

13.      Representation and Indemnification

A.   COMPANY shall be deemed to make a continuing representation of the accuracy
     of any and all material facts,  materials,  information,  and data which it
     supplies to IIRG and the COMPANY  acknowledges its awareness that IIRG will
     rely on such continuing  representation  in disseminating  such information
     and otherwise performing its investor relations functions.

B.   IIRG,  in the absence of notice in writing from  COMPANY,  will rely on the
     continuing  accuracy  of  materials,  information,  and  data  supplied  by
     COMPANY.

C.   COMPANY  hereby  agrees to hold  harmless  and  indemnify  IIRG against any
     claims, demands, suits, loss, damages, etc., arising out of IIRG's reliance
     upon the  continuing  accuracy of such facts,  materials,  information  and
     data,  unless  IIRG  has  been  negligent  in  performing  its  duties  and
     obligations hereunder.

D.   IIRG shall issue, as required upon written approval of COMPANY, corrective,
     amendatory,   supplemental,  or  explanatory  press  releases,  shareholder
     communications and reports,  or data supplied to analysts,  broker-dealers,
     market makers, or other members of the financial community.

E.   COMPANY  shall  cooperate  fully and  timely  with  IIRG to enable  IIRG to
     perform its duties and obligations under this Agreement.

F.   The execution and  performance  of this  Agreement by COMPANY has been duly
     authorized  by the  Board  of  Directors  of  COMPANY  in  accordance  with
     applicable  law,  and to the extent  required  by the  requisite  number of
     shareholders of COMPANY.

G.   The  performance  by  COMPANY  of  this  Agreement  will  not  violate  any
     applicable  court decree or order,  law or regulation,  nor will it violate
     any provision of the  organizational  documents and/or bylaws of COMPANY or
     any contractual obligation by which COMPANY may be bound.

H.   COMPANY shall promptly deliver to IIRG a complete due diligence  package to
     include  latest 10K,  latest 10Q,  last 6 months of press  releases and all
     other relevant  materials,  including but not limited to corporate reports,
     brochures, etc.

I.   COMPANY shall promptly deliver to IIRG a list of names and addresses of all
     shareholders  of COMPANY which it is aware.  This list shall be upgraded at
     IIRG's request.

J.   COMPANY shall promptly  deliver to IIRG a list of brokers and market makers
     of COMPANY'S securities, which have been following COMPANY.

K.   Because  IIRG will rely on such  information  to be supplied it by COMPANY,
     all such information shall be true,  accurate,  complete and not misleading
     in all respects.

L.   COMPANY shall act diligently and promptly in reviewing  materials submitted
     to it by IIRG to enhance  timely  distribution  of the  materials and shall
     inform IIRG of any inaccuracies  contained therein within a reasonable time
     prior to the projected or known publication date.

14.      Compensation

     A.   For all  general  investor  relation's  services,  COMPANY  shall make
          payment to IIRG as follows:

Payment  schedule to be  discussed,  and shall be disbursed in  accordance  with
IIRG's   performing   services  as   described  in  Addendum  "A"  attached  and
incorporated herein:

     For  a total of $400,000.00

     100,000  purchase  warrants priced at 100% of the market,  100,000 purchase
     warrants priced at 150% of the market,  100,000 purchase warrants priced at
     200% of the market.

     For a total of 300,000 purchase warrants.

     B. All monies payable hereunder shall be in US funds and drawn on US banks.
     The parties  acknowledge  that in negotiating  this fee they recognize that
     the services will probably not be performed in equal monthly segments,  but
     may be  substantial  during  the  earlier  portion  of the  term  and  less
     thereafter as relationships and communication lines are established.  Thus,
     part  of the  compensation  for  earlier  services  will  be  deferred  and
     therefore  any  lessening  of  services  shall not  constitute  a breach or
     termination hereof and the level fee shall continue.  All purchase warrants
     shall be issued  subject  to  approval  by the  COMPANY's  shareholders  in
     accordance with Section  61(a)(3)(C)(i-ii) of the Investment Company Act of
     1940.

     C. See Addendum "B" for further details related to compensation, if any.

     D. For all special services, not within the scope of the Agreement, COMPANY
     shall pay to IIRG such fee(s) as, and when, the parties shall  determine in
     advance of  performance  of said  special  services,  provided  COMPANY has
     agreed to said special services in advance.

