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EXHIBIT 10.19


                       CONSULTING AND MARKETING AGREEMENT
                       ----------------------------------

THIS AGREEMENT, made and entered into as of the 21ST day of FEBRUARY, 2005 by
and between XCEL ASSOCIATES, INC., a New Jersey corporation with offices located
at 224 Middle Road, Hazlet, New Jersey 07730 ("XAI") and INGEN TECHNOLOGIES,
INC., a Georgia corporation with offices located at 285 E. County Line Rd.
Calimesa, CA 92320 ("IGTN")


                              W I T N E S S E T H:
                              - - - - - - - - - -

         WHEREAS, XAI provides consultation and advisory services relating to
business management and marketing; and

         WHEREAS,IGTN desires to utilize XAI services in connection with its
operations.

         NOW, THEREFORE, in consideration of the premises and the mutual
covenants hereinafter set forth, XAI and IGTN hereby agree as follows:


1.       CONSULTING AND MARKETING SERVICES. Effective as of the 21ST day of
         FEBRUARY, 2005 by and subject to the terms and conditions herein
         contained, XAI shall provide business management, marketing
         consultation and advisory services to IGTN. Such services shall
         include:

         (a)      Market Awareness to the Financial Community

         (b)      Assistance in Marketing of products and/or services and
                  setting up meetings with prospective clients and investors,

         In addition, XAI agrees to act as Company Contact for IGTN with regards
         to telephone inquiries and investor relations, and by providing this
         service will be fully authorized to represent IGTN in answering all
         investor related questions.

2.       PAYMENT. In consideration for the services of XAI to be provided
         hereunder, IGTN agrees to transfer to XAI 150,000 (ONE HUNDRED FIFTY
         THOUSAND) Free Trading shares of IGTN common stock each month for a
         period of SIX MONTHS, for a total of 900,000 (Nine Hundred Thousand)
         shares.


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3.       PERSONNEL. XAI shall be an independent contractor and no personnel
         utilized by XAI in providing services hereunder shall be deemed an
         employee of IGTN. Moreover, neither XAI nor any such person shall be
         empowered hereunder to act on behalf of IGTN. XAI shall have the sole
         and exclusive responsibility and liability for making all reports and
         contributions, withholdings, payments and taxes to be collected,
         withheld, made and paid with respect to persons providing services to
         be performed hereunder on behalf of IGTN, whether pursuant to any
         social security, unemployment insurance, worker's compensation law or
         other federal, state or local law now in force and in effect or
         hereafter enacted.

4.       XAI ASSISTANCE. IGTN agrees to provide XAI with such secretarial,
         clerical and bookkeeping assistance as XAI may reasonably request and
         shall otherwise cooperate with XAI personnel in their rendering of
         services hereunder. IGTN further agrees to provide XAI monthly a
         certified shareholder's list and on a weekly basis the DTC sheets (when
         available).

5.       TERM AND TERMINATION. This Agreement shall be effective from the 21ST
         day of FEBRUARY, 2005and shall continue in effect for a period of SIX
         MONTHS thereafter. This Agreement may be renewed and Optioned for an
         additional SIX MONTH term, upon mutual agreement of the parties.

6.       NON-ASSIGNABILITY. The rights, obligations, and benefits established by
         this Agreement shall not be assignable by either party hereto. This
         Agreement shall, however, be binding and shall inure to the benefit of
         the parties and their successors.

7.       CONFIDENTIALITY. Neither XAI nor any of its consultants, other
         employees, officers, or directors shall disclose knowledge or
         information concerning the confidential affairs of IGTN with respect to
         IGTN's business or finances that was obtained in the course of
         performing services provided for herein.

8.       LIMITED LIABILITY. Neither XAI nor any of its consultants, other
         employees, officers or directors shall be liable for consequential or
         incidental damages of any kind to IGTN that may arise out of or in
         connection with any services performed by XAI hereunder.

9.       GOVERNING LAW. This Agreement shall be governed by and construed in
         accordance with the laws of the State of New Jersey without giving
         effect to the conflicts of law principles thereof or actual domicile of
         the parties.


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10.      NOTICE. Notice hereunder shall be in writing and shall be deemed to
         have been given at the time when deposited for mailing with the United
         States Postal Service enclosed in a registered or certified postpaid
         envelope addressed to the respective party at the address of such party
         first above written, or at such other address as such party may fix by
         notice given pursuant to this paragraph.

11.      NO OTHER AGREEMENTS. This Agreement supersedes all prior
         understandings, written or oral, and constitutes the entire Agreement
         between the parties hereto with respect to the subject matter hereof.
         No waiver, modification or termination of this Agreement shall be valid
         unless in writing signed by the parties hereto.


IN WITNESS WHEREOF, IGTN and XAI have duly executed this Agreement as of the day
and year first above written.



                     COMPANY: INGEN TECHNOLOGIES, INC.



                     BY:  /S/ SCOTT SAND
                          -----------------------------------
                          Scott Sand, CEO & Chairman




                     XCEL ASSOCIATES, INC.



                     BY:  /S/ EDWARD MEYER, JR.
                          -----------------------------------
                          Edward Meyer, Jr., Chairman


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                              MAILING INSTRUCTIONS
                              --------------------

               Make certificates out to XCEL ASSOCIATES, INC. and
                         ship to the following address:


                                 XCEL ASSOCIATES
                                  224 MIDDLE RD
                                HAZLET, NJ 07730


            If you have any questions or concerns please call me at:

                                  732-264-3433.



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