EXHIBIT 10.35

                 CONSULTING AGREEMENT WITH EUREKA VENTURES INC.
                             DATED JANUARY 1, 2001









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                              CONSULTING AGREEMENT

MEMORANDUM OF UNDERSTANDING AND AGREEMENT dated this 1st day of January 2001.

BETWEEN:

         Timebeat.com Inc., a company incorporated under the laws of the state
         of Nevada and having an office at 711 South Carson Street, Suite 4,
         Carson City Nevada 89701.

         Timebeat.com Enterprises Inc., a company incorporated under the laws of
         Yukon Canada and having an office at 580 Hornby Street, Suite 200
         Vancouver British Columbia V6C 3B6 .

         (hereinafter collectively called the "Company")

                                                      OF THE FIRST PART

AND:     Eureka Ventures Inc., a company wholly owned by Thomas L. Crom and
         incorporated under the laws of the state of Nevada and having an office
         at 711 South Carson Street, Suite 4, Carson City Nevada 89701

         (hereinafter called the "Consultant")

                                                       OF THE SECOND PART

WHEREAS:

    A.   The Company wishes to retain the services of the Consultant.

         And;

    B.   The Consultant, who has more than twenty (20) years of experience in
         accounting and financial services wishes to provide its services to the
         Company as requested by the Company.

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and
of the mutual covenants hereinafter contained, the parties hereto agree as
follows:

1.0      CONFIRMATION OF SERVICES


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1.1      The Company hereby confirms the engagement of the Consultant and the
         Consultant hereby accepts such engagement upon the terms and conditions
         set forth herein.


2.0      TERM

2.1      The contract will commence from January 1, 2001 and continue July 31,
         2001 (the "Term") or until earlier terminated according to the
         provisions contained herein.

2.2      If at the end of the Term, the Consultant and the Company mutually
         agree to extend the Agreement, unless otherwise amended in writing,
         this Agreement will be continued on a month-to-month basis during the
         extended term and may be terminated anytime by the Consultant or the
         Company, by giving thirty (30) days written notice to the other part.

2.3      For the purposes of this agreement, "Term" will include any extension
         pursuant to paragraph 2.2 herein.

3.0      DUTIES

3.1      The consulting services that the Consultant will provide to the Company
         when called upon by the Company's Board of Directors will be in the
         area of accounting and financial services.

3.2      The Consultant will report to the Directors of the Company and take
         specific direction from the Board or the Board's designee.

3.3      When the Consultant is performing a task at the direction of the Board
         of Directors, the Consultant will prepare a written report to be
         delivered to the Directors monthly until that task is completed.

4.0      COMPENSATION

4.1      In consideration of the consulting services that the Board of Directors
         may call upon the Consultant to perform for the Company, the Consultant
         will be compensated for his time and efforts as follows:

              a) $3,000 (US) per month from Timebeat.com Enterprises Inc and
              $1,000 per month from Timebeat.com Inc,

              b) reimbursement of $250 (US) from Timebeat.com Enterprises Inc
              and Timbeat.com Inc for miscellaneous office costs such as copies
              and

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              telephone.

              c) all expenses, including but not limited to, travel, lodging,
              food, and entertainment on behalf of the Company, including all
              out-of-pocket expenses.



5.0      TERMINATION

5.1      The Company may terminate this Agreement immediately:

              a)   if the Consultant is convicted by a Court-of-Law with respect
                   to an offense involving fraud; or

              b)   for a breach by the Consultant, not remedied within thirty
                   (30) days of notification, of any of the covenants, terms or
                   conditions in this Agreement.

5.2      The Consultant may give thirty (30) days written notice of her
         intention to terminate this Agreement at, which date, this Agreement
         will be terminated. The Company's liability to the Consultant will be
         limited to all unpaid compensation and expenses to the date of
         termination of this Agreement.

5.3      If the Consultant dies prior to the expiration of the Term, his estate
         will be paid any outstanding compensation and expenses owed to the
         Consultant.

5.4      The Consultant will, forthwith upon the expiration of this Agreement,
         return to the Company documents, materials and other property given to
         the Consultant, during the term of this Agreement, belonging or
         relating to the Company.

6.0      CONFIDENTIALITY

6.1      The Consultant will not, during the Term of this Agreement, disclose to
         any person, firm, or corporation any information that she may acquire
         concerning the business of the Company that is not in the public
         domain.

6.2      The Company acknowledges that the Consultant has other clients for whom
         she may provide similar services, who are in similar or substantially
         the same business as the Company. The Consultant will use her best
         efforts to maintain confidentiality of Company documents and
         activities.


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7.0      GENERAL

7.1      Any materials, trade secrets, or other information provided by the
         Company to the Consultant during the Term will be the exclusive
         property of the Company.

7.2      The Consultant will be reimbursed for all traveling, promotional or
         other expenses incurred by him in connection with her duties hereunder.

7.3      All notices will be sent by registered or certified mail, return
         receipt required, from any post office in the continental United
         States, and addressed to the parties at their respective addresses set
         out above. Any such notice will be deemed received on the date set
         forth on the signed receipt. If no received date is entered on the
         return receipt, then, the notice will be deemed received seven (7)
         business days from the date of the original mailing. If there should be
         a mail strike between the day the time of mailing and the actual
         receipt of such notice, then, the notice will be resent via "Courier"
         such as Federal Express, requiring a signature and dated receipt of
         delivery.

7.4      The provisions of this Agreement will enure to the benefit of and be
         binding upon the parties hereto and their respective heirs, executors,
         administrators, legal representatives and successors.

7.5      The headings appearing in this Agreement have been inserted for
         reference and as a matter of convenience and in no way define, limit or
         enlarge the scope of any provision of this Agreement.

7.6      The invalidity or unenforceability of any provision of this Agreement
         will not effect the validity or enforceability of any other provision
         hereof and such valid provision will be deemed to be in full force and
         effect.

7.7      This Agreement contains the entire Agreement of the parties with
         respect to the subject matter hereof and superseded any prior
         understanding, agreement, statement or representation by or between
         them, whether written or oral.

7.8      This Agreement will not be modified or varied except by an instrument
         in writing executed by both parties.

7.9      This Agreement will be governed by and construed in accordance with the
         laws of the state of Nevada.

7.10     Timebeat.com Enterprises Inc., a company incorporated in the Territory
         of Yukon and regulated by the Canadian Venture Stock Exchange.  If so
         required this Agreement will be subject to the approval of the Canadian
         Venture Stock

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         Exchange.

7.11     This Agreement replaces all prior written or verbal agreements between
         the Consultant and the Company.




IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day
and year set out above.



Timebeat.com Inc.

By:  /s/ MICHELE ALBO                     By:
   ----------------------------------        -------------------------------

Title:  Director                          Title:
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SIGNED by Thomas L. Crom :


/s/ THOMAS L. CROM
--------------------------------------
Thomas L. Crom, President and sole shareholder of
Eureka Ventures, Inc.






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