EX-10.19
                         BUSINESS CONSULTING CONTRACT

                              Chapin & Associates


April 28, 2001


William C. Martin, Chairman & CEO
Platforms Wireless International Corporation
10675 Treena Street  Suite 103
San Diego, California 92131

Subject: Business Consulting Contract Proposal Agreement-Effective
April 1, 2001  Compensation for Finalized Business Transactions
through Efforts of Chapin

Dear Mr. Martin:

     Your firm, Platforms Wireless International Corporation,
("PWI"), is engaged in various state-of-the-art airborne wireless
telecommunications technology business activities throughout the
business world. My firm, Chapin & Associates ("Chapin"), is a
national and internationally recognized business consulting firm
providing services to business industry leaders relative to
innovative business development strategies, liaison with multi-
faceted organizations, and interface with those countries in need of
advancing and implementing new technology market strategies. Chapin &
Associates is also adept in advice and guidance regarding procedures
for enhancing business value.

     I propose that PWI engage Chapin as an independent entity to
provide services to market and facilitate the Company's ARC
telecommunications technology to clients, specific to the sphere of
influence of Samuel Santos Family Enterprises.

     I propose that PWI engage Chapin as an independent business
consultant to provide "as needed", "case by case", specific
consulting services pursuant to Retainer Agreement documentation
promulgated by parties. Upon assessment, review, and re-review among
parties, Chapin's obligations and duties must be specifically
delineated, totally supported, documented if changed, and approved by
both parties.

     The purpose of this letter is to set forth each of the terms and
conditions of the Independent Business Agreement, Independent Capital
Raising Agreement, and Independent Consulting Agreement arrangements
between Chapin and PWI as follows:

     1. SCOPE OF THE ARC TECHNOLOGY BUSINESS AGREEMENT

     Chapin agrees to provide specific marketing, distributor, and
facilitator business duties on a "non-exclusive" basis, to PWI. This
Agreement does not prohibit or encumber Chapin from providing
unrelated business consulting services to Chapin's worldwide client
base. Chapin acknowledges that he has signed a PWI Non-Circumvention,
Non-Compete, and Non-Disclosure document. Chapin fully agrees that
PWI retains the absolute right to procure other professionals to
perform distributor or business consulting services outside the
sphere of Samuel Santos Family Enterprises.

     2. TERM OF BUSINESS AGREEMENT/CAPITAL RAISING AGREEMENT/
     CONSULTANT AGREEMENT

     The term of the Business Agreement, Capital Raising Agreement,
and Consultant Agreement shall be in force until cancelled or
renegotiated, as mutually agreed upon by written addendum among parties.

     3. COMPENSATION/DUTIES OF THE PARTIES

PWI retains Chapin and Chapin agrees to provide specific services
including but not limited to acting as a representative to Santos
Enterprises in presenting PWI's ARC telecommunications technology as
a marketer, facilitator, and distributor. Chapin agrees to provide
liaison services with customer business he places with PWI. Chapin
agrees to augment PWI in matters concerning Santos Enterprises ARC
sales support, and Santos organizational support. Additionally,
Chapin agrees to contribute to the discussion and preparation of
customer agreements pertaining to Santos Enterprises

Chapin agrees to provide PWI hierarchy with timely update reports
describing business activities in areas designated as exclusive to
Santos Enterprises. Chapin agrees to assist PWI designees with
activities involving the completion of ARC system sales relative to
Santos Enterprises.

In consideration of Chapin's services completed to date, PWI agrees
to immediately issue 250,000 shares of restricted legend (144) shares
of PLFM stock, dated April 1, 2001, in the name of Gregory A. Chapin.
Subsequently, PWI agrees to issue to Gregory A. Chapin additional
250, 000 like distributions of restricted legend (144) shares of PLFM
stock at each of the dates of June 15, 2001, August 15, 2001, and
October 15, 2001. The issuance of the above described shares are
irrevocable and in exchange for Chapin's agreement to work on Santos
Enterprises distributor activities as requested by PWI. PWI may, at
its discretion, based on extraordinary performance by Chapin, provide
for the issuance of additional restricted legend (144) shares, but in
no way is PWI obligated whatsoever beyond the above described
distribution formula. PWI agrees that upon Chapin finalizing any
completed ARC system sale for PWI, the above described 1,000,000
shares of restricted legend (144) stock, through PWI's corporate
counsel notice, shall have all restrictive covenants rescinded as
expeditiously as possible, to cause the above described one million
(1,000,000) restricted legend shares to become free-trading.

