Exhibit
        10.3

      


      CONSULTING
        AGREEMENT,
        dated
        the 8th
        day of
        October, 2008, by and between Xiom Corp, a Delaware corporation having executive
        offices at 78 Lamar Street, West Babylon, New York 11704 (the “Company”), and
        Michael S. Krome, doing business at 8 Teak Court, Lake Grove, NY 11755(the
        “Consultant”). 

      


      WITNESSETH:

      


      WHEREAS,
        the Consultant has considerable knowledge of and experience providing consulting
        services regarding the identification, evaluation, structuring, negotiating
        and
        closing of joint ventures, strategic alliances and business acquisitions
        as well
        as product development (the “Business”); and 

       

      WHEREAS,
        the Company desires to obtain the benefit of Consultant's special knowledge
        and
        experience regarding the identification, evaluation, structuring, negotiating
        and closing of joint ventures, strategic alliances and business acquisitions
        as
        well as product development; and 

       

      WHEREAS,
        the Company's management has determined that it would be in the best interest
        of
        the Company to make use of the Consultant's knowledge and experience; and
        

       

      WHEREAS,
        Consultant desires to serve as consultant to the Company; 

       

      NOW,
        THEREFORE, in consideration of the premises and the mutual covenants and
        agreements herein contained the Company and the Consultant hereby agree as
        follows: 

       

      1.
        Term.
        The Company hereby engages Consultant to render the consulting services as
        hereinafter set forth, and Consultant hereby agrees to render such services
        for
        a period commencing the date hereof and terminating on September 30, 2009
        (the
“Term”). 

       

      2.
        Consulting Services. The Company hereby retains the Consultant, and the
        Consultant agrees, to render consulting and advisory services to the Company
        during the Term hereof in connection with the Business, from time to time,
        and
        as the Chief Executive Officer of the Company may reasonably request. Consultant
        shall not be required to expend any minimum number of hours hereunder and
        the
        rendering of all consulting services shall be subject in priority to
        Consultant's own business interests. 

       

      3.
        Consulting Fees. In consideration for (i) the availability of Consultant
        to
        render the services, (ii) the services to be rendered by Consultant during
        the
        Term, and (iii) the other provisions of this Agreement, the Company shall
        pay a
        fee of a total of 75,000 shares of common stock of the Company, to be included
        on a Registration Statement on Form S-8. It is expressly represented and
        warranted that none of the shares are being issued for services in connection
        with this Agreement are for any offer or sale of securities in a capital
        raising
        or to directly or indirectly maintain a market for the securities of the
        Company.

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

       

      4.
        Expenses. Upon submission of proper vouchers or other similar evidence of
        expenditures, the Company shall, upon request by Consultant, reimburse
        Consultant for all reasonable travel and out-of-pocket expenses incurred
        by
        Consultant in connection with services requested and rendered hereunder.
        All
        expense items require the prior approval of the Company. 

       

      5.
        Notices. All notices, requests, demands and other communications hereunder
        shall
        be in writing and shall be deemed to have been duly given when either served
        personally or two (2) business days after being sent priority next day delivery
        by a nationally recognized courier or three (3) business days after being
        mailed
        by certified or registered mail, return receipt requested; if to the Company
        or
        to Consultant, then at the respective address first above written, or to
        such
        address or to such persons as either party shall have last designated by
        written
        notice to the other. 

       

      6.
        Assignability. This Agreement shall inure to the benefit of and be binding
        upon
        the parties, their successors and permitted assigns. Neither party may assign
        this Agreement or its rights or obligations hereunder without the prior written
        consent of the other party. 

       

      7.
        Entire
        Agreement. This instrument constitutes the entire agreement of the parties
        hereto with respect to the subject matter hereof and supercedes all prior
        agreements and understandings, written or oral, among them with respect to
        the
        subject matter hereof. This Agreement may be modified only by a written
        instrument signed by the parties. 

       

      8.
        Governing Law. This Agreement shall be governed by and construed (both as
        to
        validity and performance) and enforced in accordance with the laws of the
        State
        of New York without giving effect to the conflicts or choice of law provisions
        thereof. 

       

      9.
        Counterparts. This Agreement may be executed in counterparts each of which
        shall
        be deemed an original and all of which taken together shall constitute one
        and
        the same agreement. 

       

      IN
        WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
        as
        of the date first above written. 

       

      Xiom
        Corp. 

      


      
        	
                /s/
                  Andrew B. Mazzone

              
	
                By:
                  Andrew B. Mazzone, President

              
	 
	
                /s/
                  Michael s. Krome

              
	
                Michael
                  S. Krome