EX-10.5

                              CONSULTING AGREEMENT

This Consulting Agreement ("Agreement") is made effective the 18th day
of July, 2001, between Richard W. Donaldson, an individual
("Consultant") and eCom.com, Inc.  ("Client").

In consideration of the mutual promises, covenants and agreements
contained in this Agreement, and for other good and valuable
consideration, the receipt and sufficiency of which is hereby
acknowledged, the Client and Consultant agree as follows:

1.  ENGAGEMENT OF CONSULTANT.  The Client engages Consultant to
provide the consulting services described below, during the term of
this Agreement, until this Agreement is terminated as provided herein.

2.  SCOPE OF SERVICES TO BE PROVIDED BY CONSULTANT.  Consultant
agrees to provide, and the Client agrees to pay for, the following
consulting services (collectively referred to as the "Services"):
(a) advice and assistance with a large real estate transaction in
Elko County, Nevada involving Royal Oasis Corporation; provided,
however, that the Services are expressly agreed to exclude all legal
advice, accounting services or other services which require licenses
or certification.  Moreover, the parties expressly agree that all
such Services rendered or to be rendered by Consultant will not be
connected with capital-raising, directly or indirectly promoting or
maintaining a market for Client's securities, or performing a reverse
merger with a publicly quoted "shell" company.

All Services are to be provided on a "best efforts" basis through
Consultant's officers, or others employed or retained under the
direction of Consultant (collectively "Consultant's Personnel").

3.  TERM.  This Agreement shall have an initial term of sixty (60)
days (the "Primary Term"), starting with the date appearing at the
top of this Agreement (the "Effective Date"), and it may be renewed
by written notice of renewal signed by both parties to this Agreement.

4.  COMPENSATION.  In consideration of the Services contemplated by
this Agreement, Client agrees to pay Consultant the following fees
for the Services:

     A.  Initial Retainer Fee. In order to retain the Services of
     Consultant, and to compensate Consultant for sacrificing other
     opportunities in order to serve Client, Client agrees to
     transfer, or cause to be transferred, Three Million Seven
     Hundred Fifty Thousand (3,750,000) shares of the Client's common
     stock in the following manner: (1) Three Million Seven Hundred
     Fifty Thousand (3,750,000) shares of free-trading common stock
     in Client's company, issued pursuant to an S-8 registration
     statement under the Securities Act of 1933.  All such stock
     issued is agreed to be a non-refundable retainer fee.  The
     parties agree that such stock is deemed fully paid and non-
     assessable as of July 18, 2001.

     B.  Additional Payments for Additional Services.  Client may
     agree to issue additional shares, and Consultant may agree to
     perform additional services.  Such additional shares paid or
     additional services performed shall be deemed to be subject to
     all the terms of this Agreement, including the agreement that
     such shares shall be issued in a private, exempt transaction
     under Section 4(2) of the Act.

5.     COSTS AND EXPENSES - All third-party and out-of-pocket expenses
incurred by Consultant in performing the Services shall be paid by
the Client, or shall be reimbursed by Client if paid by Consultant on
behalf of the Client, within ten (10) days of receipt of written
notice by Consultant, provided that the Client must approve in
advance all expenses in excess of $500 per month.  Expenses include
but are not limited to the following: (a) filing fees for any forms
required by state or federal agencies; (b) transfer agent fees,
including fees for printing of stock certificates; (c) long distance
telephone and facsimile costs; (d) copying, mail and Federal Express
or other express delivery costs; (e) fees associated with obtaining
or providing Consultant with Client's audited financial statements.

6.  COMPENSATION FOR OTHER SERVICES.  If the Client after the date
hereof enters into a merger or acquisition, or enters into an
agreement for the purchase of assets, as a direct or indirect result
of Consultant's efforts, the Client agrees to pay Consultant in the
manner described below.

