Exhibit 10.3

                              CONSULTING AGREEMENT

Agreement  made as of this  23rd day of  August,  2003 by and  between  Freestar
Technologies,  Inc., a Nevada  corporation,  24 Fantino  Falco,  Santo  Domingo,
Dominican Republic  ("Contractor")  Margaux Investment  Management Group S.A., 9
Rue de Commerce, P.O. Box 5837, CH-1211 Geneva 11, Switzerland ("Contractee").

                                   WITNESSETH

WHEREAS,  Contractor  seeks ready access to expertise in the European  Market in
areas  of  ,  corporate  finance,   market  awareness,   strategic  partnership,
distribution channels, potential clients and strategic planning; and

WHEREAS,   Contractee  has  preeminent  contacts  within  the  capital  markets,
investment  community,  major  financial  institutions,  distribution  channels,
qualifying Contractee to provide consulting services for the above mentioned.

Now,  therefore,  in  consideration  of the premises and the mutual promises and
covenants contained herein and subject  specifically  thereby, the parties agree
as follows:

1) CERTAIN DEFINITIONS.  When used in this Agreement,  the following terms shall
have the meanings set forth below:

      1.1 AFFILIATE-any person or entities controlled by a party.

      1.2 CONTRACTOR-the Contractor who uses the services of Contractee.

      1.3 CONTRACTOR  CLIENTS-the  Contractor's  clients who use the services of
      Contractee through the Contractor.

      1.4  EXTRAORDINARY  EXPENSES-expenses  that are beyond those expenses that
      are usual, regular, or customary in the conduct of the in-house activities
      in fulfillment of the scope of the Agreement.

      1.5 EQUITY-cash,  securities or liquid assets, specifically excluding real
      property.

      1.6  PAYMENT  OR  PAYABLE  OF  KIND-distribution  of  the  proceeds  of  a
      transaction   in  the  same  type  and  form  as  was  given  as  valuable
      consideration for the transaction.

2) CONTACT PERSONS.  The Contact Person for Contractor is Paul Egan. The Contact
Person for Contractee is Carl Hessel

3) SERVICES TO BE RENDERED BY CONTRACTEE.  Services to be rendered by Contractee
are as follows:

      3.1  PERFORMANCE.  The parties agree that  performance of Contractee shall
      not be based on the price of the stock and not to affect  the price of the
      stock..  Contractor understands that Contractee has no control with regard
      to the price of these securities.

      3.2  ADVICE AND  COUNSEL.  Contractee  will  provide  advice  and  counsel
      regarding  Contractor's  strategic business and marketing plans,  strategy
      and  negotiations  with potential,  clients/distributors,  users\endusers,
      candidates, joint ventures, corporate partners, investors and capitalists.

      3.3 INTRODUCTION TO THE WHOLESALE/RETAIL COMMUNITY. Contractee has a close
      association with wholesale/retailers and investment professionals and will
      enable contact between  Contractor and\or Contractor Clients to facilitate
      business  transactions among them.  Contractee shall use their contacts in
      the capital  markets to assist  Contractor in  establishing  relationships
      therein.  Contractee understands that this is in keeping with Contractor's
      business objective to establish a global network.

                                       1

<PAGE>

      3.4 MARKET INTELLIGENCE.  Contractee knows the capital markets through its
      network  and will  monitor  and react to market  developments  on a timely
      basis  and  provide  advice,  counsel  and  proprietary   intelligence  to
      Contractor  in  a  timely  fashion.   Contractor   understands  that  this
      information  is  available  from  other  sources  but  acknowledges   that
      Contractee  can provide it in a more timely  fashion and with  substantial
      value-added   interpretation   of   such   information.    The   foregoing
      notwithstanding,  no  information  will be  provided  to  Contractor  with
      respect to the  activities  of any other  Contractee  customer's  accounts
      without such customer's prior consent.

      3.5  CONTRACTOR   AND/OR  CONTRACT   CLIENT   TRANSACTION  DUE  DILIGENCE.
      Contractee  will  undertake  due  diligence on all  proposed  transactions
      affecting  the  Contractor,  including  investigation  and  advice  on the
      financial, valuation and price implications thereof.

      3.6 ADDITIONAL DUTIES. Contractor and Contractee shall mutually agree upon
      any additional duties,  which Contractee may provide for compensation paid
      or  payable  by  Contractor   under  this   Agreement.   Such   additional
      agreement(s)  may,  although there is no requirement to do so, be attached
      hereto and made a part hereof as Exhibits beginning with Exhibit "A".

