Exhibit 10.1

                       PREFERRED STOCK PURCHASE AGREEMENT

         This Stock Purchase  Agreement  (this  "Agreement") is made and entered
into as of the 3rd day of November 2006, by and between Bronze Marketing,  Inc.,
a Nevada corporation (the "Company"), and Halter Financial Investments,  L.P., a
Texas limited partnership ("Purchaser"), with respect to the following:

                                    Premises

         Purchaser desires to acquire a controlling interest in the Company, and
the  Company  desires  to sell such a  controlling  interest  in the  Company to
Purchaser, upon and subject to the terms and conditions of this Agreement.

                                    Agreement

         NOW,  THEREFORE,  on these premises and for and in consideration of the
mutual promises and covenants set forth herein, the Company and Purchaser hereby
agree as follows:

         1.  Purchase and Sale of Shares.  Purchaser  agrees to acquire from the
Company,  and the Company  agrees to sell and to deliver to  Purchaser,  135,000
restricted shares of the Company's Series A Voting Convertible  Preferred Stock,
par value $0.001 (the "Shares"),  in consideration of Purchaser's payment to the
Company of  $425,000  in  immediately  available  funds at Closing  (as  defined
herein). The rights and preferences  associated with the Shares are set forth in
their  entirety in an exhibit  hereto  entitled  "Certificate  of  Designations,
Rights and Preferences with Respect to the Series A Voting Convertible Preferred
Stock",  which document shall be filed with the Nevada  Secretary of State at or
before  Closing.  All  references  to Shares  herein  include  the shares of the
Company's common stock into which the Preferred Shares are convertible as though
the Preferred  Shares had been  converted  into common stock.  The  transactions
contemplated  hereby  shall be closed by the delivery of the  documents  and the
completion of the acts more particularly set forth herein. The issue and sale of
the Shares to  Purchaser  hereunder is an isolated  offering of preferred  stock
being  conducted  by the  Company  in  reliance  upon  the  exemption  from  the
registration   requirements  of  the  Securities  Act  of  1933,  as  amended  (
"Securities  Act" or the "Act"),  afforded by Section  4(2) and/or  Section 4(6)
thereunder.

         2. Closing.  The closing of the transactions  contemplated hereby shall
take  place at a  mutually  agreeable  location  in Salt  Lake  City,  Utah on a
mutually  convenient date and time within five business days after the execution
of this Agreement (the "Closing").

         (a) At the Closing, the Company shall deliver or cause to be delivered:

               (i)         stock  certificates  for the  Shares,  which shall be
                           registered in the names and  denominations  requested
                           by Purchaser or its  designees,  and the same will be
                           registered on the stock transfer books of the Company
                           as the record owner of the Shares;

               (ii)        the  corporate  minute  book and all other  corporate
                           books  and   records   of  the   Company,   including
                           agreements,  stockholder records,  financial records,
                           and related  supporting  documents and data under the

<PAGE>

                           care,  custody,  or  control  of the  Company  or its
                           officers and/or directors;

               (iii)       a duly  executed  officer's  certificate  pursuant to
                           Section 6(c); and

               (iv) a duly executed receipt for the payment for the Shares.

         (b) At the Closing, Purchaser shall deliver or cause to be delivered:

               (i)         a bank wire transfer to Thomas G. Kimble & Associates
                           Trust  Account  for the benefit of the Company in the
                           aggregate amount of $425,000; and

               (ii)        a duly  executed  officer's  certificate  pursuant to
                           Section 7(c)

        3. Representations and Warranties of the Company. The Company represents
and warrants to Purchaser that, at the date of this Agreement and on the date of
the Closing:

         (a) The Company has the full power and authority to execute and deliver
         this Agreement and to perform its obligations hereunder. This Agreement
         constitutes  the valid and legally  binding  obligation of the Company,
         enforceable in accordance with its terms. The Company need not give any
         notice to, make any filings with, or obtain any authorization, consent,
         or  approval  of any  government  or  governmental  agency  in order to
         consummate the  transactions  contemplated  by this  Agreement,  except
         filings with the U.S. Securities and Exchange Commission ("SEC"), state
         securities  regulators  and the State of Nevada as may be  required  in
         connection with the transactions contemplated hereby.

         (b) The Company and each of its subsidiaries,  if any, are corporations
         duly organized, validly existing and in good standing under the laws of
         their states of incorporation,  with all requisite  corporate power and
         authority to carry on the business in which they are engaged and to own
         the  properties  they own, and the Company has all requisite  power and
         authority to execute and deliver this  Agreement and to consummate  the
         transactions   contemplated   hereby,   without  the  approval  of  its
         stockholders.  The  Company  and  each  of its  subsidiaries  are  duly
         qualified  and licensed to do business and are in good  standing in all
         jurisdictions   where  the   nature  of  their   business   makes  such
         qualification necessary, except where the failure to be so qualified or
         licensed  would not have a material  adverse  effect on the business of
         the Company and its subsidiaries, taken as a whole.

         (c)  There  are no  legal  actions  or  administrative  proceedings  or
         investigations  instituted,  or to the best  knowledge  of the  Company
         threatened,  against the Company,  that could reasonably be expected to
         have a material adverse effect on the Company or any subsidiary, any of
         the Shares,  or the  business of the Company and its  subsidiaries,  if
         any, or which concerns the transactions contemplated by this Agreement.

