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                                  EXHIBIT 10.47

                              CONSULTING AGREEMENT

                                     BETWEEN

                           THEHEALTHCHANNEL.COM, INC.

                                       AND

                               LAWRENCE W. HORWITZ

                              DATED JANUARY 5, 2000





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                              CONSULTING AGREEMENT

         This Consulting Agreement (this "Agreement") is made and entered into
as of January 5, 2000, by and between TheHealthChannel.com, Inc. (hereinafter
referred to as the "Company") and Lawrence W. Horwitz (hereinafter referred to
as the "Consultant") (collectively, the "Parties").

                                    RECITALS

         WHEREAS, Consultant has certain experience in review and analysis of
companies, financial statements, prospects, and transactions; and

         WHEREAS, the Company wishes to engage the services of the Consultant to
assist the Company in reviewing and analyzing potential customers, joint venture
and other business opportunities of the Company.

         NOW, THEREFORE, in consideration of the mutual promises herein
contained, the Parties hereto hereby agree as follows:

1.     CONSULTING SERVICES

       Attached hereto as Exhibit A and incorporated herein by this reference is
a description of the services to be provided by the Consultant hereunder (the
"Consulting Services"). Consultant hereby agrees to utilize his best efforts in
performing the Consulting Services, however, Consultant makes no warranties,
representations, or guarantees regarding any corporate strategies attempted by
the Company or the eventual effectiveness of the Consulting Services.

2.     TERM OF AGREEMENT

       This Agreement shall be in full force and effect commencing upon the date
hereof. This Agreement has a term of one year beginning on the date hereof. This
Agreement shall be renewed automatically for succeeding terms of one year each
unless either party gives notice to the other at least 30 days prior to the
expiration of any term of their intention not to renew this Agreement. Either
party hereto shall have the right to terminate this Agreement without notice in
the event of the death, bankruptcy, insolvency, or assignment for the benefit of
creditors of the other party. Consultant shall have the right to terminate this
Agreement if Company fails to comply with the terms of this Agreement, including
without limitation its responsibilities for fees as set forth in this Agreement,
and such failure continues unremedied for a period of 30 days after written
notice to the Company by Consultant. The Company shall have the right to
terminate this Agreement upon delivery to Consultant of notice setting forth
with specificity facts comprising a material breach of this Agreement by
Consultant. Consultant shall have 30 days to remedy such breach.

3.     TIME DEVOTED BY CONSULTANT

       It is anticipated that the Consultant shall spend as much time as deemed
necessary by the Consultant in order to perform the obligations of Consultant
hereunder. The Company understands that this amount of time may vary and that
the Consultant may perform Consulting Services for other companies.

4.     PLACE WHERE SERVICES WILL BE PERFORMED

       The Consultant will perform most services in accordance with this
Agreement at Consultant's offices. In addition, the Consultant will perform
services on the telephone and at such other place(s) as necessary to perform
these services in accordance with this Agreement.

5.     COMPENSATION TO CONSULTANT

       The Consultant's compensation for the Consulting Services shall be as set
forth in Exhibit B attached hereto and incorporated herein by this reference.

6.     INDEPENDENT CONTRACTOR


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       Both Company and the Consultant agree that the Consultant will act as an
independent contractor in the performance of his duties under this Agreement.
Nothing contained in this Agreement shall be construed to imply that Consultant,
or any employee, agent or other authorized representative of Consultant, is a
partner, joint venturer, agent, officer or employee of Company.

7.     CONFIDENTIAL INFORMATION

       The Consultant and the Company acknowledge that each will have access to
proprietary information regarding the business operations of the other and agree
to keep all such information secret and confidential and not to use or disclose
any such information to any individual or organization without the
non-disclosing Parties prior written consent. It is hereby agreed that from time
to time Consultant and the Company may designate certain disclosed information
as confidential for purposes of this Agreement.

8.     INDEMNIFICATION

       The Company hereby agrees to indemnify and hold Consultant harmless from
any and all liabilities incurred by Consultant under the Securities Act of 1933,
as amended (the "Act"), the various state securities acts, or otherwise, insofar
as such liabilities arise out of or are based upon (i) any material misstatement
or omission contained in any offering documents provided by the Company (ii) any
actions by the Company, direct or indirect, in connection with any offering by
the Company, in violation of any applicable federal or state securities laws or
regulations, or (iii) a breach of this Agreement by the Company. Furthermore,
the Company agrees to reimburse Consultant for any legal or other expenses
incurred by Consultant in connection with investigating or defending any action,
proceeding, investigation, or claim in connection herewith. The indemnity
obligations of the Company under this paragraph shall extend to the
shareholders, directors, officers, employees, agents, and control persons of
Consultant.

