EXHIBIT 10.9
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                           GRAVITY SPIN HOLDINGS, INC.
                           ---------------------------
                              2206 - 950 Cambie St.
                           Vancouver, British Columbia
                                 Canada, V6B 5X6


February 24, 2004

VIA FAX 65-6732-0086
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Michael Tan
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4 Keng Chin Rd. #02-01
Singapore 258707


Attention:  Mr. Michael Tan

Dear Sirs:

Re:    Consulting Agreement with Gravity Spin Holdings, Inc. (the "Company")
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This  correspondence  will specify the consulting  arrangement  (the "Consulting
Agreement") between the Company and Michael Tan.

The terms and conditions of the Consulting Agreement are as follows:

1.     Services.  During the Term (as  hereinafter  defined) of this  Consulting
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       Agreement,  Michael Tan (the  "Consultant")  shall provide to the Company
       consulting  services  designed  to assist the Company in  management  and
       marketing to develop the business of the Company.

2.     Term. The term of this Consulting  Agreement (the "Term") is for a period
       ----
       of three years commencing on March 1, 2004 (the "Effective Date").

3.     Payment  for  Services.  It is hereby  agreed that the  Consultant  shall
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       provide the consulting services for a monthly fee of US$8,000 (the "Fee")
       with such Fee being due and payable by the Company to the  Consultant  on
       the first business day of the month in advance. In addition, it is agreed
       that the Consultant shall be reimbursed for all expenses  incurred by the
       Consultant for the benefit of the Company (collectively,  the "Expenses")
       and which  Expenses  shall be  payable by the  Company  within 30 days of
       delivery by the Consultant of written  substantiation  on account of each
       such reimbursable Expense.




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February 24, 2004
Page 2

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4.     Confidentiality  by the  Consultant.  The Consultant  will not, except as
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       authorized or required by the Consultant's  duties  hereunder,  reveal or
       divulge  to any  person  or  companies  any  information  concerning  the
       organization,  business,  finances,  transactions or other affairs of the
       Company,  or  of  any  of  its  subsidiaries,   which  may  come  to  the
       Consultant's knowledge during the Term and during the continuance of this
       Consulting  Agreement,  and the Consultant will keep in complete  secrecy
       all confidential information entrusted to the Consultant and will not use
       or attempt to use any such  information in any manner which may injure or
       cause loss either  directly or  indirectly  to the  Company's  respective
       businesses. This restriction will continue to apply after the termination
       of this  Consulting  Agreement  without  limit  in point of time but will
       cease to apply to information or knowledge which may come into the public
       domain.

5.     Indemnification. The Company agrees to indemnify and hold Consultant (the
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       "Indemnified Person") harmless from and against losses, claims,  damages,
       liabilities,  costs,  or expenses  including  reasonable  attorney's  and
       accountant's  fees joint and several  arising out of the  performance  of
       this Consulting  Agreement,  whether or not Consultant is a party to such
       dispute.  The Company agrees that it shall also reimburse the Indemnified
       Person  for  any   attorney's   and  costs  incurred  in  enforcing  this
       Indemnification against the Company.

6.     No  Indemnification.  This indemnity  shall not apply,  however,  where a
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       court of competent  jurisdiction has made a final  determination that the
       Consultant  engaged in gross  recklessness and willful  misconduct in the
       performance  of its services  hereunder  which gave rise to loss,  claim,
       damage,  liability,  cost or exposure  sought to be recovered  hereunder.
       (But  pending  any such  final  determination,  the  indemnification  and
       reimbursement  provision of this Consulting Agreement shall apply and the
       Company shall perform its obligations  hereunder to reimburse  Consultant
       for its attorney's fees and expenses).

7.     Entire  Agreement.  This  Consulting  Agreement  sets  forth  the  entire
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       understanding of the parties  relating to the subject matter hereof,  and
       supersedes  and cancels  any prior  communications,  understandings,  and
       agreements  between the  parties.  This  Consulting  Agreement  cannot be
       modified or changed,  nor can any of its  provision be waived,  except by
       written agreement signed by all parties.



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February 24, 2004
Page 3

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If the Consultant is in accord with the forgoing,  please execute a copy of this
letter and the same will be binding on the parties.



Yours truly,
GRAVITY SPIN HOLDINGS, INC.
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Per:


      /s/ Graham Taylor
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GRAHAM TAYLOR, Director


The forgoing is hereby  agreed to effective  the 24th day of February,  2004 and
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Michael Tan declares himself bound to the terms.
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      /s/ Michael Tan
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Michael Tan, Consultant