         (d) The Company, by appropriate and required corporate action, has duly
         authorized  the  execution  of  this  Agreement  and the  issuance  and
         delivery of the Shares.  The Shares are not  subject to  preemptive  or
         other  rights of any  stockholders  of the  Company  and when issued in
         accordance  with  the  terms  of this  Agreement  and the  Articles  of
         Incorporation of the Company,  as amended and currently in effect,  the
         Shares will be validly issued,  fully paid and  nonassessable  and free


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<PAGE>

         and clear of all pledges,  liens and encumbrances.  The issuance of the
         Shares hereunder will not trigger any outstanding antidilution rights.

         (e)  Performance of this  Agreement and compliance  with the provisions
         hereof will not violate any provision of any  applicable  law or of the
         Articles of  Incorporation  or Bylaws of the Company,  or of any of its
         subsidiaries,  and,  will not conflict  with or result in any breach of
         any of the terms,  conditions or provisions of, or constitute a default
         under,  or result in the creation or imposition of any lien,  charge or
         encumbrance upon, any of the properties or assets of the Company, or of
         any of  its  subsidiaries,  pursuant  to the  terms  of any  indenture,
         mortgage,  deed of trust or other agreement or instrument  binding upon
         the  Company,  or any of its  subsidiaries,  other than such  breaches,
         defaults or liens which would not have a material adverse effect on the
         Company and its  subsidiaries  taken as a whole.  The Company is not in
         default under any provision of its Articles of  Incorporation or Bylaws
         or  other  organizational  documents  or  under  any  provision  of any
         agreement or other  instrument to which it is a party or by which it is
         bound or of any law,  governmental  order,  rule or regulation so as to
         affect  adversely in any material  manner its business or assets or its
         condition, financial or otherwise.

         (f) The Company has filed all periodic  reports required to be filed by
         it with the SEC (the  "Disclosure  Documents")  from  January  1,  2003
         through the date hereof. The Disclosure  Documents,  taken together, do
         not contain any untrue  statement of a material fact or omit to state a
         material  fact  required  to be stated  therein to make the  statements
         contained therein not misleading.

         (g) The  Company  has  provided  Purchaser  with  all  material  public
         information  in  connection  with the  business  of the Company and the
         transactions  contemplated by this Agreement,  and no representation or
         warranty  made,  nor any document,  statement,  or financial  statement
         prepared or furnished by the Company in  connection  herewith  contains
         any untrue  statement  of material  fact,  or omits to state a material
         fact  necessary to make the  statements  or facts  contained  herein or
         therein not misleading.

         (h) This  Agreement has been duly executed and delivered by the Company
         and  constitutes  a  valid  and  binding  obligation  of  the  Company,
         enforceable against the Company in accordance with its terms.

         (i) No registration,  authorization, approval, qualification or consent
         of any  court or  governmental  authority  or agency  is  necessary  in
         connection  with the  execution  and delivery of this  Agreement or the
         offering,  issuance or sale of the Shares under this  Agreement  except
         any filings with the SEC, state securities  regulators and the State of
         Nevada  as  may  be  required  in  connection  with  the   transactions
         contemplated   hereby   including  the  filing  of  a  Certificate   of
         Designation  of Rights and  Preferences  with the Secretary of State of
         Nevada with respect to the Series A Voting Convertible  Preferred Stock
         attached hereto as Exhibit A.

         (j) The Company is not now, and after the sale of the Shares under this
         Agreement and under all other agreements and the application of the net
         proceeds  from the sale of the Shares  will not be required to register


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<PAGE>

         as an "investment company" within the meaning of the Investment Company
         Act of 1940, as amended.

         (k) The  Company  has filed all  material  tax  returns  required to be
         filed, which returns are true and correct in all material respects, and
         the  Company is not in default in the  payment of any taxes,  including
         penalties  and interest,  assessments,  fees and other  charges,  shown
         thereon as due or otherwise assessed,  other than those being contested
         in good faith and for which  adequate  reserves  have been  provided or
         those currently payable without interest which were payable pursuant to
         said returns or any assessments with respect thereto.

         (l) The Company has not taken any action outside the ordinary course of
         business  designed to or that might  reasonably be expected to cause or
         result in  stabilization  or manipulation of the price of the Company's
         common stock to facilitate  the sale or resale of the Company's  common
         stock in any manner in contravention of applicable securities laws;

         (m) Subject to the  accuracy  of the  Purchaser's  representations  and
         warranties  in  Section  4 of this  Agreement,  the  offer,  sale,  and
         issuance of the Shares in conformity  with the terms of this  Agreement
         constitute  transactions  that meet the requirements for exemption from
         the registration requirements of Section 5 of the Securities Act;

         (n)  Neither the  Company,  nor any of its  affiliates,  nor any person
         acting on its or their  behalf,  has  directly or  indirectly  made any
         offers or sales of any  security  or  solicited  any  offers to buy any
         security under circumstances that would require  registration under the
         Securities Act of the issuance of said securities to any purchaser. The
         Company has not issued or sold any shares of its  capital  stock for in
         excess of two years  prior to the date  hereof and the  issuance of the
         Shares to the Purchaser will not be integrated  with any other issuance
         of the Company's  securities (past,  current or future) for purposes of
         the  Securities  Act.  The Company will not make any offers or sales of
         any  security  (other than the Shares) that would cause the sale of the
         Shares hereunder to be integrated with any other offering of securities
         by the Company for purposes of any registration  requirement  under the
         Securities Act.