15.      Billing and Payment

Monthly fees or payments shall be due and payable without  billing.  Billing and
payments  for  special  services  shall be as  agreed  on a case by case  basis.
COMPANY acknowledges and agrees that deposits,  initial payments, down payments,
partial  payments,  payments  for  special  services,  monthly  fees or  monthly
payments  shall be by wire transfer to IIRG's bank account upon execution of any
agreement or agreements, or upon payment due date in the case of monthly fees or
monthly  payments,  or in the case of special  services  within five (5) days of
invoice for work scheduled to be performed,  unless expressly provided otherwise
in writing, and that if such funds are not received by IIRG by said date COMPANY
shall pay to IIRG an additional  operations charge equal to 1% for each day said
funds are not received.

16.      IIRG as an Independent Contractor

IIRG shall provide said  services as an  independent  contractor,  and not as an
employee  of COMPANY or of any  company  affiliated  with  COMPANY.  IIRG has no
authority  to bind  COMPANY or any  affiliate  of  COMPANY to any legal  action,
contract,  agreement,  or  purchase,  and said action can not be construed to be
made in good faith or with the acceptance of COMPANY;  thereby becoming the sole
responsibility  of IIRG.  IIRG is not  entitled  to any medical  coverage,  life
insurance,  savings  plans,  health  insurance,  or any and all  other  benefits
afforded COMPANY  employees.  IIRG shall be solely  responsible for any Federal,
State or Local taxes, and should COMPANY for any reason be required to pay taxes
at a later  date,  IIRG shall  ensure such  payment is made by IIRG,  and not by
COMPANY.  IIRG shall be responsible  for all workers  compensation  payments and
herein holds COMPANY harmless for any and all such payments and responsibilities
related hereto.

17.      IIRG Not to Engage in Conflicting Activities

During the term of this Agreement,  IIRG shall not engage in any activities that
directly  conflict with the interests of COMPANY.  COMPANY  hereby  acknowledges
notification  by IIRG and understands  that IIRG does, and shall,  represent and
service other multiple  clients in the same manner as it does COMPANY,  and that
COMPANY is not an exclusive client of IIRG.

18.      Trade Secrets and Inventions

IIRG shall treat as proprietary  any and all  information  belonging to COMPANY,
its  affiliates,  or any third  parties,  disclosed to IIRG in the course of the
performance  of IIRG  services.  IIRG assigns and agrees to assign to COMPANY or
its nominee all rights in invention and other proprietary  information conceived
by IIRG during the term of this  Agreement  with  respect to any work  performed
under said Agreement.


19.      Inside Information - Securities Violations

In the course of the  performance of this Agreement it is expected that specific
sensitive  information  concerning the operations of COMPANY'S business,  and/or
affiliate  companies  shall come to the attention and knowledge of IIRG. In such
an event, IIRG will not divulge, discuss or otherwise reveal such information to
any third parties.

20.      Disclosure

IIRG is required to  immediately  disclose to COMPANY any outside  activities or
interests,  including  ownership or  participation  in the  development of prior
contractual relations, that conflicts or may conflict with the best interests of
COMPANY. It is mutually understood that prompt disclosure is required under this
paragraph if the activity or interest is related, directly or indirectly, to any
activity that IIRG may be involved with on behalf of COMPANY.

21.      Warranty Against Contemplation of Agreement Related Corrupt Practices

IIRG represents and warrants that all payments and other valuable considerations
paid or to be paid under this Agreement  constitutes  compensation  for services
rendered; that this Agreement and all payments and other valuable considerations
and the use of those payments and valuable  considerations  are non-political in
nature;  and that said payments and valuable  considerations  do not  influence,
sway or bribe any government or municipal party,  either domestic or foreign, in
any way.

22.      Amendments

This  Agreement  may be modified  or amended,  provided  such  modifications  or
amendments  are mutually  agreed upon by and between the parties hereto and that
said modifications or amendments are made in writing and signed by both parties.

23.      Severability

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

24.      Termination of Agreement

Either party prior to the  expiration  of the term provided in Paragraph 9 above
except as follows might not terminate this Agreement:

     a)   Upon  the  bankruptcy  or  liquidation  of the  other  party;  whether
          voluntary or  involuntary;

     b)   Upon the other party taking the benefit of any insolvency law; and/or

     c)   Upon the other party having or applying for a receiver  appointed  for
          either party;

     d) Sixty (60) day written notice by either party.


25.      Attorney Fees

In the event that either party is in default of the terms or  conditions of this
Agreement  and legal  action is initiated or suit be entered as a result of such
default, the prevailing party shall be entitled to recover all costs incurred as
a result of such default including all costs, reasonable attorney fees, expenses
and court cost through trial, appeal and to final disposition.


