EXHIBIT 10.4

                              CONSULTING AGREEMENT

This agreement is made effective as of this 1st day of July, 2003 by and between
Equity  Technologies  &  Resources,  Inc.,  a  Delaware  corporation,  with  its
principal  place of  business  at 325 West Main  Street,  Suite 240,  Lexington,
Kentucky  40507  (hereinafter  referred  to  as  ETCR  AND  VPS),  and  Verified
Prescription Safeguards,  Inc., a Florida corporation,  with its principal place
of  business  at 325 West Main  Street,  Suite 240,  Lexington,  Kentucky  40507
(hereinafter  referred to as ETCR and VPS),  and  Internet  Capital.com,  LLC, a
Nevada  Limited  Liability  Company,  P.O. Box 22022,  Lexington,  KY 40522-2022
(hereinafter referred to as "Consultant")

     WHEREAS,  Consultant has expertise in business and governmental  relations,
insurance,  and corporate  matters,  various areas in the  healthcare  industry,
knowledge of financial and business affairs,  as well as personal  relationships
and  acquaintances  with  many  individuals   involved  in  government  and  the
technology and healthcare industries at various levels;

     WHEREAS,  Consultant is willing to provide  services in the above areas for
and on behalf of ETCR AND VPS; and,

     WHEREAS,  ETCR AND VPS desires to have Consultant perform such services for
and on its behalf; and,

     NOW,  THEREFORE,  for and in  consideration  of the  mutual  covenants  and
promises  contained  herein,  and other good and valuable  consideration,  it is
hereby agreed as follows:

1.   DESCRIPTION OF SERVICES. Beginning on the 1st day of July, 2003, Consultant
     agrees to provide and will  continue,  until such time as this agreement is
     terminated,  ended,  or  prolonged  by mutual  agreement,  to  provide  the
     following   services   including   assisting   in   developing  a  plan  to
     systematically license the Verified Prescription Safeguards, Inc. system to
     governmental   or  regulatory   agencies  in  the  United  States  and  its
     possessions  and/or  Canada;  and/or  those with  interests  in  pharmacies
     (chemists),  medicine  and  manufacturing,  to develop a plan for  writing,
     sending, filling, and/or regulating prescriptions for controlled substances
     and all medications; developing contacts and relationships with individuals
     and other  entities  that would be  beneficial  to the business of ETCR AND
     VPS; and any other  services in these general areas that may  reasonably be
     asked of the Consultant. These consulting services shall be provided for an
     initial period of two years, and thereafter on a month to month basis to be
     reviewed by each party thereafter.



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2.   PERFORMANCE  OF  SERVICES.  The  manner  in which  the  Services  are to be
     performed  and the  specific  hours to be  worked  by  Consultant  shall be
     determined by  Consultant.  ETCR AND VPS will rely on Consultant to work as
     many  hours  as  may  be  reasonably   necessary  to  fulfill  Consultant's
     obligations  under this  Agreement  relative to the payments to made to the
     Consultant hereunder.

3.   PAYMENT.  ETCR  AND VPS  will  pay a  Retainer  Fee to  Consultant  for the
     Services based on the following terms:  ETCR AND VPS will pay to Consultant
     fees up to $60,000.00. This fee shall be payable monthly in installments of
     $2,500.00,  and shall be made as a retainer  for services to be rendered in
     the current month.  Upon termination of the Agreement,  payments under this
     paragraph shall cease: provided,  however that Consultant shall be entitled
     to payments for periods or partial  periods that occurred prior to the date
     of termination and for which  Consultant has not yet been paid. The parties
     agree  that any  portion of the fee may be paid in S-8 stock if cash is not
     immediately available and as a bonus/incentive ETCR AND VPS agrees to issue
     to the  Consultant One Million  (1,000,000)  free trading Shares of Class A
     Common Stock of Equity Technologies & Resources, Inc.

