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                                  EXHIBIT 10.2
     Consulting Agreement Dated January 19, 2001 Between Childtime Learning
                       Centers, Inc. and Leonard C. Tylka


CONSULTING AGREEMENT (the "Agreement") dated as of January 19, 2001 by and
between Childtime Learning Centers, Inc. (the "Company"), a Michigan corporation
with offices at 38345 West 10 Mile Road, Suite 100, Farmington Hills, Michigan
48335, and Leonard C. Tylka residing at 1 Glen Court, Monmouth Junction, New
Jersey 08852 (the "Executive").

WHEREAS, the Company desires to retain the Executive as a consultant and,
therefore, in consideration of the covenants and agreement hereafter set forth,
the parties agree as follows:

         1.       ENGAGEMENT TERM - This Agreement shall continue until
                  terminated by George A. Kellner, Chairman of the Board of the
                  Company, which termination shall require sixty (60) days
                  written notice.

         2.       DUTIES - Executive shall, during the Engagement Term, function
                  as a consultant from the date hereof until January 29, 2001,
                  and, effective as of January 29, 2001, as the Company's
                  interim Chief Financial Officer and shall report to the
                  Company's Chief Executive Officer. Executive shall work out of
                  the Company's corporate headquarters in Farmington Hills,
                  Michigan for four (4) business days each week with the fifth
                  business day working either from his home or at the offices of
                  Jacobson Partners in New York City.

         3.       COMPENSATION - Executive shall receive from the Company an
                  annual consulting fee in the amount of $150,000 payable
                  monthly in arrears on the first day of each month (pro-rated
                  for any partial months) plus reasonable and documented
                  out-of-pocket expenses, including lodging and transportation.
                  Executive shall not be entitled to any Company-sponsored
                  employee benefits including but not limited to payroll taxes
                  and medical benefits.

         4.       CONFIDENTIAL INFORMATION - Executive agrees that he will not
                  commit any act, or in any way assist others to commit any act,
                  which would injure the Company or its business. The Executive
                  acknowledges that all information about the Company or
                  relating to any of its services or any phase of its
                  operations, business or financial affairs which is not a
                  matter of public record ("Confidential Information") is
                  valuable, special and unique to the Company. Accordingly, the
                  Executive will not use any such Confidential Information for
                  his own benefit nor disclose any such Confidential Information
                  to any person, corporation, association or other entity.
                  Confidential Information shall not include any information
                  which is now or may become (i) generally available to the
                  public or (ii) generally known in the industry in which the
                  Company operates.

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                                  EXHIBIT 10.2
     Consulting Agreement Dated January 19, 2001 Between Childtime Learning
                       Centers, Inc. and Leonard C. Tylka

         5.       ASSIGNABILITY - This Agreement shall not be assignable by the
                  Executive, but it shall be binding upon, and inure to the
                  benefit of, his heirs, executors, administrators and legal
                  representatives. This Agreement shall be binding upon and
                  inure to the benefit of the Company and its successors and
                  assigns.

         6.       MISCELLANEOUS - This Agreement shall be governed by the laws
                  of the State of New York.

This Agreement supersedes the Consulting Agreement dated May 15, 1997 between
the Company and the Executive.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed as of the date first written above.


                                         Childtime Learning Centers, Inc.



                                         By:      /s/ George A. Kellner
                                              ---------------------------------
                                                  George A. Kellner, Chairman



                                         By:      /s/ Leonard C. Tylka
                                              ---------------------------------
                                                  Leonard C. Tylka


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