If Consultant provides any material assistance to the Client in a
merger, acquisition or asset purchase of an entity ("Business
Opportunity"), which assistance includes (but is not limited to)
introducing the Business Opportunity to the Client or helping to
prepare documents used in negotiating such Business Opportunity,
Client agrees to pay Consultant 9.9% of the gross value of such
transaction with a Business Opportunity ("M&A Fee").

If the Client acquires any asset or obtains any payment or other
benefit, other than a Business Opportunity described above, as a
result of Consultant's Services (an "Asset Opportunity"), the Client
agrees to pay Consultant 9.9% of the gross value of such Asset
Opportunity ("Consultant's Fee").

The Client will pay each M&A Fee or Consultant's Fee in cash, shares
of the Client's stock or the stock of the Business Opportunity or the
Asset Opportunity, or in like kind.  Consultant has the sole option
to choose the form of payment.  Such payment shall be made on the
date the Client substantially completes the transaction involved.

7.  TIME AND EFFORT OF CONSULTANT.  Consultant may allocate its time
and that of Consultant's Personnel as it deems necessary to provide
the Services.  In the absence of willful misfeasance, bad faith, or
reckless disregard for the obligations or duties of Consultant under
this Agreement, neither Consultant nor Consultant's Personnel shall
be liable to Client or any of its shareholders for any act or
omission connected with rendering the Services, including but not
limited to losses due to any corporate act undertaken by Client as a
result of advice provided by Consultant or Consultant's Personnel.

8.  BEST EFFORTS - The Services are rendered to Client on a "best
efforts" basis, meaning that Consultant can not, and does not,
guarantee that its efforts will have any impact on Client's business
or that any subsequent financial improvement will result from
Consultant's efforts.

9.  CLIENT'S REPRESENTATIONS - Client  represents, warrants and
covenants to Consultant that each of the following are true and
complete as of the Effective Date:

     A.  Entity Existence. Client is a corporation or other legal
     entity duly organized, validly existing, and in good standing
     under the laws of the state of its formation, with full
     authority to own, lease and operate property and carry on
     business as it is now being conducted. Client is duly qualified
     to do business in and is in good standing in every jurisdiction
     where such qualification is necessary.

     B.  Client Authority for Agreement. Client has duly authorized
     the execution and delivery of this Agreement and the
     consummation of the transactions contemplated herein.  Client
     has duly executed and delivered this Agreement; it constitutes
     the valid and legally binding obligation of Client enforceable
     according to its terms.

     C.  Nature of Representations. No representation or warranty
     made by Client in this Agreement, nor any document or
     information furnished or to be furnished by Client to the
     Consultant in connection with this Agreement, contains or will
     contain any untrue statement of material fact, or omits or will
     omit to state any material fact necessary to make the statements
     contained therein not misleading, or omits to state any material
     fact relevant to the transactions contemplated by this Agreement.

     D.  Independent Legal/Financial Advice. Consultant is not a law
     firm or an accounting firm. Consultant employs lawyers and
     accountants to counsel Consultant on its Services.  Client has
     not nor will it rely on any legal or financial representation of
     Consultant. Client has and will continue to seek independent
     legal and financial advice regarding all material aspects of the
     transactions contemplated by this Agreement, including the
     review of all documents provided by Consultant to Client and all
     Opportunities Consultant introduces to Client. Client recognizes
     that the attorneys, accountants and other personnel employed by
     Consultant represent solely the interests of Consultant, and
     that no representation or warranty has been given to Client by
     Consultant as to any legal, tax, accounting, financial or other
     aspect of the transactions contemplated by this Agreement.

10.  NON-CIRCUMVENTION - Client agrees not to enter into any
transaction involving an Opportunity or asset introduced to Client by
Consultant without compensating Consultant pursuant to this
Agreement.  Client  will not terminate this Agreement solely as a
means to avoid paying Consultant compensation earned or to be earned
under this Agreement. Client will not act in any other way to
circumvent paying Consultant.