       It is hereby agreed that Consultant has a conflict of interest in
entering into this Agreement with the Company. The Company has been advised of
this conflict of interest and to its right to seek independent counsel. By
affixing its signature below the Company is hereby waiving its right to
independent counsel as well as waiving the conflict of interest.

9.     MISCELLANEOUS

       (A) Any controversy arising out of or relating to this Agreement or any
modification or extension thereof, including any claim for damages and/or
rescission shall be settled by arbitration in Orange County, California in
accordance with the Commercial Arbitration Rules of the American Arbitration
Association before a panel of three arbitrators. The arbitrators sitting in any
such controversy shall have no power to alter or modify any express provisions
of this Agreement or to render any award which by its terms effects any such
alteration, or modification subject to 11(G). This Section 11 shall survive the
termination of this Agreement.

       (B) If either party to this Agreement brings an action on this Agreement,
the prevailing party shall be entitled to reasonable expenses therefore,
including, but not limited to, attorneys' fees and expenses and court costs.

       (C) This Agreement shall inure to the benefit of the Parties hereto,
their administrators and successors in interest. This Agreement shall not be
assignable by either party hereto without the prior written consent of the
other.

       (D) This Agreement contains the entire understanding of the Parties and
supersedes all prior agreements between them.

       (E) This Agreement shall be constructed and interpreted in accordance
with and the governed by the laws of the State of California.

       (F) No supplement, modification or amendment of this Agreement shall be
binding unless executed in writing by the Parties. No waiver of any of the
provisions of this Agreement shall be deemed, or shall constitute, a waiver of
any other provision, whether or not similar, nor shall any waiver constitute a
continuing waiver. No waiver shall be binding unless executed in writing by the
party making the waiver.


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       (G) If any provision hereof is held to be illegal, invalid or
unenforceable under present or future laws effective during the term hereof,
such provision shall be fully severable. This Agreement shall be construed and
enforced as if such illegal, invalid or unenforceable provision had never
comprised a part hereof, and the remaining provisions hereof shall remain in
full force and effect and shall not be affected by the illegal, invalid or
unenforceable provision or by its severance herefrom.


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       IN WITNESS WHEREOF, the Parties hereto have placed their signatures
hereon on the day and year first above written.

Thehealthchannel.com, Inc.        Lawrence W. Horwitz



By:/s/ Tom Lonergaan              By:  /s/ Lawrence W. Horwitz
   ------------------------          ---------------------------
Name: Tom Lonergan                         Name:  Lawrence W. Horwitz
     ---------------------------                 ------------------------
Its: COO
    ---------------------------


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                                    EXHIBIT A
                       DESCRIPTION OF CONSULTING SERVICES


       Consultant shall perform the following services upon the request of
Company for any clients or potential clients of Company pursuant to the terms of
this Agreement:

       (1) Due diligence services, including, but not limited to, the following:

              (a)    Review of history of potential joint venture and
acquisition candidates;

              (b)    Review of existing and proposed capital structure of
potential joint venture and acquisition candidates;

              (c)    Review latest year-end and current interim financial
statements;

              (d)    Review management`s estimated use of proceeds;

              (e)    Review of proposed transactions and financing;

              (f)    Analysis of management structure, including organizational
chart, and requirements and compensation agreements;

              (g)    Analysis of financial forecasts relating to the Company and
the reasonableness of such projections incorporating potential ROI projections;
and

              (h)    Site visits to the Company's offices to collect relevant
data and conduct due diligence interviews.

       (2) Negotiation services, including, but not limited to, representing and
assisting the Company with any and all meetings or negotiations with its
partners, merchants, equity partners, debt sources, and any other individuals
and entities as reasonable and necessary to assist the Company with its
business.

       (3) Advisory services such as are reasonable and necessary to assist the
Company with its business, including, but not limited to the following:

              (a)    Preparation  business plans for the company;

              (b)    Identification and interviewing of potential employees

              (c)    Research and analysis regarding relevant industry trends
and leaders.

              The above services will be further defined and delineated by the
Company's board of directors from time to time as necessary.


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                                    EXHIBIT B
                              TERMS OF COMPENSATION

       The Consultant's compensation hereunder shall be as follows:

       Consultant shall receive 1.25 million shares as initial compensation.
Under separate agreement, it is hereby acknowledged that Consultant shall: (a)
be subject to a trading lock-up; and (b) be entitled to additional shares to
assure that Consultant's aggregate compensation is valued at $500,000.