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                                                                  EXHIBIT 10(ah)

                          INVESTMENT BANKING AGREEMENT


This Agreement is made as of this day November 30, 2001 by and between Universal
Automotive Industries, Inc., having its business office at 11859 South Central
Ave., Alsip, IL (the "Company") and J.P. Turner & Company, L.L.C., with its
principal office located at 3340 Peachtree Road, Atlanta, GA 30326 (the
"Consultant").

WHEREAS, the Company desires to retain the Consultant and the Consultant desires
to be retained by the Company, all pursuant to the terms and conditions
hereinafter set forth:

NOW THEREFORE, in consideration of the foregoing and the mutual promises and
covenants herein contained, it is agreed as follows:

1.       Retention - The Company hereby retains the Consultant to perform
         non-exclusive consulting services related to corporate finance and
         other matters, and the Consultant hereby accepts such retention and
         shall perform for the Company and the duties described herein,
         faithfully and to the best of its ability. In this regard, subject to
         paragraph 7 hereof, the Consultant shall devote such time and attention
         to the business of the Company, as shall be determined by the
         Consultant, subject to the direction of the President or Chief
         Executive Officer of the Company.

         a)       The Consultant agrees, to the extent reasonably required in
                  the conduct of the business of the Company, and at the
                  Company's request, to place at the disposal of the Company its
                  judgement and experience and to provide business development
                  services to the Company including the following:

                  (i) Review business plans and projections.

                  (ii) Review financial data as its relates to financing.

                  (iii) Advise on the Company's capital structure and on
                  alternative for raising capital.

                  (iv) Review and advise on prospective mergers and
                  acquisitions, and on any financing required to complete such
                  transactions.

                  (v) Advise on issues relating to public offerings.

                  (vi) Review managerial needs.

                  (vii) Advise on issues relating to public relations.

2.       Term - The Consultant's retention hereunder shall be for a term of
         twelve months commencing on the date of this Agreement.

3.       Compensation. The Consultant shall be compensated in accordance with
         the following schedule:

         (a)      The Company shall grant to the Consultant a warrant (the
                  "Warrant") to purchase 100,000 shares of the common stock of
                  the Company for a period of thirty-six (36) months at an
                  exercise price of $3.00 per share.

         (b)      The Company shall also re-assign pre-existing warrants to JP
                  Turner. The warrants entitle JP Turner to purchase 60,000
                  shares of the common stock of the Company at an exercise price
                  of $2.50 per share, and 60,000 shares of the common stock of
                  the Company at an exercise price of $2.75 per share. The stock
                  underlying these warrants has been registered.

         The Company also agrees, to grant to the Consultant, subject to the
         conditions listed below, the



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         right to demand registrations of the Common Stock issuable upon
         exercise of the Warrant referred to above,

         The Company also agrees, to grant to the Consultant, subject to the
         conditions listed below, the right to demand registrations of the
         Common Stock insurable upon exercise of the Warrant referred to above,
         on up two (2) occasions with all expenses of the first registration to
         be borne by the Company and all expenses of the second registration to
         be borne by the Consultant; provided, however, that such demand
         registration rights shall be exercisable after twelve (12) months from
         the date of the Agreement.

         The Company will, subject to the conditions listed below, to the extent
         necessary to permit the sale of such shares, grant "piggy back"
         registration rights to include the shares of the Common Stock insurable
         upon exercise of the Warrant in any registration statement filed by the
         Company under the Securities Act of 1933 relating to any underwriting
         of the sale of Common stock or other security. Inclusion of such shares
         is subject to the willingness of the managing underwriter(s) to include
         said shares of Common Stock. In the event that the Company after the
         date hereof grants registration rights to any other shareholder on
         terms and conditions the Consultant deems to be more favorable than
         these granted hereunder, the Company agrees to grant the same rights to
         the Consultant.

4.       Expenses - the Company agrees to reimburse the Consultant for
         reasonable expenses incurred by the Consultant in connection with the
         services rendered hereunder, including but not limited to the
         Consultant's due diligence activities with respect to the Company. Any
         such expenses shall require the prior written approval of the Company.

5.       Indemnification - Since the Consultant will be acting on behalf of the
         Company in connection with its engagement hereunder, the Company and
         Consultant have entered into a separate indemnification agreement
         substantially in the form attached hereto as Exhibit A and dated the
         date hereof, providing for the indemnification of Consultant by the
         Company. The Consultant has entered into this Agreement in reliance on
         the indemnities set forth in such indemnification agreement.

6.       Status of Consultant - The Consultant shall be deemed to be an
         independent contractor and, except as expressly provided or authorized
         in this Agreement, shall have no authority to act for or represent the
         Company.

7.       Other Activities of Consultant - The Company recognizes that the
         Consultant now renders and may continue to render financial consulting
         and other investment banking services to other companies, which may or
         may not conduct business and activities similar to those of the
         Company. The Consultant shall not be required to devote its full time
         and attention to the performance of its duties under this Agreement,
         but shall devote only so much of its time and attention as it deems
         reasonable or necessary for such purposes. The Consultant shall give
         written notice to the Company upon acceptance of any investment banking
         agreement with other companies in similar industries and businesses.
         The Consultant agrees to maintain as confidential any information it
         procures in rendering consulting services hereunder regarding the
         Company that is not generally known to the public, and agrees to not
         transmit any of such information to: (i) any employees of Consultant
         engaged in the trading of the Company's securities; or (ii) any
         competitors of the Company for whom Consultant performs consulting
         services. Consultant agrees that for so long as it provides services
         under this Agreement or owns warrants or common stock of the Company
         either directly or through affiliates, that neither Consultant nor its
         affiliates will sell short any of the Company's securities, except to
         maintain



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         and orderly market as a market maker.

8.       Control - Nothing contained herein shall be deemed to require the
         Company to take any action contrary to its Certificate of Incorporation
         or By-Laws, or any applicable statute or regulation, or to deprive its
         Board of Directors of their responsibility for any control of the
         conduct of the affairs of the Company.

9.       Notices - Any notices hereunder shall be sent to the Company and the
         Consultant at their respective addresses above set forth. Any notice
         shall be given by registered or certified mail, postage prepaid, or
         overnight receipted delivery service (such as Federal Express) and
         shall be deemed to have been given when deposited in the United States
         mail. Either party may designate any other address to which notice
         shall be given, by giving written notice to the other of such change in
         address in the manner herein provided.

10.      Governing Law - This Agreement has been made in the State of Georgia
         and shall be construed and governed in accordance with the laws thereof
         without regard to conflicts of laws.

11.      Entire Agreement - This Agreement contains the entire agreement between
         the parties, may not be altered or modified, except in writing and
         signed by the party to be charged thereby and supersedes any and all
         previous agreements between the parties.

12.      Binding Effect - This Agreement shall be binding upon the parties
         hereto and their respective heirs, administrators, successors, and
         assigns.

13.      Termination - Either party may terminate this Agreement in writing. In
         the event of termination, compensation paid to Consultant, as outlined
         above, will have been fully earned by Consultant for services rendered
         as described herein.

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

UNIVERSAL AUTOMOTIVE INDUSTRIES, INC.

By:       /s/ Arvin Scott
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Name:     Arvin Scott
         ---------------------------
Title:    President CEO
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Date:     12/18/01
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J.P. TURNER & COMPANY, L.L.C.

By:       /s/ Patrick Power
         ---------------------------
Name:     Patrick Power
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Title:    Managing Director
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Date:     12/31/01
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