11.  CONSULTANT IS NOT A BROKER-DEALER - Consultant has fully
disclosed to Client that it is not a broker-dealer and does not have
or hold a license to act as such.  None of the activities of
Consultant are intended to provide the services of a broker-dealer to
the Client, and Client has been informed that a broker-dealer will
need to be engaged to perform any such services.  Client has full and
free discretion in the selection of a broker-dealer.

12.  NONEXCLUSIVE SERVICES - Client acknowledge that Consultant is
currently providing services of the same or similar nature to other
parties. Client agrees that Consultant is not barred from rendering
services of the same or a similar nature to any other individual or
entity.

13.  PLACE OF SERVICES.  The Services provided by Consultant or
Consultant's Personnel hereunder will be performed at Consultant's
offices except as otherwise mutually agreed by Consultant and Client.

14.  INDEPENDENT CONTRACTOR.  Consultant, with Consultant's
Personnel, acts as an independent contractor in performing its duties
under this Agreement.  Accordingly, Consultant will be responsible
for paying all federal, state, and local taxes on compensation paid
under this Agreement, including income and social security taxes,
unemployment insurance, any other taxes regarding Consultant's
Personnel, and any business license fees.  This Agreement neither
expressly nor impliedly creates a relationship of principal-agent, or
employer-employee, between Client and Consultant's Personnel.
Neither Consultant nor Consultant's Personnel are authorized to enter
into any agreement on behalf of Client.  Client expressly retains the
right to make all final decisions, in its sole discretion, with
respect to approving, or effecting a transaction with, any
Opportunity located by Consultant.

15.  REJECTED ASSET OPPORTUNITY OR BUSINESS OPPORTUNITY.  If Client
elects not to acquire, participate in, or invest in any Opportunity
located by Consultant during the Term of this Agreement,
notwithstanding the time and expense Client incurred reviewing such
Opportunity, such Opportunity shall revert  back to and become
proprietary to Consultant. Consultant shall be entitled to acquire
such rejected Opportunity for its own account, or submit such
Opportunity elsewhere.  In such event, Consultant shall be entitled
to all profits or fees resulting from Consultant's purchase, referral
or placement of any such rejected Opportunity, or Client's subsequent
purchase or financing with such Opportunity in circumvention of
Consultant.

16.  NO AGENCY EXPRESS OR IMPLIED.  This Agreement neither expressly
nor impliedly creates a relationship of principal and agent between
the Client and Consultant, or employee and employer as between
Consultant's Personnel and the Client.

17.  TERMINATION.  Either Client or Consultant may terminate this
Agreement prior to the expiration of the Primary Term or any
Extension Period by signed written notice.  Such notice is not
effective unless given at least thirty (30) days before the proposed
termination date.

18.  INDEMNIFICATION.  Subject to the provisions herein, the Client
and Consultant agree to indemnify, defend and hold each other
harmless from and against all demands, claims, actions, losses,
damages, liabilities, costs and expenses, including without
limitation, interest, penalties and attorneys' fees and expenses
asserted against or imposed or incurred by either party by reason of
or resulting from the other party's breach of any representation,
warranty, covenant, condition, or agreement contained in this
Agreement.

19.  REMEDIES.  Consultant and the Client acknowledge that in the
event of a breach of this Agreement by either party, money damages
would be inadequate and the non-breaching party would have no
adequate remedy at law.  Accordingly, in the event of any controversy
concerning the rights or obligations under this Agreement, such
rights or obligations shall be enforceable in a court of equity by a
decree of specific performance.  Such remedy, however, shall be
cumulative and non-exclusive and shall be in addition to any other
remedy to which the parties may be entitled.

20.  MISCELLANEOUS.

     A.  Amendment.  This Agreement may be amended or modified at
     any time or in any manner, but only by an instrument in writing
     executed by the parties hereto.

