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


This  Consulting  Agreement (the  "Agreement") is made and entered into this 5th
day of January, 2004

BETWEEN:

       The Holtermann Group, a businessman residing in Frankfurt, Germany
       --------------------

                  (hereinafter referred to as the "Consultant")

                                OF THE FIRST PART

AND

   T & G2, a company incorporated pursuant to the laws of the State of Nevada.
   ------
                    (hereinafter referred to as the "Client")

                               OF THE SECOND PART


WHEREAS the  Consultant  and Client are  desirous  that the  Consultant  provide
certain services to the Client as set out herein.

NOW THEREFORE,  in consideration of the mutual promises and agreements set forth
herein, and other good and valuable  consideration,  the receipt and sufficiency
of which is hereby acknowledged, the parties agree as follows:


                             I. CONSULTING SERVICES
                             ----------------------

The Client hereby  retains the  Consultant as an  independent  consultant to the
Client and the  Consultant  hereby  accepts  and agrees to such  retention.  The
Consultant shall:

(a)  Develop a  marketing  plan for the  expansion  of the  Clients  business to
     Europe;
(b)  Introduce  the business of the Client to  Consultants  contacts  throughout
     Europe, Asia and South America;
(c)  Introduce Client to Consultant's German contacts for the purpose concluding
     a  joint-venture  relationship,  licensee or  distributor  for  carrying on
     business in Germany and assist in such negotiations;
(d)  Identify  companies  and/or  product  lines that Client might  acquire that
     would  be  complimentary  to the  Client's  business  and  assist  in  such
     acquisitions.


                     II. TIME, MANNER AND PLACE PERFORMANCE
                     --------------------------------------

The Consultant  provides  services similar to those provided for herein to other
clients that may include publicly traded  companies.  The Client agrees that the
Consultant  does not and  shall  not be  required  to  devote  its full time and
efforts to the Client. The Consultant shall devote such time to the Client as is
reasonable  and  necessary  to provide  the  Consulting  Services to the Client.
Consultant  shall be  available  for advice  and  counsel  to the  officers  and
directors of the Client at such  reasonable and  convenient  times and places as
may mutually be agreed upon.


                           III. TERM OF THE AGREEMENT
                           --------------------------

The Term of this Agreement  shall be twelve (12) months,  commencing on the date
of this  Agreement  set  forth  above  ending  twelve  months  of such date (the
"Term"), subject however, to prior termination as provided in Section IX of this
Agreement.


<PAGE>




                                IV. COMPENSATION
                                ----------------

In consideration of the Consulting  Services to be provided to the Client by the
Consultant, Client hereby agrees to compensate Consultant as follows:

$50,000 USD payable as follows:

     a.   Client  shall issue  registered  common  shares of the Client,  issued
          under S-8, upon the signing of this Agreement. The number of shares is
          to be up to two (2) million  with a ten percent  discount and shall be
          issued according to Exhibit A


                          V. DISCLOSURE OF INFORMATION
                          ----------------------------

The Consultant  recognizes and acknowledges  that it has and will have access to
certain  confidential  information of the Client's and its  affiliates  that are
valuable,  special  and  unique  assets  and  property  of the  Client  and such
affiliates  ("Confidential  Information").  The Consultant  will not, during and
after the term of this Agreement, disclose, without the prior written consent or
authorization of the Client, any Confidential  Information to any person, except
authorized  representatives of the Consultant or its affiliates,  for any reason
or purpose whatsoever. In this regard, the Client agrees that such authorization
or  consent  to  disclose  may be  conditioned  upon the  disclosure  being made
pursuant to a secrecy agreement,  protective order,  provision of statute, rule,
regulation or procedure  under which the  confidentiality  of the information is
maintained in the hands of the person to whom the information is to be disclosed
or in compliance with the terms of a judicial order or  administrative  process.
Any information which has been disclosed to the public by the Client or upon the
authorization of the client shall not be considered Confidential Information.


                           VI. NATURE OF RELATIONSHIP
                           --------------------------

Nothing in this Agreement shall render any party a general partner of the other.
Except as set forth in this  Agreement  neither  party is nor shall be a general
agent for the other and neither party is given authority to act on behalf of the
other.  The Consultant is retained by the Client in an independent  capacity and
except  as set forth in this  Agreement;  Consultant  shall  not enter  into any
agreement or incur any obligation on behalf of the Client.


