BUSINESS CONSULTANT AGREEMENT

January  1,  2004
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     THIS  AGREEMENT, dated this 1st day of January, 2004, ("Agreement"), by and
between  Denali Concrete Management, Inc., ("Company"), whose principal place of
business  is  Anchorage,  AK  and Raymond Smith, ("Consultant"), whose principal
place  of  business  is  Anchorage, AK, do hereby covenant and agree as follows:

     1.     Consultation Services:  The Company hereby retains the Consultant to
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perform  the  following  services:
     The Consultant will consult with the Company concerning matters relating to
performing  due  diligence  on  businesses;  and  generally any matters business
arising  out  of  the affairs of said businesses, including business evaluation,
business  plan  development  and  implementation, corporate structure, research,
development  and  improvement  of  the  Company's  business.

     2.     Terms  of Agreement: This Agreement shall commence on the 1st day of
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January, 2004, and will terminate on the 1st day of January, 2005.  Either party
may  cancel  this  Agreement  upon thirty (30) days written notice, by certified
mail  or  hand-delivery  to  the  other  party.

     3.     Place  Where Services Will Be Rendered:  The Consultant will perform
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most  services  in  accordance with this Agreement at the Consultant's places of
business.  In  addition,  the Consultant will perform services on the telephone,
email,  and  at  such  other  places  as  deemed  prudent  by  the Consultant in
performing  services  in  accordance  with  this  Agreement.

     4.     Payment  to  Consultant:     The  Consultant  will  be  paid  up  to
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$150,000  for  work  performed  in  accordance with this Agreement.  The Company
shall  pay  for  additional  itemized expenses related to the performance of the
Consultants  services, including, but not limited to, postage, telephone, travel
and  entertainment  expenses.  The Company agrees to make payment within 15 days
of  time  of  receipt  of  written  statement from Consultant itemizing fees and
expenses.

     5.     Independent  Contractor:     Both  the  Company  and  the Consultant
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agree  that  the  Consultant  will  act  as  an  independent  contractor  in the
performance  of  its  duties  under this Agreement.  Accordingly, the Consultant
shall  be  responsible  for  payment of all taxes, including federal, state, and
local  taxes.

     6.     Confidential  Information:     The  Consultant  agrees  that  any
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information  received  by  the  Consultant  in  furtherance  of the Consultant's
obligations  in  accordance  with  this  Agreement,  which  concerns the person,
financial  or other affairs of the Company, will be treated by the Consultant in
full  confidence  and  will  not  be  revealed  to  any  other persons, firms or
organizations.


<PAGE>

     7.     Employment  with  Others:     The  Company  may  from  time to time,
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request  that  the  Consultant  arrange  for  the  services  of  others.  All
pre-approved  costs  to  the  Consultant  for those services will be paid by the
Company,  but  in no event, shall the Consultant employ others without the prior
authorization  of  the  Company.

     8.     Governing  Law:        All  matters  pertaining  to  this  Agreement
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(including  its  interpretation, application, validity, performance and breach),
shall  be governed by, construed and enforced in accordance with the laws of the
State  of Alaska.  The parties herein waive trial by jury and agree to submit to
the  personal  jurisdiction  and venue of a court of subject matter jurisdiction
located  in  the  State  of  Alaska.

     9.     Signatures:     Both  the  Company  and  the Consultant agree to the
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above  Agreement



/s/  Spencer  R.  Martin
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Spencer  R.  Martin
     COMPANY




/s/  Raymond  Smith
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Raymond  Smith
     CONSULTANT