      3.7 BEST  EFFORTS.  Contractee  shall devote such time and best efforts as
      may be  reasonably  necessary to perform its  services.  Contractee is not
      responsible  for the  performance  of any services,  which may be rendered
      hereunder  without  Contractor  providing the necessary  information prior
      thereto.  Contractee  cannot guarantee results on behalf of Contractor but
      shall  pursue all  avenues  available  through  its  network of  financial
      contacts.  At such time as an interest is expressed in Contractor's needs,
      Contractee shall notify  Contractor and advise it as to the source of such
      interest and any terms and conditions of such interest. The acceptance and
      consummation  of any transaction is subject to acceptance of the terms and
      conditions  by  Contractor.  It  is  understood  that  a  portion  of  the
      compensation  to be paid  hereunder  is being paid by  Contractor  to have
      Contractee remain available to assist it with transactions on an as-needed
      basis.

4) COMPENSATION TO CONTRACTEE.

      4.1 INITIAL  FEE.  Contractor  does agree to pay  Contractee a fee of five
      million  (5,000,000)  shares per year of Freestar  Technology  Corporation
      common  stock  subject to Rule 144, the contract is for 24 months and fees
      are payable in advance upon  execution  hereof for  Contractee's  retainer
      necessary for  Contractee to provide the services  herein.  Contractor and
      Contractee, agree the aforementioned shares will be issued to Contractee..

      4.2 ADDITIONAL  FEES.  Contractor and Contractee shall mutually agree upon
      any additional  fees,  which Contractor may pay in the future for services
      rendered by Contractee under this Agreement.  Such additional agreement(s)
      may,  although there is no  requirement  to do so, be attached  hereto and
      made a part hereof as Exhibits  beginning with Exhibit "A". A period of 45
      days has been set aside for the completion of a commission structure to be
      completed.

      4.3 EXTRAORDINARY EXPENSES.  Extraordinary expenses of Contractee shall be
      submitted to Contractor  for approval  prior to  expenditure  and shall be
      paid  by   Contractor   within  ten  (10)  business  days  of  receipt  of
      Contractee's request for payment.

                                      2

<PAGE>

5) INDEMNIFICATION.  Each party shall hold the other party harmless from
and against,  and shall  indemnify the other party for, any liability,  loss and
costs,  and expenses or damages  however caused by reason of any injury (whether
to body, property,  personal or business character,  or reputation) sustained by
any person or to any person or property by reason of any act of neglect, default
or  omission  of it or any of its agents,  employees,  or other  representatives
arising out of or in relation to this  Agreement.  Nothing herein is intended to
nor shall it relieve  either party from  liability for its own act,  omission or
negligence.  All remedies  provided by law or in equity shall be cumulative  and
not in the alternative.

6)  CONTRACTOR  REPRESENTATIONS.  Contractor  hereby  represents,  covenants and
warrants to Contractee as follows:

      6.1  AUTHORIZATION.  Contractor and its signatories herein have full power
      and  authority  to  enter  into  this  Agreement  and  to  carry  out  the
      transactions contemplated hereby.

      6.2 NO VIOLATION. Neither the execution and delivery of this Agreement nor
      the consummation of the transactions  contemplated hereby will violate any
      provision  of the charter or by-laws of  Contractor  or violate,  or be in
      conflict with, or constitute a default under,  any agreement or commitment
      to which  Contractor  is a party,  or  violate  any  statute or law or any
      judgment,  decree,  order,  regulation  or rule of any court or government
      authority.

      6.3 AGREEMENT IN FULL FORCE AND EFFECT. All contracts,  agreements, plans,
      leases,  policies and licenses  referenced herein to which Contractor is a
      party are valid and in full force and effect.

      6.4  LITIGATION.  Except as set forth  below,  there is no  action,  suit,
      inquiry,   proceeding  or   investigation   by  or  before  any  court  of
      governmental or other  regulatory or  administrative  agency or commission
      pending  or to the best  knowledge  of  Contractor  threatened  against or
      involving  Contractor,  or which  questions or challenges  the validity of
      this Agreement and its subject  matter;  and  Contractor  does not know or
      have any reason to know if any valid basis for any such action, proceeding
      or investigation exists.

      6.5 CONSENTS. No consent of any person, other than the signatories hereto,
      is necessary to the consummation of the transactions  contemplated  hereby
      including, without limitation,  consents from parties to loans, contracts,
      leases or other agreements and consents from government agencies,  whether
      federal, state or local.