PWI agrees that Chapin shall be compensated on a "consummated"
initial deal basis at a rate of a twelve (12%) percent distribution
agreement fee, immediately payable at each stage of actual funding
received by PWI. This distribution fee will represent the sum total
of all commissions paid and costs incurred by PWI at time of sale of
this ARC System. No other offset costs will be accepted. On-going
commission fees, specific to the initial project only, for any
retrofit(s), upgrade(s), or improvement(s) of the ARC system, shall
bear the like twelve (12%) percent distribution agreement fee
throughout the life of the Santos Enterprises Agreement.

Additionally, any and all ARC business generated, referred or brought
to PWI as a direct or indirect result of action(s), contact(s), or
any third party referral credited or linked to Chapin shall be
compensated at a rate fixed at ten (10%) percent distribution
agreement fee, payable at each stage of actual funding received. This
distribution fee will represent the sum total of all commissions paid
and incurred by PWI at time of sale of each ARC system. No other
offset costs will be accepted. On-going commission fees for any
retrofit(s), upgrade(s), or improvement(s) of this ARC system(s)
shall bear the like ten (10) percent distribution agreement fee
throughout the life of the Santos Enterprises Agreement.

PWI agrees that it shall forward to Chapin its due distribution
agreement fees, on a timely basis not to exceed twenty (20) days,
from the date of actual receipt of any funds or payments to PWI.

     A. Capital Raising Fee Opportunity

PWI has solicited Chapin, and PWI agrees, without any exposure offset
by either party, to compensate Chapin with the issuance of forty
(40%) percent Capital Raising fee for all earnest monies brought to
PWI by Chapin for the purpose of Investment. This 40% will be the
total of all expenses to PWI for the purpose of investment. Example:
Chapin brings an investor to PWI with one million (1,000,000)
dollars. Upon funding, PWI would retain six hundred thousand
(600,000) dollars, and Chapin would receive its Capital Raising fee
of four hundred thousand (400,000) dollars, within ten (10) days of
receipt of funds at PWI. No other expense offsets will be paid out
under these terms. Chapin agrees that PWI maintains the sole
discretion to accept or reject any potential investment to PWI.

     B. Independent Consultant Services Opportunity

PWI wishes to establish an "as needed" PWI initiated Independent
Consultant Agreement under specific "case-by-case" Retainer mandates
with Chapin. Chapin and PWI agree to entertain discussions as to
various PWI "need" issues in which Chapin may be able to assist or
augment PWI's goals or aspirations. PWI and Chapin will then, through
a mutually acceptable Retainer Agreement decide on specifics of each
assignment. Each PWI endeavor requested of Chapin shall be agreed, to
the extent that Chapin is available for the additional requested
Consultant services, via Retainer Agreement prior to the inception of
the activity. Compensation shall be formulated and agreed upon by
either; one, an all-encompassing fee, or, at an hourly rate, not
including ancillary expenses of travel and per diem costs. Chapin,
pursuant to each individual Retainer fee task assignment, will be
required to document expenses expended on behalf of PWI's business.