         (o) The Company  will at the date of Closing be in material  compliance
         with all  applicable  securities  (or "Blue Sky") laws of the states of
         the  United  States in  connection  with the  issuance  and sale of the
         Shares to Purchaser.

         (p) The Company shall use all commercially  reasonable  efforts to keep
         its common stock quoted on the OTC Bulletin board.

         (q) The Company's board of directors has, by unanimous written consent,
         determined  that this Agreement and the  transactions  contemplated  by
         this  Agreement,  are  advisable  and  in  the  best  interests  of the
         Company's  stockholders,  and the  President  of the  Company  has been
         authorized and directed to sign this Agreement.  Subject to meeting all
         conditions  precedent to closing the  transactions  contemplated by the


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<PAGE>

         terms hereof,  the Company's  President will take all steps to complete
         the  transactions  contemplated  and described herein and to consummate
         the Closing as described herein.

         (r) As of the date hereof,  the  capitalization of the Company consists
         of  100,000,000  shares of common  stock,  par value  $0.001,  of which
         1,500,000 shares are issued and  outstanding,  all of which are legally
         issued,  fully paid, and  nonassessable  and not issued in violation of
         the pre-emptive  rights of any person. The Company has 1,000,000 shares
         of preferred stock  authorized which can be issued with such rights and
         preferences  as  determined by the  Company's  board of  directors.  No
         shares of preferred stock are currently,  or have ever been, issued and
         outstanding.  The Company has no options,  warrants or rights issued or
         outstanding.

         (s) Since June 30, 2006, there has not been:

               (i)         any material change in the business,  operations,  or
                           financial  condition or the manner of conducting  the
                           business of the Company;

               (ii)        any  declaration,  setting  aside,  or payment of any
                           dividend  or other  distribution  in  respect  of the
                           shares of the Company of any class,  or any direct or
                           indirect redemption,  purchase,  or other acquisition
                           of any shares of any class of the Company;

               (iii)       any  agreement  or   arrangement  to  pay  or  accrue
                           compensation  to  any  of  the  Company's   officers,
                           directors, employees, or agents;

               (iv)        any option,  warrant,  or right to  purchase,  or any
                           other  right to  acquire  shares  of any class of the
                           Company granted to any person;

               (v)         any  employment,   bonus,  or  deferred  compensation
                           agreement entered into between the Company and any of
                           its officers,  directors,  or any other  employees or
                           consultants;

               (vi)        any issuance of securities of the Company;

               (vii)       any  indebtedness   incurred  or  guaranteed  by  the
                           Company  for  borrowed  money  or any  commitment  to
                           borrow  money  entered  into  by the  Company  or any
                           indebtedness  for accounts  payable for  materials or
                           goods purchased by or for services rendered on behalf
                           of the  Company,  except  for items  incurred  in the
                           ordinary  course of  business or in  connection  with
                           this  Agreement  and  the  transactions  contemplated
                           hereby; or

               (viii)      any  amendment  of the Articles of  Incorporation  or
                           Bylaws of the Company.


         (t) The Company will comply with all requirements  imposed by the NASD,
         the SEC and the State of Nevada to accomplish  the proposals  described
         herein  including,  but not limited to, Section 4 of the Securities Act


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<PAGE>

         and Section 13 of the Securities  Exchange Act of 1934, as amended (the
         "Exchange  Act")  and will  give the  Purchaser  the  reasonable  prior
         opportunity  to  comment on all  filings  made with these and any other
         required governmental agencies.


         4.  Representations and Warranties of Purchaser.  Purchaser  represents
and warrants to the Company that, at the date of this  Agreement and on the date
of Closing:

         (a)  Purchaser  has  been  furnished  with and has  carefully  read the
         Disclosure  Documents as set forth in Section 3(f) hereof. With respect
         to  individual or  partnership  tax and other  economic  considerations
         involved in this  investment,  Purchaser  is not relying on the Company
         (or  any  agent  or  representative  of  the  Company).  Purchaser  has
         carefully  considered  and has, to the extent  Purchaser  believes such
         discussion necessary, discussed with Purchaser's legal, tax, accounting
         and financial  advisers the  suitability of an investment in the Shares
         for Purchaser's particular tax and financial situation.

         (b)  Purchaser has had an  opportunity  to inspect  relevant  documents
         relating to the organization  and operations of the Company.  Purchaser
         acknowledges  that all documents,  records and books pertaining to this
         investment  which  Purchaser has requested have been made available for
         inspection by Purchaser and Purchaser's  attorney,  accountant or other
         adviser(s).

         (c) Purchaser and/or Purchaser's  advisor(s)  has/have had a reasonable
         opportunity  to ask  questions  of and  receive  answers and to request
         additional  relevant  information  from a person or  persons  acting on
         behalf of the Company concerning the transactions  contemplated by this
         Agreement.

         (d) Purchaser is not purchasing the Shares as a result of or subsequent
         to any advertisement,  article, notice or other communication published
         in  any  newspaper,   magazine  or  similar  media  or  broadcast  over
         television or radio or presented at any seminar.

         (e)  Purchaser,   by  reason  of  Purchaser's   business  or  financial
         experience,  has the capacity to protect  Purchaser's  own interests in
         connection with the transactions contemplated by this Agreement.