                            VII. CONFLICT OF INTEREST
                            -------------------------

This  Agreement  is  non-exclusive.  The  Consultant  shall  be free to  perform
services for other  companies and persons.  Consultant will use its best efforts
to avoid conflicts of interest. Client agrees that it shall not be a conflict of
interest  that  Consultant  devotes time and  resources to companies and persons
other than Client. In the event that Consultant  believes a conflict of interest
arises which may affect the  performance of the Consulting  Services for Client,
Consultant  shall promptly  notify the Client of such  conflict.  Upon receiving
such notice,  the Client may terminate  this  Agreement  pursuant to Section XI.
Failure  to  terminate  this  Agreement  within 30 days of  notification  of any
conflict  of interest  shall  constitute  the  Client's  ongoing  consent to the
Consultant's continued activities, which would be in conflict with client.


            VIII. INDEMNIFICATION FOR SECURITIES LAWS VIOLATIONS AND
            --------------------------------------------------------
                             LIMITATION OF LIABILITY
                             -----------------------

a.   The Client agrees to indemnify and hold harmless the Consultant against any
     losses, claims,  damages,  liabilities and/or expenses (including any legal
     or other expenses  reasonably  incurred in  investigating  or defending any
     action or claim in  respect  thereof)  to which the  Consultant  may become
     subject  under the  Securities  Act of 1933 as  amended  or the  Securities
     Exchange  Act of 1934 as amended  or German  legislation  and  regulations,
     because  of  actions  of the  Client  or its  agent(s),  Client's  material


                                                                               2
<PAGE>




     publicly  available to the Consultant,  or materials provided to Consultant
     by Client for use by Consultant in its performance under this Agreement.

b.   The  Consultant  agrees to indemnify  and hold the Client and each officer,
     director and  controlling  person of the Client against any loses,  claims,
     damages, liabilities and/or expenses (including any legal or other expenses
     reasonability incurred in investigating or defending any action or claim in
     respect  thereof)  to  which  the  Client  of  such  officer,  director  or
     controlling  person may become  subject under the Securities Act of 1933 as
     amended  or the  Securities  Exchange  Act of 1934  as  amended  or  German
     legislation and regulations, solely because of actions of the Consultant or
     his agent (s).


                                 IX. TERMINATION
                                 ---------------

Notwithstanding Section III of this Agreement, this Agreement may be terminated:

     a.   By the  Client for any reason  upon 30 days  prior  written  notice to
          Consultant.

     b.   By Consultant  upon 30 days prior written  notice to the Client in the
          event;

          (i)  Client  requests  Consultant  to  perform  acts  or  services  in
          violation of any law, rule, regulation, policy or order of any federal
          or state regulatory agency,

          (ii) Client distributes to the public information  containing material
          misrepresentations or omissions, or

          (iii) Client is engaging in conduct in violation of any law, including
          rules,  regulations,  orders  and  policies  of any  federal  or state
          regulatory agency.


                                   X. NOTICES
                                   ----------

Any notices  required or  permitted  to be given under this  Agreement  shall be
sufficient  if in writing  and  delivered  via FAX,  to the FAX number set forth
below, or if sent by registered or certified mail, return receipt requested,  to
the address set forth below.

          a.   If to Consultant:


          b.   If to Client:
          One Anderson Road
          Bernardsville, NJ 07924
          Fax: (908) 508-0718


                               XI. APPLICABLE LAW
                               ------------------

This  Agreement  shall be  interpreted  and  construed  in  accordance  with and
pursuant to the laws of the State of New Jersey.


                                XII. ARBITRATION
                                ----------------

Any  dispute,  difference  or question  which may arise at any time  hereinafter
between the Shareholders touching on the true construction of this Agreement and
the respective rights and obligations of each party hereto to the other shall be
referred to and settled by binding  arbitration  under the American  Arbitration
Association.  No arbitration  shall be commenced until the aggrieved party shall
send to the other party a written  notice  describing  the problem and stating a
proposed solution ("Settlement  Notice"). For Thirty (30) days after the sending


