CONSULTING AGREEMENT

THIS AGREEMENT,  made this 28th day of July,  2000, by and between  VentureTech,
Inc.,  an Idaho  corporation  with its  mailing  address  at Box  3255,  Reston,
Virginia,  20195  (hereinafter  referred  to as "VTEH") and  Hutchingame  Growth
Capital a division  of 888258  Ontario  Ltd.,  an Ontario  Corporation  with its
principal offices located at 120 Kamloops Avenue,  Ottawa,  Ontario,  Canada K1V
7C9,  (hereinafter  referred to as "HGC. In  consideration  of the  compensation
hereinafter  agreed and the  covenants  and  agreements  herein  contained,  the
parties hereto mutually agree as follows:

                                    ARTICLE 1
                             Independent Contractor

HGC shall be deemed at all times to be an independent  contractor and HGC is not
for any  purposes  an  employee  or agent of VTEH and HGC agrees not to make any
representation  to  the  contrary.   HGC  understands  and  agrees  that  as  an
independent contractor he does not have any authority to sign contracts,  notes,
obligations,  to make any  purchases or to acquire or dispose of any property on
behalf of VTEH unless otherwise  directed in writing by an officer of VTEH. VTEH
understands and agrees that as an arms length independent  contractor.  HGC does
not have any  obligations  or liability  with respect to any  contracts,  notes,
obligations,  purchases,  acquisitions or dispositions of any property on behalf
of VTEH and VTEH  agrees to  indemnify  and save  harmless  HGC from any and all
claims arising from these transactions.

                                    ARTICLE 2
                        Character and Extent of Services

HGC shall provide  consulting  and advisory  services in connection  with VTEH's
business development and marketing  strategies.  The services shall be performed
by Eric Hutchingame,  principal  consultant of HGC (the  "CONSULTANT") and shall
include, but not be limited to the following:

o Assist VTEH management in the preparation of a  strategic plan
o Research and Evaluate relevant business opportunities.
o Evaluate Strategic alliances.
o Perform comparative analysis of competitors.
o Research emerging e-commerce and Internet opportunities
o Assist the marketing department in product and strategic planning.
o Attend off-site visits and trade conferences.
o Monitor message bulletin board threads as they relate to VTEH.
o Provide business guidance to VTEH management.
o Act as a spokesperson for VTEH with its stakeholders
o rovide advice to the Board of Directors

                                    ARTICLE 3
                              Period of Performance

This  Agreement and the services  hereunder  shall  commence on the first day of
September  2000 and continue  until the 31st day of August 2001.  The  agreement
shall be automatically  renewed unless otherwise terminated by either party with
a minimum  of  fifteen  (15) days  written  notice  prior to the  renewal  date.
Thereafter  either party may  terminate  the  agreement at any time with fifteen
(15) days written notice.

                                    ARTICLE 4
                       Compensation, Payment and Invoicing

In full  monetary  consideration  for  this  Agreement  and the  services  to be
performed by HGC  hereunder,  VTEH will pay HGC the sum of $10,000 (Ten Thousand
US$) per month payable in two $5,000 (Five Thousand US$)  installments per month
on the 15th and 1st in arrears.  HGC shall submit invoices to VTEH together with
such supporting  documentation as VTEH may reasonably require.  Expenses,  which
are approved in advance by VTEH,  shall be reimbursed  upon  submission of valid
invoices

Consultant Agreement -HGC                                      VentureTech, Inc.
                                        1

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                                    ARTICLE 5
                          Assignment and Subcontracting

HGC's  obligations  authorized  under  this  Agreement  are  not  assignable  or
transferable  and HGC  agrees  not to  subcontract  any of the  work  authorized
hereunder without prior approval of VTEH.

                                    ARTICLE 6
                                   Publication

Publication of  confidential  information of either party directly  derived from
work performed or data obtained in connection with services  rendered under this
Agreement  must first be  approved  in  writing by VTEH and HGC with  respect to
their respective information.

                                    ARTICLE 7
                               Legal Requirements

HGC shall secure all  licenses or permits  required by law and shall comply with
all  ordinances,  laws,  rules,  and  regulations  pertaining  to  the  services
hereunder.

                                    ARTICLE 8
                             Guarantees and Warranty

HGC  warrants  and  guarantees  that the work  performed  hereunder  shall be in
accordance with generally accepted professional standards.

                                    ARTICLE 9
                             Proprietary Information

HGC and the  CONSULTANT  shall  not,  either  during  or after  the term of this
Agreement,  disclose to any third party any confidential information relative to
the work of the  business of VTEH and/or any  affiliated  corporations,  without
written consent of VTEH. VTEH shall not, either during or after the term of this
Agreement,  disclose to any third party any confidential information relative to
the work of the  business  of HGC and/or any  affiliated  corporations,  without
written consent of HGC. VTEH  representatives  shall at all times have access to
the work for purposes of inspecting same and determining  that the work is being
performed in accordance with the terms of the Agreement.

                                   ARTICLE 10
                                     Waiver

The  failure  of VTEH to insist on  strict  performance  of any of the terms and
conditions  hereof shall not constitute a waiver of any other  provisions or any
default to HGC. The terms and  conditions  of this  Agreement  shall survive the
period herein stated.

                                   ARTICLE 11
                                     Notices

Any notice or other  communication  required or  permitted  to be given by or in
connection with this Agreement shall be deemed duly given if and when delivered,
in person,  to the person  whom such  notice is  directed,  or by  certified  or
registered mail, postage prepaid and return receipt requested, or delivered to a
recognized private courier service,  fee prepaid,  and addressed to the party to
which such notice is directed at the address set forth below for such party,  or
at such other  address as such party may have  designated  in a writing given to
the other parties hereto in like manner.


To VTEH:                   To 888258 Ontario Ltd. o/a Hutchingame Growth Capital
 Attn:    C.E.O.           Attn: Eric Hutchingame
 VentureTech, Inc.         120 Kamloops Ave.
 P.O. Box 3255             Ottawa, Ontario
 Reston, Virginia 20195    Canada K1V 7C9


Consultant Agreement -HGC                                     VentureTech, Inc.
                                        2

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                                   ARTICLE 12
                                  Governing Law

This  Agreement  shall be  governed  by and  construed  in  accordance  with the
substantive laws of the state of Virginia, USA.

                                   ARTICLE 13
                        Entire Agreements and Amendments

This instrument  constitutes the entire  Agreement  between the PARTIES covering
the subject matter defined herein. No modifications or amendments shall be valid
unless stated in writing and signed by the PARTIES.

IN WITNESS  WHEREOF,  THE PARTIES  hereto have caused this  Agreement to be duly
executed in their respective names:


FOR VentureTech, Inc.                     FOR 888258 Ontario Ltd.

Agreement Executed By:                    Agreement Executed By:

Signed                                    Signed

------------------------------------      -----------------------
William Baker                             Eric Hutchingame
Authorized Signing Officer                Authorized Signing Officer


Consultant Agreement -HGC                                      VentureTech, Inc.
                                        3

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