     4. CONFIDENTIALITY

Unless otherwise requested or approved by PWI hierarchy, any verbal
report and/or correspondence, and/or advice with respect to PWI
matters reviewed or notice given on behalf of PWI shall be addressed
and delivered to the executives of PWI. Chapin recognizes and
acknowledges that it is the mutual intention of PWI and Chapin that
the content of the advice provided be and remain confidential among
Chapin's worldwide contacts, and agrees to take all reasonable steps
as requested in writing by PWI to maintain confidentiality, in
conformance with the acknowledged Non-disclosure, Non-compete, Non-
circumvent agreement. Chapin will keep confidential those matters
regarding goals or actions by PWI relative to other prospective
clients and will not disclose any such matter to any third party
without the approval of PWI management except as may be required by
applicable law. However, PWI agrees that nothing in this agreement
shall prohibit Chapin from exposing, approaching, marketing, and
facilitating investor interest in the ARC telecommunications
technology interest among Santos Enterprises investors.  PWI
acknowledges that Chapin, prior to consummation of this contract, was
directed to contact its client base worldwide to develop capital
infusion interest and business relationship potentiality as to PWI's
ARC technology.

     5. INDEMNITY PROVISION

PWI agrees to indemnify, hold harmless, and, at Chapin's written
request, defend Chapin from and against any and all claims, demands,
cause(s) of actions, and suits seeking costs or expenses, including
without limitation reasonable attorneys' fees sustained or incurred
by Chapin as a result of acts or omissions to act or alleged acts or
omissions on the part of PWI.

     6. STATUS OF RELATIONSHIP

By mutual intention PWI engages Chapin for the purpose(s) of
featuring to prospective Santos Enterprises clients PWI's ARC
technology, PWI's capital need(s) objective(s), and Chapin
potentially rendering Independent "case by case" Retainer Fee
Consultant Agreement advice to PWI on business matters. PWI
explicitly does not dictate any of Chapin's independent actions, nor
control his workload hours of operation. PWI and Chapin agree that no
joint venture or agency relationship is agreed to, or intended, and
each party represents, warrants and agrees that it has no authority
to commit or bind the other party in any way. No employment
relationship shall be created by any provision contained in this
agreement, and Chapin shall render its services to PWI solely as an
Independent Contractor. PWI need not provide permanent office space
for Chapin nor any equipment or other means for Chapin to effectuate
its consultant engagements, and Chapin shall have sole control and
discretion with respect to the manner in which its services to PWI or
on behalf of any prospective, "case by case" Retainer Agreement, PWI
client are performed.

Chapin represents and warrants to PWI that Chapin will be solely
responsible for all compensation and benefits payable to Chapin &
Associates employees, payroll and other taxes and its normal overhead
and operating expenses concerning all unrelated and independent
ventures of Chapin & Associates. PWI acknowledges that Chapin and
Chapin & Associates have no control and will not be responsible for
any PWI business operations, reportable facets, or any requirement of
law required of PWI.

     7. MISCELLANEOUS

Governing Law: This agreement is entered into in the State of
California and shall be governed and interpreted in accordance with
the laws of that state.

Severability:  In the event any term or provision of this agreement
shall be found by a court of competent jurisdiction to be illegal,
invalid or unenforceable, such term or provision shall be severed
from the agreement with the remaining terms and provisions unaffected
thereby.

Notices:  Any notice given by one party to the other party pursuant
to the provisions of this agreement shall be in writing and shall be
either personally delivered, faxed or telecopied, or mailed by United
States Mail, certified, with return receipt requested, to the
recipient party at the address and/or telecopier number given herein
for such respective party or such other address or number as a party
shall hereafter designate in writing to the other party.

Notices given pursuant to this agreement shall be deemed received
upon actual receipt  (if personally delivered), upon confirmation of
receipt by the recipient's telecopier or other facsimile transmission
device (if sent by facsimile transmission), or upon signature by a
party or its duly authorized agent if sent by U. S. Mail. Parties may
also elect to provide notice through overnight mail sources.

The foregoing represents my proposal. I look forward to a
beneficially rewarding relationship with your organization. I truly
hope that the union will be accommodating to all parties. If the
foregoing is acceptable to you, please so indicate by executing and
returning the duplicate hereof attached hereto, upon my receipt of
which this will constitute our business agreement.

                                    Sincerely,


                                    /s/  Gregory A. Chapin
                                    Gregory A. Chapin, President/CEO
                                    Chapin & Associates
                                    Professional Business Consultants


Accepted as of June 19, 2001
Platforms Wireless International Corporation


By: /s/  Francois Draper
Francois Draper, COO