26.      Return of Records

Upon termination of this Agreement,  IIRG shall  immediately  deliver to COMPANY
all records,  notes, data,  memorandum,  models and equipment of any nature that
are in the control of IIRG that are the property of or relate to the business of
COMPANY.

27.      Waiver of Breach

Waiver by either  party of a breach of any  provision  of this  Agreement by the
other  party  shall not operate or be  construed  as a waiver of any  subsequent
breach by the other party.

28.      Disclaimer by IIRG

IIRG shall be the preparer of certain promotional  materials,  and IIRG makes no
representation to COMPANY or others that (i) its efforts or services will result
in any  enhancement  to  COMPANY  (ii) the price of  COMPANY'S  publicly  traded
securities will increase (iii) any person will purchase COMPANY'S securities, or
(iv) any investor will lend money to and/or invest in or with COMPANY.


29.      Early Termination

In the event  COMPANY  fails or refuses  to  cooperate  with  IIRG,  or fails or
refuses to make timely  payment of the  compensation  set forth above  and/or in
Addendum  "A",  IIRG shall have the right to terminate  any further  performance
under  this  Agreement.   In  such  event,   and  upon   notification   thereof,
compensation,  pursuant to Paragraph 24(D) above,  shall become  immediately due
and payable and/or deliverable, and IIRG shall be entitled to receive and retain
the  same as  liquidated  damages  and not as a  penalty,  in lieu of all  other
remedies the parties hereby acknowledge and agree that it would be too difficult
currently to determine the exact extent of IIRG's damages,  but that the receipt
and  retention of such  compensation  is a reasonable  present  estimate of such
damage.

30.      Limitation of IIRG Liability

In the event IIRG fails to perform  its work or  services  hereunder  its entire
liability  to COMPANY  shall not  exceed  the  greater of (i) the amount of cash
compensation  IIRG has received from COMPANY  under  Paragraph 14 above (ii) the
amount of cash  compensation  IIRG has received from COMPANY under Addendum "B";
or (iii) the actual damage to COMPANY as a result of such non-performance. In no
event shall IIRG be liable to COMPANY for any indirect, special or consequential
damages,  or for any claim against  COMPANY by any person or entity arising from
or in any way related to this Agreement.

31.      Agreement Not  to Hire

COMPANY  understands and appreciates  that IIRG invested a tremendous  amount of
time, energy and expertise in the training of its employees and education of its
sub-  contractors  to be able to  provide  the very  services  COMPANY  desires.
COMPANY further  understands that in the event an employee of IIRG be enticed to
leave,  then IIRG shall be damaged in an amount the  parties  are  incapable  to
calculating  at the  present  time.  Therefore,  COMPANY  agrees  not  to  offer
employment to any employee or sub-contractor of IIRG, nor to allow any employee,
officer or  director  of COMPANY to offer such  employment  with  COMPANY or any
other  company,  concern,  venture or entity with whom officers and directors of
COMPANY are employed,  associated  or hold a financial  stake in for a period of
three (3) years from the date of expiration or termination hereof.

32.      Miscellaneous

A.   Effective date of  representations  shall be no later than the date IIRG is
     prepared  to  distribute   magazines  and/or  brochures  pursuant  to  this
     Agreement.

B.   Currency:  In all  instances,  references  to dollars shall be deemed to be
     United States currency.

C.   Stock:  In all  instances,  references  to  stock  shall  be  deemed  to be
     unrestricted   and  free  trading  or  registered   warrants  or  piggyback
     registered rights.


33.      Notices

All  notices  hereunder  shall be in writing and  addressed  to the party at the
address herein set forth, or at such other address which notice pursuant to this
section may be given, and shall be given by either personal delivery,  certified
mail, express mail or other national  overnight courier services.  Notices shall
be deemed given upon the earlier of actual  receipt or three (3)  business  days
after being mailed or delivered to such courier service. Any notices to be given
hereunder  shall be effective if executed by and sent by the  attorneys  for the
parties  giving such notice,  and in connection  therewith the parties and their
respective counsel agree that in giving such notice such counsel may communicate
directly  in writing  with such  parties to the  extent  necessary  to give such
notice.  Any notice required or permitted by this Agreement to be given shall be
given  to the  respective  parties  at the  addresses  listed  on Page 1 of this
Agreement.

34.      Time is of the Essence

The parties of their respective  obligations.  hereby expressly make time of the
essence of this Agreement with respect to the performance, hereunder.


35.      Inurment

This  Agreement  shall inure to the  benefit of and be binding  upon the parties
hereto  and  their  respective  heirs,   executors,   administrators,   personal
representatives, successors, assigns and any addenda's attached hereto.