         (f) Purchaser has adequate means of providing for  Purchaser's  current
         financial  needs  and  contingencies,  is able to bear the  substantial
         economic risks of an investment in the Shares for an indefinite  period
         of time,  has no need for  liquidity  in such  investment  and,  at the
         present time, could afford a complete loss of such investment.

         (g) Purchaser has such knowledge and  experience in financial,  tax and
         business  matters so as to enable Purchaser to use the information made
         available to Purchaser in connection  with the  transaction to evaluate
         the  merits  and risks of an  investment  in the  Shares and to make an
         informed investment decision with respect thereto.


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<PAGE>

         (h)  Purchaser  acknowledges  that the Shares have not been  registered
         under the Act or under any the securities  act of any state.  Purchaser
         understands  further  that  in  absence  of an  effective  registration
         statement,  the Shares can only be sold pursuant to some exemption from
         registration,  such as Rule 144 of the Act, which requires, among other
         conditions, that the Shares must be held for a minimum of one (1) year.

         (i)  Purchaser  recognizes  that  investment  in  the  Shares  involves
         substantial risks.  Purchaser  acknowledges that Purchaser has reviewed
         the risk factors identified within the Disclosure Documents.  Purchaser
         further  recognizes  that no Federal or state agencies have passed upon
         this  transaction  or  made  any  finding  or  determination  as to the
         fairness of this investment.

         (j)  Purchaser  acknowledges  that each  certificate  representing  the
         Shares shall contain a legend substantially in the following form:

                          THESE  SECURITIES  HAVE NOT BEEN  REGISTERED
                          UNDER  THE   SECURITIES  ACT  OF  1933  (THE
                          "SECURITIES  ACT") OR UNDER APPLICABLE STATE
                          SECURITIES   LAWS   AND  MAY  NOT  BE  SOLD,
                          TRANSFERRED OR OTHERWISE  DISPOSED OF UNLESS
                          REGISTERED  UNDER THE SECURITIES ACT AND ANY
                          APPLICABLE STATE SECURITIES LAWS OR PURSUANT
                          TO    AVAILABLE    EXEMPTIONS    FROM   SUCH
                          REGISTRATION,  PROVIDED  THAT THE  PURCHASER
                          DELIVERS   TO  THE  COMPANY  AN  OPINION  OF
                          COUNSEL   (WHICH  OPINION  AND  COUNSEL  ARE
                          REASONABLY   SATISFACTORY  TO  THE  COMPANY)
                          CONFIRMING   THE    AVAILABILITY   OF   SUCH
                          EXEMPTION.

         (k)  Purchaser has the full legal right and power and all authority and
         approval  required (i) to execute and deliver,  or authorize  execution
         and delivery of, this Agreement and all other instruments  executed and
         delivered by or on behalf of Purchaser in connection  with the purchase
         of the Shares,  and (ii) to purchase and hold the Shares. The signature
         of the party signing on behalf of Purchaser is binding upon  Purchaser.
         Purchaser has not been formed for the specific purpose of acquiring the
         Shares.

         (l) Purchaser understands,  acknowledges and agrees with the Company as
         follows:

               (i)         No federal or state  agency has made any  findings or
                           determination as to the fairness of the terms of this
                           transaction for investment or any  recommendations or
                           endorsement of the Shares.

               (ii)        The   transaction  is  intended  to  be  exempt  from
                           registration  under the  Securities  Act by virtue of
                           Section 4(2) of the Securities Act.


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<PAGE>

               (iii)       Purchaser acknowledges that the information furnished
                           pursuant  to  this   Agreement   by  the  Company  to
                           Purchaser  or its  advisers  in  connection  with the
                           transaction, is confidential and nonpublic and agrees
                           that all such written  information  which is material
                           and  not yet  publicly  disseminated  by the  Company
                           shall be kept in  confidence by Purchaser and neither
                           used by Purchaser for  Purchaser's  personal  benefit
                           (other than in connection with this transaction), nor
                           disclosed  to any  third  party,  except  Purchaser's
                           legal and other  advisers who shall be advised of the
                           confidential  nature  of  such  information,  for any
                           reason; provided, however, that this obligation shall
                           not apply to any such information that (i) is part of
                           the  public   knowledge  or  literature  and  readily
                           accessible at the date hereof, (ii) becomes a part of
                           the  public   knowledge  or  literature  and  readily
                           accessible  by  publication  (except as a result of a
                           breach of this  provision)  or (iii) is received from
                           third parties (except third parties who disclose such
                           information  in  violation  of  any   confidentiality
                           agreements   or   obligations,   including,   without
                           limitation,  any subscription  agreement entered into
                           with the Company).

               (iv)        IN  MAKING  AN  INVESTMENT  DECISION,  PURCHASER  HAS
                           RELIED ON ITS OWN  EXAMINATION OF THE COMPANY AND THE
                           TERMS OF THE  TRANSACTION,  INCLUDING  THE MERITS AND
                           RISKS INVOLVED.  THE SHARES HAVE NOT BEEN RECOMMENDED
                           BY ANY  FEDERAL  OR STATE  SECURITIES  COMMISSION  OR
                           REGULATORY  AUTHORITY.   ANY  REPRESENTATION  TO  THE
                           CONTRARY IS A CRIMINAL OFFENSE.