                                                                               3
<PAGE>




of the  Settlement  Notice,  the parties shall try to settle the dispute in good
faith.  During this Thirty (30) day settlement period,  each party shall send to
the other an additional  written notice with further  proposal for resolving the
dispute and  responding in detail to the last  proposal of the other party.  The
contents of the Settlement Notice and of all discussions and writings during the
Thirty  (30) day  settlement  period  shall be  without  prejudice  and shall be
privileged as settlement discussion and may not be used in any legal proceedings
or  arbitration.  The place of  arbitration  shall be in the  State of  Florida.
Judgement  on the  Arbitral  award may be  entered  in any court in the State of
Florida  or in any court  having  jurisdiction.  The  parties  hereby  waive all
defences  as  to  personal  jurisdiction,  venue  and  sovereign  immunity  from
attachment,  exception and  jurisdiction in any proceeding to confirm or enforce
the award.  The laws of the State of Florida  shall govern all issues during the
arbitration.  The decision of the  Arbitrator  shall be final and finding on the
parties.


                               XIII. SEVERABILITY
                               ------------------

The provisions contained herein are severable and in the event any of them shall
be  held  invalid,  the  Agreement  shall  be  interpreted  as if  such  invalid
provisions were not contained herein.


                              XIV. ENTIRE AGREEMENT
                              ---------------------

This entire  Agreement  constitutes  and embodies the entire  understanding  and
agreement of the parties and supersedes  and replaces all prior  understandings,
agreements and negotiations of the parties.  This Agreement may not be modified,
except in writing and signed by all parties hereto.


                                XV. COUNTERPARTS
                                ----------------

This Agreement may be executed in  counterparts,  each of which shall constitute
and be deemed an original,  but both of which taken together shall constitute to
one and the same document.

IN WITNESS  WHEREOF,  the parties  hereto have duly executed and delivered  this
Agreement the day and year first above written.

     CONSULTANT


     -------------------------------------
     Alexander Holtermann, CONSULTANT


     CLIENT

     T & G2

     By:
        ----------------------------------------
           James M. Farinella, President/ CEO
















                                                                               4
<PAGE>






                                    Exhibit A
                                    ---------

Payment
-------

               I.   For business development, strategic planning and other
                    consulting work to be accomplished, the Company will grant
                    the Consultant the option to purchase, from the Company, One
                    million Five hundred thousand (1,500,000) shares of TTGG
                    common-stock issued under Reg. S-8 at the greater of $.10 or
                    a ten percent discount to the previous five day average
                    daily trading price of The Company's stock upon exercise of
                    such options. Consultant is to receive a total of One
                    million Five hundred thousand (1,500,000) options for the
                    one year period of this Agreement. If Agreement is
                    terminated at one of the above designated times for such
                    termination, any remaining options, of the total One million
                    Five hundred thousand (1,500,000), will then be retired.


               II.

               III. The Company hereby irrevocably agrees not to circumvent,
                    avoid, bypass or obviate directly or indirectly, the intent
                    of this Agreement, to avoid payment of fees, in any
                    transaction with any corporation, partnership or individual,
                    introduced by the Consultant to the Company in connection
                    with any project, any loans or collateral or funding, or any
                    other transaction involving any products, transfers or
                    contracts, or third party assignments thereof.






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<PAGE>






                                  ATTACHMENT A
                                  ------------


     It is hereby acknowledged that the compensation for the services identified
in the  foregoing  Agreement  will be in the form of T&G2,  Inc.  Class A Common
Stock registered on From S-8.  Accordingly,  the Consultant  represents that the
services to be performed  under the Agreement are eligible  services as required
by Form S-8, and that the stock,  when  issued,  must be issued in the name of a
"natural person" as defined by the applicable securities laws.

     The Consultant  represents that none of the compensation received hereunder
                                     ----
is for  promoting  or  maintaining  a market  in the  stock of  T&G2,  Inc.  The
Consultant,  under the terms of this  Agreement  is not being  retained  to find
                                                    ---
investors;  provide investor  relations or shareholder  communication  services;
promote T&G2, Inc.'s stock through newsletters;  or as part of a capital raising
scheme.

     Additionally,  the Consultant  represents that, with regard to the stock to
be registered as compensation for the services rendered  hereunder,  (i) neither
T&G2,  Inc.,  or a promoter  of its stock,  will direct the resale in the public
market of the stock  received  under this  Agreement as  compensation;  and (ii)
T&G2,  Inc.  will not receive  any portion of the  proceeds of the resale of the
stock issued as compensation hereunder.

     The Consultant  acknowledges that T&G2, Inc., and its counsel, will rely on
these  representations  when filing the Form S-8 to register the shares that are
received as compensation.




                                                CONSULTANT



                                                ------------------------------