Prepared by MERRILL CORPORATION




Exhibit 10.5  


    CONSULTANCY CONTRACT  


 BETWEEN  


 STARBRIDGE GLOBAL INC.

(Formerly Southland Financial Inc.)  


 AND  


 MAURICE FINK  





 

THIS AGREEMENT is made on the 24th day of November, 2000. 



BETWEEN:  




StarBridge Global Inc. (formerly Southland Financial Inc.)


2/25
Prospect Street 


Box
Hill Victoria 3128 


Australia



("the Company"); and 



Maurice Fink


18
Robinson Street 



Malvern
Victoria 3144 


Australia 


("the Consultant");





WHEREBY IT IS AGREED as follows: 


I.  INTERPRETATION  


    In this Agreement, unless the context requires otherwise; 


	1.1
	"Board"
means the board of directors for the time being of the Company;



	1.2
	"month"
means calendar month.



	1.3
	References
herein to Clauses are to clauses in this Agreement unless the context requires otherwise.



	1.4
	The
headings are inserted for convenience only and shall not affect the construction of this Agreement.



	1.5
	Unless
the context requires otherwise, words importing the singular include the plural and vice versa and words importing a gender include every gender. 



II.  ENGAGEMENT  


    The Company will engage the Consultant and the Consultant will provide the service to the Company upon the terms and conditions hereafter appearing. 



III.  DURATION  


    The Company will engage the Consultant with effect from 1st November, 2000 subject to termination as hereinafter provided. 


IV.  CONSULTANT OBLIGATION  


	4.1
	The
Consultant shall, during the continuance of his engagement serve the Company and perform the duties and exercise the powers from time to time assigned to or vested in him by the
President of the Company and the Board. It is acknowledged by the parties that services provided under this Agreement are in addition to time already allocated in fulfillment of the Consultant's basic
commitment as a non-executive director as outlined in a separately executed Directors Service Agreement. 


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V.  COMPENSATION  



    The compensation for the Consultant shall be USD$12,000 per calendar month (based on 8 days per month at $1,500 per day) payable either to the
Consultant directly, or to a corporate entity nominated by the Consultant, plus approved expenses incurred on behalf of the Company. 


VI.  TERMINATION  


	6.1
	The
Consultant's services hereunder may be determined at any time by either of the parties hereto giving to the other not less than six (6) months prior written notice.



	6.2
	In
the event of termination of the Consultant's engagement hereunder the Consultant shall not be entitled to claim any other compensation whatsoever from the Company in respect to
such termination.



	6.3
	Any
delay or forbearance by the Company in exercising any right to terminate this Agreement shall not constitute a waiver of such right. 



VII.  NOTICES  


    All notices required to be given under this Agreement shall be in writing and shall be addressed at the address for such party as indicated in the introductory
paragraphs of this Agreement or such address as such party may indicate from time to time. 


VIII.  MISCELLANEOUS  


	8.1
	This
Agreement may only be amended or modified by written agreement of the parties.



	8.2
	No
failure or delay, by either party to exercise any of its rights hereunder shall constitute a waiver of all or part of the same, unless and to the extent that such party gives
written confirmation that it expressly waives its rights. No waivers of rights in respect of any act or default shall affect any other rights or any future rights in respect of a similar or other act
or default.



	8.3
	This
Agreement constitutes the entire agreement of the parties concerning the subject matter hereof and supersedes any prior agreement or other instrument.



	8.4
	This
Agreement shall be governed by and construed in accordance with the law of Nevada, United States of America. 



    IN WITNESS WHEREOF this Agreement has been executed on the day and year first above written. 



	

 	
 	
STARBRIDGE GLOBAL INC. (formerly Southland Financial Inc.)	
 	

 
	

 	
 	

Signature:	
 	

/s/ DAVID A TURIK   
	
 	

 
	

 	
 	

Name:	
 	

David A Turik, President	
 	

 
	

 	
 	

Title:	
 	

President	
 	

 
	

 	
 	

 	
 	

a.  CONSULTANT	
 	

 
	

 	
 	

Signature:	
 	

/s/ MAURICE FINK   
	
 	

 
	

 	
 	

Name:	
 	

Maurice Fink	
 	

 




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