         (m) Purchaser  will comply with all  requirements  imposed on it by the
         Exchange Act in connection with the  consummation  of the  transactions
         contemplated herein.

         5.  Special  Covenants.  The  parties  make and agree to the  following
special covenants which have served as material inducements for their respective
decisions to enter into this Agreement.

         (a) Actions of the Company's board of directors. The Company's board of
         directors has, by unanimous  written  consent,  authorized and approved
         the following:  (i) this Stock Purchase  Agreement and the transactions
         contemplated hereby; (ii) the declaration of a special cash dividend in
         the amount of $417,500 to the common  stockholders of the Company as of
         a record date on or about,  but no less than, ten days from the Closing
         Date  (the   "Dividend   Record  Date");   (iii)  the   Certificate  of
         Designations,  Rights  and  Preferences  with  Respect  to the Series A
         Voting Convertible Preferred Stock; and (iv) the appointment of Timothy
         P. Halter a person designated by Purchaser,  as an additional  director
         of the Company  effective on the Closing Date.  The Company's  board of
         directors  will  authorize  and  approve  such other  actions as may be
         reasonably  requested by Purchaser or may be required to consummate the
         transactions contemplated by this Agreement.

         (b) Limitation on Reverse Stock Splits.  Following Closing,  Purchaser,
         as the  controlling  stockholder  of the  Company,  will not permit the
         Company to effect any reverse  stock  split  following  Closing  unless
         Thomas  G.  Kimble,   as   representative   of  the  Company's  current
         stockholders,  consents to any such  reverse  stock split in writing in
         advance;  provided,  that the  Company  shall be  entitled  to effect a


                                       8
<PAGE>

         reverse  stock  split on a basis of 1 post split  share for each 10 (or
         fewer) pre-split shares without such approval.  This provision shall be
         binding upon any permitted successors or assigns of Purchaser and shall
         automatically  terminate  at the time the  Company  enters into a Going
         Public Transaction in accordance with the terms of this Agreement.

         (c) Limitation on Future Share Issuances. Following Closing, Purchaser,
         as the  controlling  stockholder  of the  Company,  will not permit the
         Company to  authorize  the  issuance  of any  additional  shares of the
         Company's  capital stock or securities  convertible  into the Company's
         capital stock except in connection with a combination  transaction with
         a corporation or other business entity with current business operations
         (a "Going Public  Transaction") and except the issuance of common stock
         upon the conversion of the Shares. This provision shall be binding upon
         any   permitted   successors   or  assigns  of   Purchaser   and  shall
         automatically  terminate  at the time the  Company  enters into a Going
         Public Transaction in accordance with the terms of this Agreement.

         (d) Minimum Qualifications for Going Public Transaction. Following
         Closing, Purchaser, as the controlling stockholder of the Company, will
         not allow the Company to enter into a Going Public Transaction unless
         the Company, on a combined basis with the operating entity with which
         it completes a Going Public Transaction, satisfies the financial
         conditions for listing on the NASDAQ Capital Market immediately
         following the closing of the Going Public Transaction. This provision
         shall be binding upon any permitted successors or assigns of Purchaser
         and shall automatically terminate at the time the Company enters into a
         Going Public Transaction in accordance with the terms of this
         Agreement.

         (e) Transfer and Registration Rights.

               (i)         Mandatory  Registration.   Upon  receipt  of  written
                           demand by Purchaser,  the Company shall prepare, and,
                           as soon as practicable  but in no event later than 60
                           calendar  days  after the date of such  notice,  file
                           with the SEC a Registration Statement or Registration
                           Statements  (as is necessary) on Form S-3 (or if such
                           form is unavailable,  such other form as is available
                           for  registration)  covering the resale of all of the
                           Shares (or the shares of common stock  issuable  upon
                           conversion of the Shares).  The Company shall use its
                           best  efforts  to  have  the  Registration  Statement
                           declared effective by the SEC as soon as practicable,
                           but in no event  later than 120  calendar  days after
                           the date notice is received.

               (ii)        Piggy Back Registration Rights.

                           (aa) If the Company  decides,  including  as required
                           under any demand  registration  rights agreement,  to
                           register  any  of  its  common  stock  or  securities
                           convertible  into or  exchangeable  for common  stock
                           under the  Securities Act on a form which is suitable
                           for an  offering  for cash or shares  of the  Company
                           held by third parties and which is not a registration
                           solely to  implement  an  employee  benefit  plan,  a
                           registration  statement  on Form  S-4  (or  successor
                           form) or a transaction to which Rule 145 or any other
                           similar  rule of the SEC is  applicable,  the Company
                           will promptly give written notice to the Purchaser of
                           its intention to effect such a registration.  Subject


                                       9
<PAGE>

                           to Section  5(e)(ii)(bb)  below,  the  Company  shall
                           include all of the Shares that the Purchaser requests
                           to be  included in such a  registration  by a written
                           notice  delivered to the Company  within fifteen (15)
                           days after the notice given by the Company.

