Exhibit 10.3
                                  ------------

                         Management Consulting Agreement
                         -------------------------------

This MANAGEMENT CONSULTING AGREEMENT ("Agreement") is hereby made effective this
the 28th day of April 2000 (effective  date) by and between Condor Capital Inc.,
a Colorado  corporation  having its  principle  office at  #127-3858  W.  Carson
Street, Torrance,  California (hereinafter referred to as "Condor"); and Renfrew
Corporate Management Services Ltd., a British Virgin Island corporation,  having
its principle office at Todistrasse 51, Postfach 1059, 8039 Zurich,  Switzerland
(hereinafter referred to as "Management Services").

WHEREAS  Management  Services  is able to provide  certain  dedicated  financial
management and consulting services and capital investment strategies, and

WHEREAS  Condor wishes to avail itself of these services from time to time, in a
timely manner and upon the terms and conditions hereinafter set forth.


                                    Recitals
                                    --------

Condor is a NASDAQ, over-the-counter bulletin board, public company who acquires
and  manages  facilities  that  support  the brick and  mortar  needs of virtual
enterprises.  The Company  undertakes to finance the development of intellectual
properties  in the  creation  of  products  and  services  for the  delivery  of
electronic business tools required by world economy participants. Condor enables
Application  Service  Providers,  through  joint  venture and  alliance  partner
agreements,  to ensure  technical and  operational  interoperability  within its
broadband application layer network environment. The services enabled within the
network  environment  includes real-time seamless  collaborative video and audio
conferencing,  secure  digital asset storage and  distribution  along with other
valuable products and services.

Management  Services,  is a British Virgin Island  corporation,  specializing in
financial  management  services for private and public entities located in North
America,  Europe  and the  Middle  East.  The  Company  draws  upon its years of
experience and expertise in the  construction and  implementation  of management
and  capital  strategies.  The  Company  also has a wide  network  of  financial
affiliates  that  may  enable  the  Company  to  structure  capital   investment
opportunities.

WHEREAS,  Condor  and  Management  Services  desire to enter  into a  consulting
agreement  under which  Condor may benefit by the  services  offered  Management
Services.


                      Formation of the Consulting Agreement
                      -------------------------------------

NOW,  THEREFORE,  the parties to this Agreement do hereby voluntarily  associate
themselves per the following terms and conditions:

                         Purpose of Consulting Agreement
                         -------------------------------

1.   The  purpose of this  Consulting  Agreement  shall be for Condor to benefit
     from the following services offered by Managements Services:

     (a)  To create financial  strategies and models  applicable to the business
          of Condor;

     (b)  To advise Condor in the "optimum  deployment"  of finances  managed by
          Condor  and in  the  capital  investment  arranged  for by  Management
          Services;

     (c)  To secure financial  avenues for Condor based on the needs and desires
          of the Company as determined through the management services offered.

                                       1

<PAGE>
                                  Contributions
                                  -------------

2.   The  responsibilities  of both parties upon the execution of this Agreement
     shall be:

     (a)  Contributions  and Obligations of Condor.  Condor shall contribute and
          be responsible for:

               (i) Current information regarding the company, its operations and
          finances and that of any of its subsidiaries;

               (ii)  Timely  reports  and  updates  so as to  enable  Management
          Services to competently provide for the services contracted;

     (b)  Contributions  and  Management  Services.  Management  Services  shall
          contribute and be responsible for:


               (i)  Providing   consulting  services  to  Condor  applicable  to
          financial  management and consulting  services and capital  investment
          strategies determined by Management Services;

               (ii) Management  Services shall be responsible  for  establishing
          preliminary  relations  between Condor and potential equity investment
          parties  based  upon the  requirements  of  Condor  as  determined  by
          Management Services;

               (iii)  Timely  reports  and review of  activities  outlining  the
          operations undertaken on behalf of Condor;

                                 Responsibility
                                 --------------

3.   At no time may Management  Services enter into any contract or agreement on
     behalf  of  Condor,  and at no time  will  Condor  honor  any  contract  or
     agreement entered into by Management Services on its behalf.

                                Term of Agreement
                                -----------------

4.   This  Consulting  Agreement shall commence upon execution of this Agreement
     and shall continue until:

          (a) For a six (6) month period  ending  October 31st 2000,  where upon
     the Agreement shall be extended for additional  three (3) month period with
     the written mutual consent of both parties, and

          (b)  That  Management  Services  be  paid a  monthly  retainer  of Six
     Thousand US dollars  (US$  6,000.00)  per month based on a minimum of forty
     (40) billable hours per month. Any additional  billable hours shall be at a
     rate of Two Hundred US dollars (US$ 200.00) per hour, and

          (c) That the reasonable  expenses incurred by Management  Services for
     the benefit of Condor, be fully reimbursed by Condor, and

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<PAGE>
          (d) That  monthly  fees,  billable  hours and  expenses be invoiced to
     Condor  within  fourteen  (14)  days  for the end of  each  month  (billing
     period), with payment to be forwarded by Condor no more the twenty-one (21)
     days from the end of each billing period.

