CONSULTING AGREEMENT
                              --------------------

THIS  CONSULTING AGREEMENT (the "Agreement") is entered into as of this 26th day
April,  2000   between  Stockbroker  Presentations, Inc., a  Florida Corporation
based  at 207 Jasmine Lane, Longwood, Florida 32779(herein referred to as "SPI")
and  AFFILIATED RESOURCES CORPORATION, a Colorado Corporation based at 3050 Post
Oak Blvd, Suite 1080 , Houston, Texas 77056 Corporation based at herein referred
to  as  "COMPANY"), collectively SPI and COMPANY hereinafter referred to as "the
parties".

                                   WITNESSETH:
     WHEREAS,  COMPANY  requires  the  services  of  SPI;  and

     WHEREAS,  SPI  an  investor  relations  firm  with  experience  in  the
dissemination of information about private and publicly traded companies; and is
in  the  business  of  providing  investor relations services  and other related
programs,  services  and  products  to  other  clients.


                                    AGREEMENT

1.  APPOINTMENT
COMPANY  hereby  appoints  and engages SPI as its advisor and hereby retains and
employs  SPI  on  the  terms  and  conditions of this Consulting Agreement.  SPI
accepts  such  appointment and agrees to perform the services upon the terms and
conditions  of  said  Consulting  Agreement.

2.  ENGAGEMENT
COMPANY  engages  SPI  to  provide the services described in paragraph 3 herein.
SPI  accepts  said  engagement  and  COMPANY  as a client, and agrees to provide
services to COMPANY as further described in paragraph 3 below and subject to the
provisions  of  this  Consulting  Agreement,  for  a  period  of  one(1)  year.

3.  AUTHORITY  AND  DESCRIPTION  OF  SERVICES
During  the  term  of this Consulting Agreement SPI shall furnish some or all of
the  various  services  described  in Addenda A, as requested by the COMPANY and
agreed  upon  by  the  parties  as  described  herein  as  follows:

     SPI  shall  act,  generally,  as  corporate  Investor  relations  counsel,
essentially  acting  (as  liaison  between  COMPANY and its Stockbrokers; (2) as
advisor  to  COMPANY  with  respect  to  existing  and  potential market makers,
broker-dealers,  and  Stockbrokers as  well as being the liaison between COMPANY
and  such  persons.

     The  Consultant  shall  not  be  required to perform any investment banking
related  activities  on  behalf of  , as a condition of this Agreement.  For the
purposes  of  this

_______________          ________________
        SPI                COMPANY


<PAGE>

Agreement  Investment  Banking  activities  shall be defined as being any of the
following:

      1.     The location , negotiation and/or securing of any public or private
debt for  AFFILIATED  RESOURCES  CORPORATION.
      2.     The  location,  negotiation  and/or  securing  of  any public or
private equity  for  AFFILIATED  RESOURCES  CORPORATION.
      3.     The  production  of  any  documentation  that  is to be utilized
for the purposes and activities as relating to the activities as outlined in
subheadings (1)  and  (2)  above.
      4.     Any  other activities as may normally be associated with the
practice of investment  banking.

4.  TERM  OF  AGREEMENT
This Consulting Agreement shall become effective upon execution hereof and shall
continue thereafter and remain in effect for a period of twelve (12) months.  It
is  expressly acknowledged and agreed by and between the parties hereto that SPI
shall  not  be obligated to provide any services and/or perform any work related
to  this  Consulting  Agreement  until  such  time  any  agreed and/or specified
retainer  (deposit,  initial  fee,  down  payment)  in  U.S. funds, and/or other
specified  and/or  agreed  valuable  consideration,  has  been  received by SPI.
Further,  SPI  may  terminate  services should COMPANY fail to make all payments
upon  receipt  of  invoices.  Time  is of the essence with respect to payment by
Company  of  SPI  invoices.

5.  WHERE  SERVICES  SHALL  BE  PERFORMED
SPI's  services  shall  be  performed  at  the  main  office  location  of SPI .

