Consulting agreement

January 19, 2004



This Agreement ("Agreement") is made by and between Geocom Resources Inc. ("Geocom"), a Nevada corporation located at 114 West Magnolia Street, Suite 413, Bellingham, WA, 98225, and Gary Schellenberg, an independent contractor ("Schellenberg"), with an address at PO Box 11604, 620-650 West Georgia Street, Vancouver, B.C. Canada V6B 4N9



WHEREAS Geocom wishes to retain the services of Schellenberg on the terms and conditions contained herein;

THIS AGREEMENT WITNESSETH that in consideration of the premises and mutual covenants and agreements hereinafter contained, and for other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged by the parties hereto), it is agreed by and between the parties hereto as follows:



1. Term

The services of Schellenberg to Geocom shall commence on the 1st day of January 2004 and continue for a term of 1 year. The term of this agreement may be extended by mutual agreement.

2. Duties and Responsibilities

Schellenberg shall provide financial and financial market advice to Geocom. These duties and responsibilities may be amended from time to time in the sole discretion of the Geocom, subject to formal notification of same being provided to the Consultant.

3. Compensation and Benefits

In consideration of the services to be provided by him hereunder, Geocom agrees to grant to the Contractor such number of stock options to Consultant as the Board of directors considers fair and reasonable, upon such terms and conditions as are set out in the Stock Option Agreement between Geocom and the Consultant and pursuant to the Geocom 2003 Stock Option Plan. Geocom's Stock Option Plan Administrator shall grant and administer such stock option, and Contractor agrees to abide by the rules of the Stock Option Plan, receipt of which is herein acknowledged. Contractor also acknowledges receipt and agreement with Geocom's Insider Trading Policy Rules, a copy of which are hereby provided.

4. Termination of Employment

Either Geocom or Schellenberg may terminate this Agreement without notice for cause. Otherwise, either Geocom or Schellenberg may terminate this Agreement with thirty days notice to the other party

5. Confidentiality

Schellenberg agrees that nonpublic information relating to Geocom is the property of Geocom and the unauthorized disclosure of such information is strictly forbidden. Further, Schellenberg agrees that many of Geocom's Activities are confidential and sensitive in nature, and that disclosure of such Activities could be damaging to Geocom. Accordingly, Schellenberg agrees to maintain the confidentiality of Geocom's Activities unless such disclosure to a legitimate governmental or other authority is required by law. Schellenberg shall notify Geocom of any such lawful demand for disclosure, and allow Geocom to respond to or otherwise mitigate any consequences arising from the demand. Unless otherwise agreed by Geocom, Schellenberg shall maintain the confidentiality of Geocom's Activities, including but not restricted to all data, studies, records, maps, electronic or intellectual information, and results of Schellenberg's Activities in respect of this Agreement affecting Geocom. Following termination of this Agreement, Contractor agrees to maintain confidentiality of all Geocom information for a period of two (2) years.

6. Notice

Any notice required to be given hereunder shall be deemed to have been properly given if delivered personally or sent by pre-paid registered mail as follows:



|a. to Schellenberg: | PO Box 11604
620 - 650 West Georgia Street
Vancouver, B.C. Canada
V6B 4N9
|------------------- | -------------------------------------------------------------------------
|b. to Geocom:       | 114 West Magnolia Street
Suite 413
Bellingham, WA USA
98225              

and if sent by registered mail shall be deemed to have been received on the 4th business day of uninterrupted postal service following the date of mailing. Either party may change its address for notice at any time, by giving notice to the other party pursuant to the provisions of this agreement.



IN WITNESS WHEREOF the parties hereto have caused this agreement to be executed as of the 23rd day of January 2004.



/s/ John Hiner_______________________________
GEOCOM RESOURCES INC.





/s/ Gary Schellenberg__________________________
GARY SCHELLENBERG