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                                                                   EXHIBIT 10.18

                                   AGREEMENT


      THIS AGREEMENT is entered into and effective this 3rd day of February 2003
by and between Vital Living, Inc., a Nevada corporation ("VL") and CHG Allied
Inc., ("CHG") a discount health card provider.


                                    RECITALS

            1.    Vital Living, Inc. (VL) is in the business of among other
                  things developing and distributing a proprietary line of
                  nutritional products, including but not limited to Essentum
                  N.P. for use as a nutritional supplement for "healthy heart,"
                  Additional products are marketed under the Vital Living
                  Supplement line and Nature's Dose, (the "Products".) This
                  "Agreement" is for the sole purpose of the Products and any
                  other products that may be mutually agreed to by the parties.

            2.    (CHG) operates a sales organization that sells discount health
                  cards under different programs.

            3.    CHG Allied, Inc. (CHGA) was created in 1998 to acquire and
                  operate a consortium of innovative health care related
                  companies with a common vision.... to provide fair value and
                  choices to health care consumers, including health plans and
                  employer groups. The program utilizes the cash for discount
                  approach to secure savings health care services, and offers
                  substantial savings to any cardholder for health care services
                  not covered by insurance programs. CHGA also provides the
                  platform for private label programs. Predecessor companies
                  date back to 1992.

                  CHGA is the owner of the Comprehensive Health Group
                  Chiropractic Network, and joint owner of CAM Health Partners,
                  Inc., a complementary and alternative (CAM) PPO organization
                  with approximately 25,000 practitioners representing
                  chiropractic, acupuncture, naturopathy, physical therapy, and
                  massage therapy, among other disciplines. These two networks
                  are utilized on CHGA's Card products, its private label
                  products, and are leased to other sellers of card products.

                  CHGA also owns and operates a full service general insurance
                  agency, Employer Assistance Group, which primarily serves the
                  Employer marketplace.


      The parties therefore agree to the following terms and conditions:
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                              TERMS AND CONDITIONS

1.    CHG agrees that VL's Products will be the vitamin supplement products
      offered to its discount health cardholders. Such Products shall be one of
      the primary supplement Products offered to its discount cardholders, as
      long as the products continue to meet the standards set forth in 6.,
      below.

2.    VL agrees to provide to CHG's members a 20% discount off of suggested
      retail of all Products

3.    CHG agrees to design and print, at CHG's expense, the catalogue and
      description of Products to be included in all mailings to CHG's members.

4.    VL shall provide a mechanism that enables all CHG members' to be
      identified as a CHG cardholder on web site, phone and mail orders.

5.    VL agrees to pay CHG a 20% commission on all purchases, less returns
      and/or credits, if such payments are made to VL directly. For example
      purposes only: If a product retails for $50.00, the CHG cardholder would
      be able to purchase the product for $40.00. Upon VL's receipt of the
      $40.00, a commission of $8.00 is due to CHG. If payment is made to CHG,
      the customer would pay $40.00 and $32.00 would be forwarded to VL. All
      payments to outside consultants would be the responsibility of VL. All
      shipping and handling charges are the responsibility of the discount
      cardholder. The commissions referred to in this paragraph are due and
      payable to CHG on or before the 15th day of each month for commissions
      earned during the immediately preceding month.

6.    Product Manufacture: VL will be solely responsible for manufacturing the
      Product in accordance with the specified Product formulations. VL, or VL's
      subcontractor, will manufacture all "Products" in accordance with industry
      standards for similar products. VL will ensure that the Product meets all
      government standards or other regulations for such products, if any. VL
      will maintain a reasonable inventory of the Product for marketing and
      promotional purposes.

7.    Term: The Agreement will continue for three years from the effective date
      of this Agreement and will automatically renew for additional one-year
      terms unless either party gives notice of its intent not to renew the
      agreement not less than sixty (60) days prior to the end of the then
      current term. Either party may terminate the Agreement for cause or breach
      of material term or condition upon thirty (30) days written notice.