     4.1  Termination:
          -----------

          (a) In the event that Condor is unwilling to renew the Agreement  with
     Management Services, written notice shall be forward to Management Services
     forty-five (45) days prior to the end of the contractual term.

          (b) In the event that both parties  mutually agree to the  termination
     of this  Agreement,  written  acceptance  by both  parties must be accepted
     twenty-one (21) days prior to the devolvement of this Agreement.

                               General Provisions
                               ------------------

5.   This Agreement shall have the following "general provisions" included:

          5.1  Notices:  Any  notices  to be given by either  party to the other
     shall be in writing and may be transmitted  either by personal  delivery or
     by mail,  registered  or  certified,  postage  prepaid with return  receipt
     requested.  Mailed  notices  shall  be  addressed  to  the  parties  at the
     addresses  appearing in the introductory  paragraph of this Agreement,  but
     each party may change that  address by written  notice in  accordance  with
     this section.  Notices delivered personally shall be deemed communicated as
     of the date of actual receipt.  Mailed notices shall be deemed communicated
     as of five (5) days after the date of mailing.

          5.2  Attorneys'  Fees and  Costs:  If this  Agreement  gives rise to a
     lawsuit or other legal  proceeding  between any of the parties hereto,  the
     prevailing  party  shall be  entitled  to recover  court  costs,  necessary
     disbursements  (including expert witnesses' fees) and reasonable attorneys'
     fees, in addition to any other relief which such party may be entitled.

          5.3 Entire  Agreement:  This  Agreement  supersedes  any and all other
     agreements,  either  oral or in writing,  between  the  parties  hereto and
     contains  all of the  covenants  and  agreements  between the parties  with
     respect  to this  Agreement  in any manner  whatsoever.  Each party to this
     Agreement acknowledges that no representations,  inducements,  promises, or
     agreements,  orally or  otherwise,  have been made by any party,  or anyone
     acting on behalf of any party,  which are not embodied herein,  and that no
     other  agreement,  statement,  or promise not  contained in this  Agreement
     shall be valid or binding.

          5.4  Modifications:   Any  modification  of  this  Agreement  will  be
     effective only if it is in writing signed by the party to be charged.

          5.5 Effect of Waiver:  The failure of either party to insist on strict
     compliance  with  any  of the  terms,  covenants,  or  conditions  of  this
     Agreement  by the other  party  shall not be deemed a waiver of that  term,
     covenant, or condition, nor shall any waiver or relinquishment of any right
     or power at any one time or times be deemed a waiver or  relinquishment  of
     that right or power for all or any other times.

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<PAGE>
          5.6 Partial Invalidity:  If any provision in this Agreement is held by
     a court of competent  jurisdiction to be invalid,  void, or  unenforceable,
     the remaining provisions shall nevertheless  continue in full force without
     being impaired or invalidated in any way.

          5.7 Law Governing  Agreement:  This Agreement shall be governed by and
     construed in accordance with the laws of the State of California.

          5.8 Jurisdiction/Venue: Jurisdiction and venue for any dispute arising
     out of this  Agreement  shall be  exclusively  in the  County of San Diego,
     State of California.

          5.9  Construction:  If any construction is to be made of any provision
     of this  Agreement,  it shall not be construed  against either party on the
     grounds such party was the drafter of the  Agreement  or of any  particular
     provision.

          5.10 Time: Time is of the essence in this Agreement.

          5.11 Corporate Authorization:  If any signatory of this Agreement is a
     corporation, said signatory represents and warrants that this Agreement and
     the undersigned's execution of this Agreement have been duly authorized and
     approved by the corporation's Board of Directors.  The undersigned officers
     and  representatives  of the  corporation(s)  executing  this  Agreement on
     behalf of the corporation(s) represent and warrant they are officers of the
     corporation(s)  with full  authority to execute this Agreement on behalf of
     the corporation(s).

          IN WITNESS  WHEREOF,  the  undersigned  have executed this  Agreement,
     effective as of the date first above written.

                               CONDOR CAPITAL INC.
                               -------------------


/S/ Lee E. Gahr                                     /S/ W. Patrick Battisa
----------------------------                        -------------------------
By:  Lee E. Gahr                                    By:  W. Patrick Battista
Its: President / CEO                                Its: Secretary

4/28/00                                             4/28/00 Torrance, CA
----------------------------                        -------------------------
Date and Place                                       Date and Place


                   RENFREW CORPORATE MANAGEMENT SERVICES LTD.
                   ------------------------------------------



---------------------------                         -------------------------
By:  Frank Buser                                     By:
Its: Director                                        Its: Director


---------------------------                         -------------------------
Date and Place                                       Date and Place

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