CONSULTING AGREEMENT

     THIS  CONSULTING  AGREEMENT  is entered into between Cal Bay International,
Inc.,  a  Nevada  Corporation  (the  "Company"),  and  Jennifer  Crone,  (the
"Consultant"),  effective  this  2nd  day  of  February,  2004.

                                   WITNESSETH:

     WHEREAS,  the  Company desires to retain the services of the Consultant and
the  Consultant  desires  to  provide services to the Company upon the terms and
conditions  provided  herein.

     NOW,  THEREFORE,  in  consideration  of  the  premise  and  the  covenants
hereinafter  contained,  the  parties  agree  as  follows:

1.   CONSULTING  SERVICES.  The Consultant agrees to provide consulting services
     --------------------
     to the Company during the term of this Agreement. The nature of services to
     be  Provided  include:

     i.   Business  consulting  and  investor  relation  services

2.   EXTENT  OF SERVICES. The Consultant shall personally provide the consulting
     -------------------
     services  Described  herein. The Company understands that the nature of the
     services  to  be  provided  are  part  time and that the Consultant will be
     engaged in other business and consulting activities during the term of this
     Agreement.

3.   TERM.  The  term of this Agreement shall commence as of the date hereof and
     ----
     shall  Continue  through  February  2,  2005,  unless  sooner terminated as
     provided  herein.

4.   CONSIDERATION.  In consideration of the execution of the Agreement, and the
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     performance  of  the  obligations hereunder, the Consultant shall receive a
     fee  of  750,000  common  shares  of  the  Company.

5.   EXPENSES.  The  Company  shall  pay  or  reimburse  the  Consultant for all
     --------
     reasonable  travel,  business  and  miscellaneous  expenses incurred by the
     Consultant  in performing its duties under this Agreement, subject to prior
     approval.

6.   STATUS.  Except  as  otherwise  may  be agreed, the Consultant shall at all
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     times  be  in  an independent contractor, rather than a co-venturer, agent,
     employee  or  representative  of  the  Company.

7.   NOTICES.  Any  notice  required or desired to be given under this Agreement
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     shall  be in writing and shall be deemed given when personally delivered or
     sent  by certified or registered mail or overnight courier to the following
     addresses, or such other address as to which one part may have notified the
     other  in  such  manner.

     If  to  the  Company:     Cal  Bay  International,  Inc.
                               Attn:  Robert  Thompson
                               1582  Parkway  Loop,  Suite  G
                               Tustin,  CA  92780


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     If  to  the  Consultant:  Jennifer  Crone
                               2716  Rew  Circle,  Suite  #  101
                               Ocoee,  Florida  34761

8.   APPLICABLE  LAW.  The  validity,  interpretation  and  performance  of this
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     Agreement  shall be controlled by and construed under the laws of the State
     of  Nevada  without  regard  to  its  conflict  of  law  provisions.

9.   BINDING  EFFECT. This Agreement shall be binding upon the parties and their
     ---------------
     respective  personal  representatives,  successors,  and  assigns.

10.  ENTIRE  AGREEMENT.  This Agreement contains the entire understanding of the
     -----------------
     parties  with  respect  to its subject matter. It may not be changed orally
     but  only  by  an  agreement  in  writing  signed by the party against whom
     enforcement of any waiver, change, modification, extension, or discharge is
     sought.

IN  WITNESS WHEREOF, each of the parties has executed this Agreement on the date
first  above  written.


                         CAL  BAY  INTERNATIONAL,  INC.



                         BY:/S/  Robert  Thompson
                         ----------------------------
                         ROBERT  THOMPSON,  PRESIDENT





                         BY:/S/  JENNIFER  CRONE
                         -------------------------------
                         JENNIFER  CRONE,  CONSULTANT


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