8.    Liability: VL will maintain product liability insurance in such amounts as
      been historically carried by VL at VL's expense.
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9.    Confidentiality: In connection with this Agreement, the parties will
      develop, acquire, or be granted access to trade secrets and other
      information that is confidential and proprietary to the parties or to
      third parties. Such information includes but is not limited to patient
      lists and information, costs of manufacturing, product formulations,
      technical data, methods, processes, expertise, business and marketing
      strategies, operations, research and development, business opportunities,
      and financial data. The parties will not at any time during or after
      termination of this Agreement, directly or indirectly, divulge, use or
      permit the use of any confidential or proprietary information of the
      other, except as required in the course of this Agreement. Upon
      termination of this Agreement, the parties will immediately turn over to
      the other all confidential information materials belong to such part,
      including all copies thereof or notes relating thereto, in such party's
      possession or otherwise subject to its control. Notwithstanding the above,
      the following materials will not be deemed confidential:

            (i)   Information which was in the public domain at the time of
                  disclosure (provided, however, that collection or compilation
                  of publicly available information will be considered
                  proprietary if the disclosing party's collection or
                  organization of the material would be difficult or
                  time-consuming to replicate);

            (ii)  Information which was published or otherwise became part of
                  the public domain after disclosure to the receiving party
                  through no fault of the receiving party (but only after, and
                  only to the extent that, it Is published or otherwise becomes
                  a part of the public domain); and

            (iii) Information, which was, received from a third party who did
                  not acquire it, directly or indirectly, from the disclosing
                  party under an obligation of confidence except where required
                  by law. The receiving party will have the burden of
                  establishing the existence of these conditions by objective or
                  verifiable evidence.


            (ii)  Information which was published or otherwise became part of
                  the public domain after disclosure to the receiving party
                  through no fault of the receiving party (but only after, and
                  only to the extent that, it Is published or otherwise becomes
                  a part of the public domain); and

            (iii) Information, which was, received from a third party who did
                  not acquire it, directly or indirectly, from the disclosing
                  party under an obligation of confidence except where required
                  by law. The receiving party will have the burden of
                  establishing the existence of these conditions by objective or
                  verifiable evidence.
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          For the avoidance of doubt, VL will own all trademarks and other
          intellectual property related to the Product, as well as all packaging
          and marketing.

10. Notice: Any notice or other communications required or that may be given
pursuant to this Agreement will be in writing and will be delivered personally,
facsimile, electronic mail with confirmation by recognized overnight carrier to
the address of the party as set forth below, or to any other address requested
by the respective parties after giving written notice to the other party.

11. Governing Law: This Agreement will be governed by and construed in accord
with the laws of the State of Arizona. All disputes will be resolved by binding
arbitration under the Commercial Arbitration Rules of the American Arbitration
Association in Phoenix, Arizona, except that either party may apply to a court
of competent jurisdiction solely for interlocutory injunctive relief to maintain
the status quo pending the results of the arbitration. The prevailing party in
any dispute will be entitled to recover its reasonable attorneys' fees and
related costs and expenses incurred in connection therewith.

12.   Severability: If any court of competent jurisdiction rules any provision
      of this Agreement invalid, illegal, or unenforceable, the validity,
      legality, and enforce ability of the remaining provisions will not be
      affected or impaired in any way.


13.   Entire Agreement: This Agreement constitutes the entire, integrated
      agreement among the parties regarding the subject matter hereof and
      supersedes any and all prior and agreements, representations, and
      understandings of the parties.


14.   Assignment: Neither party will assign this Agreement or any of its rights
      or obligations without the prior consent of the other party. Provided,
      however, that either party may assign this Agreement and its rights and
      obligations hereunder, with prior notice to the other party to any person
      or entity that purchases all or substantially all of its assets, or that
      merges with or into such assigning party, or that is under common
      ownership or control of the assigning party, and that agrees in writing to
      be bound by the terms hereof.



VITAL LIVING, INC.,                       ________________________________
A Nevada corporation                      a_______________________________


By: /S/ Stuart A. Benson                 By: _____________________________
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Printed Name: Stuart A. Benson           Printed Name:____________________
Its: E.V.P.                              Its:_____________________________

Address:                                 Address:
5080 N. 40th Street, Suite 105           _____________________________
Tempe, Arizona 85018-2147
                                         _____________________________




CHG Allied, Inc.                         _____________________________
A Georgia corporation                    _____________________________



By: /S/ Lee Gerber                       _____________________________
Printed Name: Lee Gerber                 Printed Name:________________
Its: President                           Its:_________________________


Address:                                 Address:
3081 Holcomb Bridge Road                 _____________________________
Suite C-2                                _____________________________
Norcross, Georgia 30071                  _____________________________