                           (bb) If the  registration,  as  described  in Section
                           5(e)(ii)(aa)   above,    involves   an   underwritten
                           offering,   the  Company  will  not  be  required  to
                           register  Shares  in excess  of the  amount  that the
                           principal  underwriter  reasonably  and in good faith
                           recommends  may  be  included  in  such  offering  (a
                           "Cutback"),  which  recommendation,   and  supporting
                           reasoning, shall be delivered to Purchaser. If such a
                           Cutback  occurs,   the  number  of  shares  that  are
                           entitled  to be  included  in  the  registration  and
                           underwriting  shall  be  allocated  in the  following
                           manner:  (i) first, to the Company for any securities
                           it proposes to sell for its own account, (ii) second,
                           to the Purchaser  requiring  such  registration,  and
                           (iii) third, to other holders of stock of the Company
                           requesting  inclusion in the  registration,  pro rata
                           among the respective  holders thereof on the basis of
                           the number of shares  for which each such  requesting
                           holder has requested registration.


                           (cc) All costs and expenses of any such  registration
                           statement  shall be paid by the  Company,  other than
                           sales  commissions  and the  expenses of any separate
                           legal counsel engaged by Purchaser.

                           (dd) The Shares issued pursuant to this Agreement may
                           not be transferred  except in a transaction  which is
                           in compliance with the Act and applicable  state laws
                           and regulations.

         (f) Directors of Company at Closing. As provided in Section 5(a) above,
         Thomas G. Kimble  shall remain on the board of directors of the Company
         after Closing and one person  designated by Purchaser  shall be elected
         to the Company's  board of directors and shall commence his or her term
         on the Closing Date.

         (g) Special Cash  Dividend.  The Company  shall  declare and pay to the
         persons who are common  stockholders  of record on the Dividend  Record
         Date a special cash dividend of $0.278333 per pre-split share of common
         stock  for an  aggregate  dividend  of  $417,500.  Purchaser  expressly
         acknowledges that it cannot convert the Shares to common stock prior to
         the  Dividend  Record  Date  and  that  it  will  not  be  entitled  to
         participate  in such dividend.  Purchaser  also expressly  acknowledges
         that a virtually all of the purchase  price for the Shares will be used
         to pay the dividend,  which will have the effect of materially reducing
         the book value of the Company immediately following Closing.

         (h) Form S-8  Registration of Acquiror  Company Common Stock.  From and
         after the date of Closing and until such time as the Company  completes
         a Going Public  Transaction,  the Company shall not issue any shares of
         the Company's common stock pursuant to a registration statement on Form
         S-8.

         (i) Resales of Restricted Stock. In the event the Company determines in
         good faith and upon the advice of its counsel  that is unable to permit
         the  resale  under  Rule  144(k)  of any of the  shares  (the  "Subject


                                       10
<PAGE>

         Shares") of restricted  stock  presently held by the Company's  current
         officers,   directors   and   principal   stockholders   (the  "Subject
         Stockholders"),  which  determination shall be made within ten business
         days of the written  request  therefor  from the Subject  Stockholders,
         then the Subject Stockholders shall immediately be entitled to the same
         demand and  piggyback  registration  rights with respect to the Subject
         Shares that are provided to  Purchaser  pursuant to Section 5(e) hereof
         and,  in the event of any  Cutback,  an equal  number of the  Shares of
         Purchaser  and  the  Subject  Stockholders  shall  be  included  in any
         registration  statement  (unless  all of the  Subject  Shares have been
         included,  in which event a greater  number of the Shares of  Purchaser
         may also be included)  with respect to which  Purchaser and the Subject
         Stockholders  have  requested  registration.  All costs and expenses of
         registration shall be paid by the Company, other than sales commissions
         and the expenses of any separate  legal counsel  engaged by the Subject
         Stockholders.

         6. Conditions to Purchaser's Obligations.  The obligations of Purchaser
to close the  transactions  contemplated  by this Agreement are subject,  at its
discretion, to the following conditions:

         (a) The  representations  and  warranties  made by the  Company in this
         Agreement  were true when made and shall be true at the date of Closing
         with  the  same  force  and  effect  as  if  such  representations  and
         warranties  were  made at and as of the  date of  Closing  (except  for
         changes  permitted  by this  Agreement),  and the  Company  shall  have
         performed and complied with all  covenants and  conditions  required by
         this  Agreement to be  performed or complied  with by it prior to or at
         the Closing.

         (b) Prior to the date of  closing,  there shall not have  occurred  any
         material  adverse  change  in the  financial  condition,  business,  or
         operations  of the Company,  nor shall any event have  occurred  which,
         with the lapse of time or the  giving  of notice or both,  may cause or
         create  any  material  adverse  change  in  the  financial   condition,
         business, or operations of the Company.

         (c) Purchaser  shall have been furnished with a certificate,  signed by
         the  president  of the  Company  and  dated as of the date of  closing,
         certifying as to the matters set forth in (a) and (b) above.

         (d)  Purchaser   shall  have  received  copies  of  all  documents  and
         information  which it may have reasonably  requested in connection with
         the transactions contemplated by this Agreement.

         (e) No stop order or  suspension  of trading shall have been imposed by
         the SEC,  or any other  governmental  regulatory  body with  respect to
         public trading in the Company's common stock.

         7.  Conditions to the Company's  Obligations.  The  obligations  of the
Company to close the transactions contemplated by this Agreement are subject, at
its discretion, to the following conditions:


                                       11
<PAGE>

         (a)  The  representations  and  warranties  made by  Purchaser  in this
         Agreement  were true when made and shall be true at the date of closing
         with  the  same  force  and  effect  as  if  such  representations  and
         warranties  were  made at and as of the  date of  closing  (except  for
         changes  permitted  by  this  Agreement),   and  Purchaser  shall  have
         performed and complied with all  covenants and  conditions  required by
         this  Agreement to be  performed or complied  with by it prior to or at
         the Closing.