      6.6  CONTRACTEE'S  RELIANCE.   Contractee  has  and  will  rely  upon  the
      documents,  instruments and written information furnished to Contractee by
      the Contractor's officers or designated employees and:

            6.6.1  CONTRACTOR  MATERIAL.   All  representations  and  statements
            provided  about   Contractor   are  true,   complete  and  accurate.
            Contractor   agrees  to  indemnify,   hold   harmless,   and  defend
            Contractee,  its  officers,   directors,   agents,  consultants  and
            employees at  Contractor's  expense for any proceeding or suit which
            may  arise  out

                                        3

<PAGE>

            of any inaccuracy or  incompleteness of any such material or written
            information supplied to Contractee; and

            6.6.2 CONTRACTOR CLIENT AND OTHER MATERIAL.  All representations and
            statements provided, other than about Contractor, are to the best of
            its knowledge true, complete and accurate.

7)  CONFIDENTIALITY.  Contractee and Contractor each agree to provide reasonable
security  measures  to  keep  information  confidential  whose  release  may  be
detrimental to the business.  Contractee and Contractor shall each require their
employees,  agents, affiliates,  subcontractors,  other licenses, and others who
will properly have access to the information  through  Contractee and Contractor
respectively,   to  first  enter  into  appropriate   non-disclosure  agreements
requiring the confidentiality contemplated by this Agreement in perpetuity.

8) MISCELLANEOUS PROVISIONS.

      8.1 AMENDMENT AND MODIFICATION.  Subject to applicable law, this Agreement
      may  be  amended,  modified  and  supplemented  by  written  agreement  of
      Contractee and Contractor or by their duly authorized respective officers.

      8.2 WAIVER OF  COMPLIANCE.  Any failure of  Contractee on the one hand, or
      Contractor  on the other,  to comply  with any  obligation,  agreement  or
      condition  herein may be expressly  waived in writing,  but such waiver of
      failure to insist upon strict  compliance with such obligation,  covenant,
      agreement or condition  shall not operate as a waiver of, or estoppel with
      respect to, any subsequent or other failure.

      8.3 OTHER  BUSINESS  OPPORTUNITIES.  Except as expressly  provided in this
      Agreement,  each party hereto shall have the right independently to engage
      in and receive full benefits from business activities.

      8.4 COMPLIANCE  WITH  REGULATORY  AGENCIES.  Each party  represents to the
      other  party that all  actions,  direct or  indirect,  taken by it and its
      respective  agents,  employees  and  affiliates  in  connection  with this
      Agreement and any financing or underwriting hereunder shall conform to all
      applicable Federal and State securities laws.

      8.5 NOTICES.  Any notices to be given  hereunder by any party to the other
      may be effected by personal delivery in writing or by mail,  registered or
      certified,  postage prepaid with return receipt requested.  Mailed notices
      shall be  addressed  to the  parties  at the  addresses  appearing  in the
      introductory  paragraph of this Agreement,  but any party may change their
      address by written  notice in  accordance  with this  subsection.  Notices
      delivered  personally  shall be deemed  communicated as of actual receipt;
      mailed  notices  shall be deemed  communicated  as of three (3) days after
      mailing.

      8.6 ASSIGNMENT.  This Agreement and all of the provisions  hereof shall be
      binding  upon and inure to the  benefit  of the  parties  hereto and their
      respective  successors and permitted  assigns,  but neither this Agreement
      nor  any of the  rights,  interests  or  obligations  hereunder  shall  be
      assigned by Contractor  without the prior written  consent of  Contractee,
      except by operation of law.

                                       4

<PAGE>

      8.7 DELEGATION. Neither party shall delegate the performance of its duties
      under this Agreement without prior written consent of the other party.

      8.8 PUBLICITY.  Neither  Contractee nor Contractor shall make or issue, or
      cause  to be  made  or  issued,  any  announcement  or  written  statement
      concerning  this  Agreement or the  transactions  contemplated  hereby for
      dissemination to the general public without the prior consent of the other
      party.  This provision shall not apply,  however,  to any  announcement or
      written  statement  required to be made by law or the  regulations  of any
      Federal or State  governmental  agency,  except that the party required to
      make such announcement shall, whenever practicable, consult with the other
      party concerning the timing and consent of such  announcement  before such
      announcement is made.

      8.9  GOVERNING  LAW.  This  Agreement  and the legal  relations  among the
      parties hereto shall be governed and construed in accordance with the laws
      of the State of Nevada,  without  regard to its conflict of law  doctrine.
      Contractor and Contractee agree that if action is instituted to enforce or
      interpret  any provision of this  Agreement  then  jurisdiction  and venue
      shall be Los Angeles County, California.