6.  DUTIES  OF  THE  COMPANY.
a.     COMPANY  will  notify SPI in writing a minimum of thirty (30) days prior
to  making  any  private  or  public  offering  of securities, including but not
limited  to  S-8 filing or Regulations S unless prohibited by Federal Securities
laws.
b    COMPANY  will  notify SPI at least thirty (30) days prior to any insider
selling  of  COMPANY'S  stock.
c.     In  that  SPI  shareholder, officers,  employees, and/ or their families
may  hold  a  position  in  and  engage  in transactions with respect to COMPANY
securities,  and  in  light  of  the  fact that SPI imposes restrictions on such
transactions  to  guard  against  trading  on  the  basis  of material nonpublic
information,  COMPANY  shall  contemporaneously notify SPI if any information or
data  being  supplied  to  SPI  has  not been generally released or promulgated.

7.  REPRESENTATION,  UNDERTAKINGS  AND  INDEMNIFICATION

_______________          ________________
        SPI                COMPANY


<PAGE>

7     a.   The  execution  and  performances  of  this  Consulting  Agreement by
COMPANY  has   been  duly  authorized  by  the Board of  Directors of COMPANY in
accordance  with  applicable  law,  and to the extent required, by the requisite
number  of  shareholders  of  COMPANY.
                              --------
b.   The  performance  by  COMPANY  of  this  Consulting  Agreement  will  not
violate  any  applicable  court  decree or order, law or regulation, nor will it
violate  any provision of the organizational documents and/or by laws of COMPANY
or  any  contractual  obligation  by  which  COMPANY  may  be  bound.

8  AGREEMENT  NOT  TO  HIRE
COMPANY acknowledges that SPI has expended considerable time, effort and expense
in  training  the  respective employees, independent contractors, subcontractors
and  vendors  of  SPI  in  the  methods of operation, and that the employees and
consultants  of  SPI  will  acquire confidential knowledge and information as to
accounts,  customers and business patrons, as well as confidential knowledge and
information concerning the methods, forms, contracts and negotiations procedures
and  methods  of  SPI.The company agrees not to employ any employee of SPI for a
period  of  twenty  four  (24) months from the expiration or termination of this
Contract,  without  the  written  consent  of  SPI.

9.  COMPENSATION  AND  DISCLAIMERS
a.   Compensation payable to SPI for all general investor relations services and
other   services  hereunder, including but not limited to acquisition and merger
services,     shall  be  paid  by  COMPANY to SPI by the means and in the manner
or manners as  specified in "Addendum A", a copy of which is attached hereto and
incorporated  herein   by  this  reference.
b.     In  recognition  and  mutual  acknowledgment of the fact that AFFILIATED
RESOURCES  CORPORATION  is  a  company  in  its development stage and is further
engaged  in  a business of a highly speculative nature with little or no current
revenues,  income  or  liquid  market  for its stock at this time the Consultant
makes  no  representations, warranties or other affirmations as to the efficacy,
viability  and/or success of any efforts that may be undertaken on the Company's
behalf, andhereby acknowledges, accepts and understands such disclaimers as made
by  the  Consultant.

10.  DILUTION
SPI acknowledges that ARCX is currently seeking to increase the number of common
shares  to  50,000,000.  COMPANY  will  not,  by  Amendment  to  its Articles of
Incorporation  or through any reorganization, transfer of assets, consolidation,
merger,  dissolution, issue or sale of securities or any other voluntary action,
dilute  the  securities issued to SPI or , avoid or seek to avoid the observance
of  any term of this Consulting Agreement.  COMPANY will in good faith assist in
the  carrying out of all such terms and in the taking of all such action that is
necessary  or appropriate to protect SPI against dilution or other impairment of
SPI's  securities.  COMPANY  shall  not  for  a period of six (6) months of this



_______________          ________________
        SPI                COMPANY


<PAGE>

Consulting  Agreement  enter  into  any  transaction  including  reorganization,
transfer  of  assets,  consolidation,  merger,  dissolution,  issue  or  sale of
securities  including  additional  shares or any other voluntary action with the
exception  to  the  terms  and  conditions  of  a  contract  between company and
International  Investment  Banking,  dated May 3, 2000.  Options that are issued
expire  from the latter of one (1) year from the termination of this contract or
the  options  have been registered with the SEC and the company has free trading
shares  to complete the options. If the company reverses or splits their stock ,
the  options  are  revised  accordingly.