         (b) Prior to the date of  closing,  there shall not have  occurred  any
         material  adverse  change  in the  financial  condition,  business,  or
         operations of Purchaser,  nor shall any event have occurred which, with
         the lapse of time or the giving of notice or both,  may cause or create
         any material adverse change in the financial  condition,  business,  or
         operations of Purchaser.

         (c) The Company shall have been furnished with a certificate, signed by
         a duly designated and authorized  representative of Purchaser and dated
         as of the date of  closing,  certifying  as to the matters set forth in
         (a) and (b) above.

         (d) No stop order or  suspension  of trading shall have been imposed by
         the SEC,  or any other  governmental  regulatory  body with  respect to
         public trading in the Company's common stock.

         8. Termination.

         (a) This  Agreement  may be terminated by the board of directors of the
         Company or by the Purchaser's  General Partner at any time prior to the
         Closing if:

               (i)         there  shall be any  actual or  threatened  action or
                           proceeding  before any court or any governmental body
                           which shall seek to restrain, prohibit, or invalidate
                           the  transactions  contemplated by this Agreement and
                           which,  in the  judgment of such board of  directors,
                           made in good  faith  and  based on the  advice of its
                           legal  counsel,  makes it inadvisable to proceed with
                           the transactions contemplated by this Agreement;

               (ii)        any  of  the   transactions   contemplated   by  this
                           Agreement are disapproved by any regulatory authority
                           whose   approval  is  required  to  consummate   such
                           transactions  or in the  judgment  of such  board  of
                           directors, made in good faith and based on the advice
                           of counsel,  there is substantial likelihood that any
                           such  approval  will  not  be  obtained  or  will  be
                           obtained  only on a  condition  or  conditions  which
                           would be unduly burdensome,  making it inadvisable to
                           proceed with the exchange; or

               (iii)       there shall occur any material  adverse change in the
                           assets, properties,  business, or financial condition
                           of the party not seeking termination pursuant to this
                           provision,   which  material  adverse  change  occurs
                           subsequent to the date of the information included in
                           this Agreement.

         In  the  event  of  termination  pursuant  to  this  Section  8(a),  no
         obligation,  right, or liability shall arise hereunder,  and each party


                                       12
<PAGE>

         shall bear all of the expenses  incurred by it in  connection  with the
         negotiation,   drafting,  and  execution  of  this  Agreement  and  the
         transactions herein contemplated.

         (b) This  Agreement  may be terminated at any time prior to the Closing
         by action of the board of directors  of the Company if Purchaser  shall
         fail to comply in any  material  respect  with any of its  covenants or
         agreements contained in this Agreement or if any of the representations
         or warranties of Purchaser  contained herein shall be inaccurate in any
         material  respect.  If this  Agreement is  terminated  pursuant to this
         Section 8(b),  this  Agreement  shall be of no further force or effect,
         and no obligation,  right, or liability shall arise  hereunder,  except
         that Purchaser  shall  reimburse the Company for all costs and expenses
         actually  and  reasonably  incurred  by  it  in  connection  with  this
         Agreement,  which  were  incurred  from  and  after  the  date  hereof;
         provided,  however,  such termination  shall not relieve Purchaser from
         any liability for damages  resulting  from any willful and  intentional
         breach of this Agreement.

         (c) This  Agreement  may be terminated at any time prior to the Closing
         by action of the Purchaser's  General Partner if the Company shall fail
         to  comply  in any  material  respect  with  any of  its  covenants  or
         agreements contained in this Agreement or if any of the representations
         or  warranties of the Company  contained  herein shall be inaccurate in
         any material respect.  If this Agreement is terminated pursuant to this
         Section 8(c), this Agreement shall be of no further force or effect and
         no obligation,  right, or liability shall arise hereunder,  except that
         the  Company  shall  reimburse  Purchaser  for all costs  and  expenses
         actually and reasonably  incurred in connection with  Agreement,  which
         were incurred  from and after the date hereof;  provided,  however,  no
         such  termination  shall  relieve the Company  from any  liability  for
         damages  resulting  from any  willful  and  intentional  breach of this
         Agreement.

         (d) This  Agreement  may be terminated by either the board of directors
         of the Company or the Purchaser's General Partner, if Closing shall not
         have  occurred  by the close of  business  on  December  31,  2006 (the
         "Termination  Date "); provided,  however,  that the right to terminate
         this  Agreement  under this section shall not be available to any party
         whose failure to fulfill any  obligation  under this Agreement has been
         the cause of, or resulted in, the failure of the Closing to occur on or
         before the  Termination  Date. In the event of termination  pursuant to
         this Section  8(d),  no  obligation,  right,  or liability  shall arise
         hereunder, and each party shall bear all of the expenses incurred by it
         in connection  with the  negotiation,  drafting,  and execution of this
         Agreement and the transactions herein contemplated.

         9.  Finders.  Each of the  respective  parties  hereto  represents  and
warrants  to the other that no third  person is entitled  to any  commission  or
other  compensation  for in any way  bringing  the  parties  together  or  being
instrumental  in reaching  this  Agreement  or  otherwise  acting as a finder or
broker in  connection  herewith  other than as disclosed in writing to the other
party hereto.

