BUSINESS CONSULTANT AGREEMENT

This agreement dated February 1, 2000, is made By and
Between H Bar C, Inc., whose address is 118 Murray Avenue, Port
Washington, NY  11050 referred to as "Company", AND Richard Stahl
whose address is 118 Murray Avenue, Port Washington, NY  11050
referred to as "Consultant."

1.  Consultation Services. The Company hereby employs the
consultant to perform the following services in accordance with
the terms and conditions set forth in this agreement:  The
Consultant will act in the capacity of Chairman, CEO, CFO, and
Treasurer until such time that the Company is able to engage
officers and employees to assume such positions.  The Consultant
will represent the Company concerning matters relating to the
management and organization of the company, their financial
policies, the terms and conditions of employment, and generally
any matter arising out of the business affairs of the company.

2.  Terms of Agreement. This agreement will begin February 1,
2000, and will end February 1, 2001.  Either party may cancel
this agreement on thirty (30) days notice to the other party in
writing, by certified mail or personal delivery.

3.  Time Devoted by Consultant. It is anticipated the
Consultant will spend approximately 2500 Hours in fulfilling its
obligations under this contract.  The particular amount of time
may vary from day to day or week to week. However, the consultant
shall devote a minimum of 200 hours per month to its duties in
accordance with this agreement.

4.  Place where Services Will Be Rendered. The Consultant
will perform most services in accordance with this contract in
New York.  In addition the Consultant will perform services on
the telephone and at such other places as designated by the
Company to perform these services in accordance with this
agreement.

5.  Payment to Consultant. The Consultant will be paid at the
rate of $120,000 per annum for work performed in accordance with
this agreement.  However, the Consultant acknowledges that
company is in formation year and may not have the funds necessary
to establish regular interval payments.  Therefore, Consultant
agrees to receive payments when funds are available.  If at the
end of the term of the agreement the Company has not paid the
full amount owed to the consultant, the company will have the
option to substitute stock in lieu of cash at fair market value
for the outstanding amount payable.

6.  Independent Contractor. Both the Company and the
Consultant agree that the Consultant will act as an independent
contractor in the performance of its duties under this contract.
Accordingly, the Consultant shall be responsible for payment of
all taxes including Federal, State and local taxes arising out of
the consultant's activities in accordance with this contract,
including by way of illustration but not limitation, Federal and
State income tax, Social Security tax, Unemployment Insurance
taxes, and any other taxes or business license fee as required.

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

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

9.  Signatures. Both the Company and the Consultant agree to
the above contract.

Witnessed by:

COMPANY


By: /s/  Richard Stahl
By:  Richard Stahl. President

CONSULTANT


/s/  Richard Stahl
Richard Stahl