Should  there  be  a  stock  dividend or spin off of part of the company the SPI
contract  will  remain  in effect with ARCX, and any subsequent IR. work will be
negotiated  with  SPI  at  that  time  for  any  new  company.

11.  BILLING  AND  PAYMENT
Monthly  fees or payments shall be due by the first day of the month and payable
upon  invoice.

12.  SPI  AS  AN  INDEPENDENT  CONTRACTOR
SPI  shall  provide  said  services  as an independent contractor, and not as an
employee  or  of  any  company affiliated with COMPANY.  SPI has no authority to
bind  COMPANY  or  any  affiliate  of  COMPANY  to  any  legal action, contract,
agreement,  or  purchase, and such action cannot be construed to be made in good
faith  or  with  the  acceptance  of  COMPANY;  thereby  becoming  the  sole
responsibility  of  SPI.  SPI  is  not  entitled  to  any medical coverage, life
insurance,  savings  plans,  health  insurance,  or  any  and all other benefits
afforded  COMPANY  employees.  SPI  shall be solely responsible for any Federal,
State or local taxes, and should COMPANY for any reason by required to pay taxes
at  a  later  date,  SPI  shall  reassure such payment is made by SPI and not by
COMPANY.  SPI  shall  be  responsible for all workers compensations payments and
herein holds COMPANY harmless for any and all such payments and responsibilities
related  hereto.

13.  SPI  MAY  ENGAGE  IN  CONFLICTING  ACTIVITIES
COMPANY  hereby  acknowledges notification by SPI and understands that SPI does,
and  shall,  represent and service other and multiple clients in the same manner
as  it  does  COMPANY,  and
that COMPANY is not an exclusive client of SPI. However, SPI shall not represent
any  client  that  would  be  a  direct  competitor.

14.  AMENDMENTS
This  Consulting  Agreement  may  be  modified  or  amended,  provided  such
modifications  or amendments are mutually agreed upon by and between the parties
hereto  and that said modifications or amendments are made in writing and signed
by  both  parties.



_______________          ________________
        SPI                COMPANY


<PAGE>

15.  SEVERABILITY
If  any  provision  of this Consulting Agreement shall be held to be contrary to
law,  invalid  or  unenforceable  for any reason, the remaining provisions shall
continue  to  be  valid and enforceable.  If a court finds that any provision of
this Consulting Agreement is contrary to law, invalid or unenforceable, and that
by  limiting  such  provision  it  would become valid and enforceable, then such
provision  shall be deemed to be written, construed, and enforced as so limited.

16.  ATTORNEYS  FEES
In  the  event  either  party  is  in default of the terms or conditions of this
Consulting  Agreement  and  legal  action  is  initiated or suit be entered as a
result  of  such  default, the prevailing party shall be entitled to recover all
costs  incurred  as  a  result  of  such default including all costs, reasonable
attorney  fees,  expenses  and  court  costs  through trial, appeal and to final
disposition.

17.  RETURN  OF  RECORDS
Upon  termination  of  this Consulting Agreement, SPI shall deliver all records,
notes,  data,  memorandum,  models  and equipment of any nature that are in  the
control  of  SPI  that are the property of or relate to the business of COMPANY.

18.  MISCELLANEOUS
     a.  Currency:  In  all  instances,  references  to  dollars shall be United
States  Dollars.
     b.     Stock:  In all instances, references to stock  and/ or options shall
be deemed  to  be  unrestricted  and  free  trading.
     c.     Any  restricted  shares  or options that SPI agrees to accept as
partial payment for services,  will  have piggy back rights on any registration
the company  makes  with  appropriate  regulatory  bodies.

19.  NOTICES
All  notices  hereunder  shall  be  in writing and addressed to the party at the
address herein set forth, or at such other address which notice pursuant to this
section  may  be  given.  Any  notice  required  or permitted by this Consulting
Agreement  to  be  given shall be given to the respective parties at the address
first  written  above,  on  page  one  (1)  of  this  Consulting  Agreement.

20.  EXCLUSION  WITH  RESPECT  TO  PARTNERSHIP
The  parties agree that, in no way, shall this Consulting Agreement be construed
as  being  an  act  of  partnership between the parties hereto and that no party
hereto  shall  have,  as a result of the execution of this Consulting Agreement,
any  liability for the commitments of any other party of any type, kind or sort.