36.      Entire Agreement

This Agreement  contains the entire agreement of the parties and may be modified
or amended  only by  agreement  in  writing,  signed by the party  against  whom
enforcement  of  any  waiver,  change,  amendment,  modification,  extension  or
discharge  is  sought.  Both  parties  declare  that  there are no oral or other
agreements or understandings between them affecting this Agreement,  or relating
to the business of IIRG.  This  Agreement  supersedes  all  previous  agreements
between IIRG and the COMPANY.

37.      Applicable Law

This  Agreement is not valid or binding  upon IIRG unless and until  executed by
its  President or other duly  authorized  executive  officer of IIRG at its home
office in Altamonte Springs, Florida.

38.      Non-waiver

The failure of either party, at any time, to require any such performance by any
other party  shall not be  construed  as a waiver of such right to require  such
performance  and shall in no way  affect  such  party's  right to  require  such
performance  and shall in no way  affect  such  party's  right  subsequently  to
require full performance hereunder.

39.      Execution in Counterpart

This  Agreement may be executed in  counterpart,  not  withstanding  the date or
dates upon which this Agreement is executed and delivered by any of the parties,
and shall be deemed to be an original and all of which will  constitute  one and
the same agreement, effective as of the reference date first written above.


                           [[SIGNATURE PAGE FOLLOWS]]




     IN WITNESS WHEREOF, the parties hereto have set tHeir hands in execution of
this Agreement.

Origin Investment Group, Inc.

BY:        /S/ GREG H. LABORDE
           -----------------------------
            Greg H. Laborde
            C.E.O.

INTERNATIONAL INVESTOR RELATIONS GROUP, INC.


BY:       /S/ THOMAS A. SANDELIER, III
          ------------------------------
            Thomas A. Sandelier, III
            President

                                   Addendum A


Services that will be performed:

     28 road shows  Sample of cities  will  include New York,  Chicago,  Boston,
     Philadelphia,  Los Angeles,  San Diego,  and San  Francisco.  We will reach
     approximately 600 to 750 brokers, fund managers, and financial advisors.

     3 Media  Placements Media  placement/ lead generation  program  Opportunist
     Magazine-350,000  investors,   Stockbrokers  Magazine-25,000  stockbrokers,
     Buyside Magazine-31,000 Readers.

     6 Media  Placements in Stock/Card  deck reaching  600,000 + investors These
     are standard  stockdeck/broker  deck mailers directly mailed to the Readers
     of Money World, Bull & Bear Louis Rukerser WS Insiders Guide,  Growth Stock
     Report Investors Daily Newswire.

     24  Newsreleases,  includes  broadcast fax to all  interested  parties News
     releases are released by Business  Newswire and are picked up by Bloomberg,
     Dow Jones News service, Rueters, etc.

     Research  report 6-8 page full color This is a full color  glossy  research
     report describing in detail the particulars of the company. (5000 printed)

     Fulfillment-  all requests  for due  diligence  packages for one year.  All
     requests for packages will be forwarded to IIRG for  distribution.  We will
     reproduce all materials,  (Q's, K's, and inserts). The company will provide
     all color-printed brochures.

     Broker  card- 2 sided full color  This is a concise  but brief  information
     piece  primarily used by brokers to explain and sell their  clients.  (5000
     printed)


                                   Addendum B


     All  Monies  payable  hereunder  shall be in U.S.  funds  and drawn on U.S.
     banks. The parties  acknowledge that in negotiating this fee they recognize
     that the services will probably not be performed in equal monthly segments,
     but may be  substantial  during  the  earlier  portion of the term and less
     thereafter as relationships and communication lines are established.  Thus,
     part  of the  compensation  for  earlier  services  will  be  deferred  and
     therefore  any  lessening  of  services  shall not  constitute  a breach or
     termination hereof and the level fee shall continue.

$400,000.00

Payment schedule as follows:  to be discussed.

100,000  purchase  warrants  priced  at 100%  of the  market,  100,000  purchase
warrants priced at 150% of the market,  100,000 purchase warrants priced at 200%
of the market.

For a total of 300,000 purchase warrants.

     For all special  services,  not within the scope of the agreement,  COMPANY
     shall pay to IIRG such fee(s) as, and when, the parties shall  determine in
     advance of  performance  of said  special  services,  provided  COMPANY has
     agreed to said special services in advance.  All purchase warrants shall be
     issued subject to approval by the COMPANY's shareholders in accordance with
     Section 61(a)(3)(C)(i-ii) of the Investment Company Act of 1940.