      8.10 COUNTERPARTS. This Agreement may be executed simultaneously in two or
      more counterparts, each of which shall be deemed an original, but of which
      together shall constitute one and the same instrument.

      8.11 HEADINGS. The headings of the Sections of this Agreement are inserted
      for  convenience  only and shall not constitute a part hereto or affect in
      any way the meaning or interpretation of this Agreement.

      8.12 ENTIRE AGREEMENT. This Agreement,  including any Exhibits hereto, and
      any other  documents  and  certificates  delivered  pursuant  to the terms
      hereof,  set forth the entire  agreement and  understanding of the parties
      hereto in respect to the subject matter contained  herein,  and supersedes
      all prior agreements, promises, covenants,  arrangements,  communications,
      representations  or warranties,  whether oral or written,  by any officer,
      employee or representative of any party hereto.

      8.13 THIRD  PARTIES.  Except as  specifically  set forth or  referenced to
      herein,  nothing  herein  expressed  or  implied is  intended  or shall be
      construed to confer upon or give to any person or  corporation  other than
      the parties hereto and their successors or assigns, any rights or remedies
      under or by reason of this Agreement.

      8.14  ATTORNEY'S FEES AND COSTS. If any action is necessary to enforce and
      collect upon the terms of this  Agreement,  the prevailing  party shall be
      entitled to reasonable attorney's fees and costs, in addition to any other
      relief  to which  that  party may be  entitled.  This  provision  shall be
      construed as applicable to the entire agreement.

      8.15 SURVIVABILITY. If any part of this Agreement is found, or deemed by a
      court of competent jurisdiction, to be invalid or unenforceable, that part
      shall be severable from the remainder of this Agreement.

      8.16 FURTHER ASSURANCE. Each of the parties agrees that it shall from time
      to time take such actions and execute such  additional  instruments as may
      be  reasonably  necessary or  convenient  to  implement  and carry out the
      intent and purpose of this Agreement.

      8.17 RIGHT TO DATA AFTER TERMINATION.  After termination of this Agreement
      each  party  shall be  entitled  to  copies  of all  information  acquired
      hereunder as of the date of termination  and not  previously  furnished to
      it.

                                       5

<PAGE>


      8.18  RELATIONSHIPS  OF THE PARTIES.  Nothing  contained in this Agreement
      shall be deemed to constitute  either party the partner of the other, nor,
      except as otherwise herein expressly provided,  to constitute either party
      the  agent  or  legal  representative  of the  other,  nor to  create  any
      fiduciary  relationship  between  them.  It is not  the  intention  of the
      parties to create,  nor shall this  Agreement be construed to create,  any
      commercial nor other  partnership.  Neither party shall have any authority
      to act for or to assume any obligation or  responsibility on behalf of the
      other party,  except as otherwise  expressly  provided herein. The rights,
      duties,  obligations and liabilities of the parties shall be severable and
      not joint or collective.  Each party hereto shall be responsible  only for
      its  obligations  as herein set out and shall be liable only for its share
      of the costs and expenses as provided herein.  Each party shall indemnify,
      defend and hold harmless the other party,  its  directors,  officers,  and
      employees,  from and  against  any and all  losses,  claims,  damages  and
      liabilities  arising out of any act or any  assumption of liability by the
      indemnifying party, or any of its directors,  officers or employees,  done
      or undertaken,  or apparently  done or undertaken,  on behalf of the other
      party,  except  pursuant  to the  authority  expressly  granted  herein or
      otherwise  agreed in writing  between  the  parties.  Each party  shall be
      responsible for the acts of its agents, consultants and affiliates.

9) TERMS OF AGREEMENT AND  TERMINATION.  This Agreement  shall be effective upon
execution,  and shall  continue  for 24 months  (two  years)  unless  terminated
sooner, by either party, upon giving to the other party thirty (30) days written
notice, after which time this Agreement is terminated.

IN WITNESS  WHEREOF,  the parties  hereto have caused this  Agreement to be duly
executed, all as of the day and year first above written.

Contractor:  Freestar Technologies, Inc.

Signature: /s/  Paul Egan                   Date:  August 23, 2003
           --------------
Paul Egan, President

Contractee: Margaux Investment Management Group S.A.

Signature: /s/  Carl-Magnus Hessel          Date:  August 23, 2003
           -----------------------
Carl-Magnus Hessel

                                        6