4.   EXPENSE  REIMBURSEMENT.  Consultant shall be entitled to reimbursement from
     ETCR AND VPS for all reasonable "out-of-pocket" expenses, provided that air
     travel and lodging have been pre-approved prior to incurrence.

5.   RELATIONSHIP  OF  PARTIES.  The parties  understan  that  Consultant  is an
     independent  contractor with respect to ETCR AND VPS and not an employee of
     ETCR AND VPS.

6.   INJURIES.  Consultant  acknowledges  his  obligation to obtain  appropriate
     insurance coverage for the benefit of himself and family. Consultant waives
     any rights to recovery from ETCR AND VPS for any injuries  that  Consultant
     may sustain  while  performing  services  under this  agreement  that are a
     result of his negligence.

7.   CONFIDENTIALITY AND ITELLECTUAL  PROPERTY.  Consultant recognizes that ETCR
     AND VPS has and will create the following information that may become known
     to Consultant:

          *    Inventories
          *    Machinery
          *    Prices
          *    Apparatus
          *    Costs
          *    Discounts
          *    Trade secrets


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          *    Technical information
          *    Product design information
          *    Copyrights
          *    Intellectual property
          *    Proprietary property

     And other proprietary information (collectively,  "information"), which are
     valuable,  special,  and  unique  assets  of ETCR  AND  VPS and  need to be
     protected  from improper  disclosure.  In  consideration  for the necessary
     disclosure of the  information,  Consultant  agrees that it will not at any
     time or in any manner,  either directly or indirectly,  use any information
     improperly or divulge,  disclose, or communicate in any improper manner any
     protected  information  to any  unauthorized  third party without the prior
     consent of ETCR AND VPS.  Consultant will protect the information and treat
     it as strictly confidential.  Conversely, all trade secrets and proprietary
     information  regarding the activities of Consultant shall be held in strict
     confidence by ETCR AND VPS. Any violation of this paragraph by either party
     shall be considered a material violation of this Agreement.

13.  NOTICES. All notices required or permitted under this Agreement shall be in
     writing  and  shall be  deemed  delivered  when  delivered  in  person,  by
     Registered Mail, or property acknowledged by Federal Express,  addressed as
     follows:

If for ETCR AND VPS:
                                Equity Technologies & Resources, Inc.
                  and/or
                                Verified Prescription Safeguards, Inc.
                                James Kemper Millard, President
                                325 West Main Street, Suite 240
                                Lexington, KY  40507
     .
If for Consultant:
                                INTERNET CAPITAL.COM, LLC
                                Frank Barker, Member/Manager
                                P.O. Box 22022
                                Lexington, KY 40522-2022

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

14.  ENTIRE AGREEMENT / CONTRACTUAL CAPACITY. 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 supercedes any
     prior written or oral agreements between the parties. The parties stipulate
     that  the  signatories  to  this  agreement  have  full  authorization  and
     contractual capacity on behalf of their respective organizations.


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

16.  SEVERABILITY.  If any  provision  of  this  Agreement  shall  be held to be
     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 invalid or  unenforceable,  but 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.

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

18.  APPLICABLE  LAW.  This  Agreement  shall be governed by and be  interpreted
     under  International  Law,  without  giving  effect  of the  principles  of
     conflict of laws,  with all parties  agreeing that any legal action arising
     from a breach of the  agreement  shall be brought  before an  International
     Court of Justice,  which  shall have the  exclusive  jurisdiction  over the
     subject matter and the parties to this agreement.

     Executed by the parties hereto this 1st day of July, 2003

EQUITY TECHNOLOGIES & RESOURCES, INC.
VERIFIED PRESCRIPTION SAFEGUARDS, INC.

/s/ James Millard
---------------------------------------------
 By: James K. Millard, President

INTERNET CAPITAL.COM, LLC

/s/ Frank Barker
---------------------------------------------
By: Frank Barker, Member/Manager