21.  INUREMENT


_______________          ________________
        SPI                COMPANY


<PAGE>

This  Consulting Agreement shall inure to the benefit of and be binding upon the
parties  hereto  and their respective heirs, executors, administrators, personal
representatives,  successors,  assigns  and  any  addendas  attached  hereto.

Notwithstanding anything to the contrary herein, if (a) all or substantially all
of  the  assets  of the Company should be transferred (wither by sale, exchange,
foreclosure,  liquidation,  dissolution,  repurchase  or other disposition) to a
corporation  or  other  entity without the prior consent of the Consultant, this
Agreement  shall also continue to be binding upon both the Consultant as well as
the  transferee  corporation  and/or entity, and the Company shall make adequate
provisions  within  remaining  jointly  and  severally  liable  hereunder.

22.  COMPANY  AGREES  TO  PROVIDE  AND  PAY  COSTS  FOR:
*  Weekly  DTC  sheets.
*  Monthly  shareholder  list.  (SPI  will  pay  if  we  require  more  often.)
*  Bi-weekly  press  release.
*  Monthly  NOBL  list.
*  Bi-  weekly  broker  teleconference  calls.
*  Transfer  Agent/  clearing  firm  weekly stock activity report which includes
notification before    any  new stock is issued or any restricted stock is being
converted to free trading stock. Company will provide SPI with a copy  of letter
sent to transfer agent.  Requesting  this  report
*  Copy  of  Moodys  or  S&P  Blue  Sky  certification.
*  Due Diligence Package equivalent to Stockbroker  Presentations ,Inc. standard
package.
     *  Web site equivalent to Stockbroker Presentations, Inc. standard website.

23.  ENTIRE  AGREEMENT
This  Consulting  Agreement contains the entire agreement of the parties and may
be modified or amended only by agreement in writing, signed by the party against
whom  enforcement  of  waiver,  change,  amendment,  modification,  extension or
discharge  is  sought.  It is declared by both parties that there are no oral or
other  agreements  or  understanding  between  them  affecting  this  Consulting
Agreement,  or  relating  to  the  business  of  SPI.  This Consulting Agreement
supersedes  all  previous  agreements  between  SPI  and  COMPANY.

23.  APPLICABLE  LAW
This  Consulting  Agreement is executed pursuant to and shall be interpreted and
governed  for  all  purposes  by  the laws of the State of Florida for which the
Courts  shall  have jurisdiction.  If any provision of this Consulting Agreement
is  declared  void,  such provision shall be deemed severed from this Consulting
Agreement,  which  shall  otherwise  remain  in  full  force  and  effect.



_______________          ________________
        SPI                COMPANY


<PAGE>

24.  ACCEPTANCE  BY  SPI
This  Consulting  Agreement  is  not  valid or binding upon SPI unless and until
executed  by  its President or other duly authorized executive officer or SPI at
its  home  office  located  at  207  Jasmine  lane,  Longwood,Florida  32779.

25.  EXECUTION  IN  COUNTERPART;  TELECOPY-FAX
This  Consulting Agreement may be executed in counterparts, not withstanding the
date  or dates upon which this Consulting Agreement is executed and delivered by
any  of  the  parties,  and  shall  be deemed to be an original and all of which
constitute  one and the same agreement, effective as of the reference date first
written  above.  The  fully  executed  telecopy (fax) version of this Consulting
Agreement  shall  be  construed  by all parties hereto as an original version of
said  Consulting  Agreement.

26.  DISCLAIMER
SPI  is in the business of investor/public relations and other related business,
as  previously stated above, and in no way proclaims to be an investment advisor
and/or stock or securities broker.  SPI is not licensed as a stock or securities
broker  and  is  not  in  the  business  of selling such stocks or securities or
advising  as  to the investment viability or worth of such stocks or securities.


STOCKBROKER  PRESENTATIONS,INC.         AFFILIATED  RESOURCES  CORPORATION
SIGNATURE:                              SIGNATURE:

________________________________        _____________________________
TITLE:_____________DATE:______          TITLE:_________DATE:_______
WITNESSED  BY:________________          WITNESSED  BY:_____________