Skins
      Inc.

    1115
      Broadway- 12th
      Floor

    New
      York,
      NY 10010

     

    July
      30,
      2008

     

    Re: 
      Share Issuance for Finder’s Fee for CFO

     

    Dear
      Alicia Johnson,

     

    In
      accordance with our discussions, Skins Inc. (the “Company”) is pleased to
      confirm our agreement with you regarding the aforementioned
      subject.

     

    You
      have
      been engaged to search for a Chief Financial Officer for Skins Inc.


    


    Skins
      Inc. has hired a CFO candidate, Michael Solomon, through your services. If
      during a six (6) month probation period, starting on June 16, 2008, we terminate
      the employee for Cause or the employee voluntarily leaves the employment of
      Skins Inc. for any reason, you will use your best efforts to locate the Company
      a suitable replacement candidate during the remaining portion of the six month
      period. 

    


    You
      have
      agreed to be compensated solely through shares of Skins Inc. as
      follows:

    


    a. 200,000
      shares of Skins Inc. Common Stock to be issued upon the date of this letter
      agreement.

    


    b. The
      200,000 shares can only be transferred or sold after the expiration of the
      six-month probation period commencing on June 16, 2008. You understand that
      the
      transferability of the shares will also be subject to various securities laws
      and regulations. If during the six-month probation period, you fail to present
      suitable replacement candidates the shares issued to me are subject to
      forfeiture. For purposes of this agreement, “failure to present suitable
      replacement candidates shall mean arranging for interviews with no less than
      three (3) candidates for the CFO position where such candidates have experience
      and credentials similar to that of Michael Solomon.

    


    c. The
      shares will only be issued to you if such issuance is exempt under federal
      and
      state securities laws. You agree that you can sign and attest to the accredited
      investor representations attached hereto as Exhibit
      A.

    


    Miscellaneous
      Provisions:

    


    It
      is
      expressly understood and agreed by the parties that this Agreement and all
      of
      its terms shall be binding upon the parties’ respective representatives,
      executors, administrators, successors and assigns.

    


    
      
         

      

      
         

        
          

        

      

      
        
          Alicia
            Johnson

          July
            30,
            2008

          Page
            2

        

      

    

     

     

    This
      Agreement, in all respects, shall be interpreted, enforced and governed by
      and
      under the laws of the State of New York.

    


    This
      Agreement constitutes a single, integrated, written contract, expressing the
      entire agreement between the parties. In this regard, the parties represent
      and
      warrant that they are not relying on any promises or representations which
      do
      not appear written herein. The parties further understand and agree that this
      Agreement can be amended or modified only by a written agreement, signed by
      all
      of the parties hereto.

    


    This
      Agreement may be executed in one or more counterparts, which may be in the
      form
      of a facsimile. Each signed counterpart shall be enforceable as against any
      party who signed it, and all shall constitute but one and the same
      instrument.

    


    [SIGNATURE
      PAGE TO FOLLOW]

     

    
      


      
        
           

        

        
           

          
            

          

        

        
          
            Alicia
              Johnson

            July
              30,
              2008

            Page
              3

          



      

    

    
      	 	
              Very
                truly yours,

            
	 	 
	 	
              Skins
                Inc.

            
	 	 
	 	
              /s/
                Mark
                Klein                      
                

              Mark
                Klein

              Chief
                Executive Officer

            
	 	 
	
              I
                have read and accept the above terms of this letter:

            
	 	 
	
              /s/
                Alicia
                Johnson                                
                

              Signature
                of Alicia Johnson