     B.  Entire Agreement.  This Agreement contains the entire
     agreement between Consultant and Client relating to the subjects
     addressed in this Agreement.  This Agreement supersedes any and
     all prior agreements, arrangements, or understandings (written
     or oral) between the parties.  No understandings, statements,
     promises, or inducements contrary to the terms of this Agreement
     exist.  No representations, warranties, covenants, or
     conditions, express or implied, other than as set forth herein,
     have been made by any party.

     C.  Waiver.  Any failure of any party to this Agreement to
     comply with any of its obligations, agreements, or conditions
     hereunder may be waived in writing by the party to whom such
     compliance is owed.  The failure of any party to this Agreement
     to enforce at any time any of the provisions of this Agreement
     shall in no way be construed to be a waiver of any such
     provision or a waiver of the right of such party thereafter to
     enforce each and every such provision.  No waiver of any breach
     of or non-compliance with this Agreement shall be held to be a
     waiver of any other or subsequent breach or non-compliance.

     D.  Headings and Captions.  The section and subsection headings
     in this Agreement are inserted for convenience only and shall
     not affect in any way the meaning or interpretation of this
Agreement.

     E.  Governing Law. The validity, interpretation, and
     performance of this Agreement shall be governed by the laws of
     the State of Utah, regardless of its law on conflict of laws.
     Any dispute arising out of this Agreement shall be brought in a
     court of competent jurisdiction in Salt Lake County, Utah. The
     parties expressly consent to the personal jurisdiction of the
     above-identified courts.  The parties agree to exclude and waive
     any statute, law or treaty which allows or requires any dispute
     to be decided in another forum or by rules of decision other
     than as provided in this Agreement.

     F.  Binding Effect.  This Agreement is binding on the parties
     hereto and inures to the benefit of the parties, their
     respective heirs, administrators, executors, successors, and
assigns.

     G.  Attorney's Fees. If any action at law or in equity,
     including an action for declaratory relief, is brought to
     enforce or interpret the provisions of this Agreement, the
     prevailing party shall be entitled to recover reasonable
     attorney's fees, court costs, and other costs incurred in
     proceeding with the action from the other party. Should either
     party be represented by in-house counsel, all parties agree that
     such party may recover attorney's fees incurred by that in-house
     counsel in an amount equal to that attorney's normal fees for
     similar matters, or, should that attorney not normally charge a
     fee, by the prevailing rate charged by attorneys with similar
     background in that legal community.

     H.  Severability.  In the event that any one or more of the
     provisions contained in this Agreement shall for any reason be
     held to be invalid, illegal, or unenforceable in any respect,
     such invalidity, illegality or un-enforceability shall not
     affect any other provisions of this Agreement. Instead, this
     Agreement shall be construed as if it never contained any such
     invalid, illegal or unenforceable provisions.

     I.  Mutual Cooperation The parties shall cooperate with each
     other to achieve the purpose of this Agreement, and shall
     execute such other documents and take such other actions as may
     be necessary or convenient to effect the transactions described
herein.

     J.  Counterparts.  A facsimile, telecopy, or other reproduction
     of this Agreement may be executed simultaneously 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.
     Such executed copy may be delivered by facsimile or similar
     instantaneous electronic transmission.  Such execution and
     delivery shall be considered valid for all purposes.

     K.  No Third Party Beneficiary. Nothing in this Agreement,
     expressed or implied, is intended to confer upon any person,
     other than the parties hereto and their successors, any rights
     or remedies under or by reason of this Agreement, unless this
     Agreement specifically states such intent.

     L.  Time is of the Essence.  Time is of the essence of this
     Agreement and of each and every provision hereof.

IN WITNESS WHEREOF, the parties have hereto affixed their signatures.

Client

eCom.com, Inc.


By: /s/  Sidney B. Fowlds
Sidney B. Fowlds, President


Consultant

Richard W. Donaldson


/s/  Richard W. Donaldson
Richard W. Donaldson, in his individual capacity