         10.  Survival.  Except as  otherwise  expressly  provided  herein,  the
representations, warranties and covenants of the respective parties set forth in


                                       13
<PAGE>

Sections 3, 4, 5, 8, 9, 10, 11, 12, 13, 14, 15, 16, 18 and 19 shall  survive the
Closing and shall continue in full force and effect for a period of three years.

         11.  Governing Law. This  Agreement  shall be governed by and construed
under and in accordance with the laws of the state of Nevada.

         12.  Expenses  of  Legal  Proceedings.  In any  action,  proceeding  or
counterclaim  brought to enforce any of the  provisions of this  Agreement or to
recover  damages,  costs  and  expenses  in  connection  with any  breach of the
Agreement,  the  prevailing  party  shall be entitled  to be  reimbursed  by the
opposing party for all of the prevailing  party's  reasonable outside attorneys'
fees, costs and other  out-of-pocket  expenses  incurred in connection with such
action, proceeding or counterclaim.

         13. Expenses of Transaction.  Except as otherwise expressly provided in
this Agreement,  each party to this Agreement will bear its respective  expenses
incurred in connection with the preparation,  execution, and performance of this
Agreement and the  transactions  contemplated by this  Agreement,  including all
fees and expenses of agents, representatives, counsel, and accountants.

         14. Public Announcements.  The Company and Purchaser shall consult with
one another in issuing any press releases or otherwise making public  statements
or filings and other communications with the Commission or any regulatory agency
or  stock  market  or  trading   facility  with  respect  to  the   transactions
contemplated  hereby and neither  party  shall  issue any such press  release or
otherwise  make any  such  public  statement,  filings  or other  communications
without  the prior  written  consent of the other,  which  consent  shall not be
unreasonably  withheld or delayed.  Notwithstanding  the foregoing,  however, no
prior  consent  shall be required if any such  disclosure is required by law, in
which case the disclosing  party shall use its  reasonable  best efforts in good
faith to provide  the other party with prior  notice of such  public  statement,
filing or other communication and incorporate into such public statement, filing
or other communication the reasonable comments of the other party.

         15. Entire  Agreement.  This Agreement  represents the entire agreement
between the parties  relating to the  subject  matter  hereof,  and there are no
other  courses  of  dealing,  understandings,  agreements,  representations,  or
warranties,  written  or oral,  except  as set forth  herein.  No  amendment  or
modification hereof shall be effective until and unless the same shall have been
set forth in writing and signed by the parties hereto.

         16. Severability. If any provision of this Agreement or the application
of such  provision  to any  person  or  circumstance  shall be held  invalid  or
unenforceable,  the  remainder  of this  Agreement  or the  application  of such
provisions to persons or  circumstances  other than those as to which it is held
invalid or unenforceable, shall not be affected thereby and this Agreement shall
be construed as if such invalid or  unenforceable  provision  were not contained
herein.

         17. Notices. Any notices or other communications  required or permitted
hereunder  shall be  sufficiently  given if sent by registered mail or certified
mail,  postage  prepaid,  or by a  commercially  recognized  means of  overnight
delivery that requires confirmation of receipt, addressed as follows:


                                       14
<PAGE>

               If to the Company, to:     Bronze Marketing, Inc.
                                          311 South State Street, Suite 440
                                          Salt Lake City, Nevada 84111
                                          Attn: Thomas G. Kimble

               If to Purchaser, to:       Halter Financial Investments, L.P.
                                          12890 Hilltop Road
                                          Argyle, Texas 76226
                                          Attn: Timothy P. Halter, Chairman

or such other  addresses as shall be furnished in writing by either party to the
other in the manner for giving notices  hereunder,  and any such notice shall be
deemed to have been given as of the date so mailed.

         18. Further  Assurances.  The parties agree (a) to furnish upon request
to each other such further information, (b) to execute and deliver to each other
such other documents, and (c) to do such other acts and things, all as the other
party may reasonably  request for the purpose of carrying out the intent of this
Agreement and the documents referred to in this Agreement.

         19.  Assignments,  Successors,  and No Third-Party Rights. No party may
assign any of its rights under this  Agreement  without the prior consent of the
other  party.  Nothing  expressed  or  referred  to in  this  Agreement  will be
construed to give any Person other than the parties to this  Agreement  and, for
purposes of Section 5, the current  members of the Company's  board of directors
as representatives of the Company's current stockholders, any legal or equitable
right, remedy, or claim under or with respect to this Agreement or any provision
of this  Agreement.  This Agreement and all of its provisions and conditions are
for the sole and  exclusive  benefit of the parties to this  Agreement and their
successors and assigns.

         20.  Execution  in  Counterparts.  This  Agreement  may be  executed in
multiple  counterparts,  each of which  shall be deemed an  original  and all of
which taken together shall be but a single instrument.

         IN WITNESS  WHEREOF,  this  Agreement  has been executed as of the date
first above written.

                         The Company:     Bronze Marketing, Inc.
                                          A Nevada corporation

                                          By /s/ Thomas G. Kimble
                                          Thomas G. Kimble, President

                         Purchaser:       Halter Financial Investments, L.P.
                                          A Texas Limited Partnership

                                          /s/ Timothy P. Halter
                                          Timothy P. Halter, Chairman


                                       15