Exhibit 10.5
Form 10-KSB, 2001
Viral Genetics, Inc.
File No. 000-26875

                               SERVICES AGREEMENT

     SERVICES  AGREEMENT dated as of March 25, 2002 (this  "Agreement"),  by and
between L&M Global Ventures, Inc., a Delaware corporation,  having an address at
93  Tallmadge  Trail,  Mill  Place,  New York 11764 (the  "Company"),  and Viral
Genetics, Inc., a Delaware corporation, having an address at 905 Mission Street,
South Pasadena, California, 91030, ("Viral Genetics").

     WHEREAS,  Viral  Genetics has entered into a mutual  cooperation  and joint
venture  agreement with New York  International  Commerce Group,  Inc., a Nevada
corporation ("NYIC Group") of even date herewith (the "Cooperative  Venture"), a
copy of which is annexed hereto;

     WHEREAS,  the Company  introduced the  representatives of Viral Genetics to
the representatives of NYIC Group,  culminating in the negotiation and execution
of the Cooperative Venture; and

     WHEREAS,  in return for the  introduction  to NYIC  Group,  Viral  Genetics
wishes to  compensate  the  Company  by  granting  the  Company a  finder's  fee
consisting of five percent (5%) of the Gross Profits, as herein defined,  earned
by the  participation of Viral Genetics in the Cooperative  Venture,  as well as
certain shares of common stock of Viral Genetics,  upon the terms and subject to
the conditions set forth herein.

     NOW, THEREFORE, for good and valuable consideration,  the receipt and legal
adequacy of which is hereby acknowledged, the parties hereby agree as follows:

     1.  Finder's Fee The Finders Fee shall consist of a Royalty and delivery of
common shares of Viral  Genetics upon the terms and subject to the conditions as
follows:

     a) Royalty; Payment

          i) Within  the term of this  Agreement,  for so long as  revenues  are
     received  pursuant  to  any  relationship  established  by  reason  of  the
     Cooperative Venture,  said revenues limited to those obtained and collected
     within the Territory,  as defined therein,  Viral Genetics shall pay to the
     Company,  and the  Company  shall be entitled  to, an amount  equal to five
     percent (5%) of the Gross Profits received by Viral Genetics as a result of
     its  participation in the Cooperative  Venture ("the  Royalties").  For the
     purposes hereof, the term "Gross Profits" shall be as defined in the mutual
     cooperation  and joint venture  agreement  executed in connection  with the
     Cooperative Venture, and annexed hereto.

          ii) Subject to the resolution of any Dispute under Section 1 (a) (iii)
     hereof,  thirty (30) days after the end of each fiscal  quarter  during the
     Term,  commencing the first fiscal quarter during which revenues are earned
     and collected by Viral Genetics under the  Cooperative  Venture,  (1) Viral

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     Genetics  shall  deliver to the  Company a  quarterly  statement  of income
     clearly defining the Gross Profits  attributable to the Cooperative Venture
     for the  period  then  ended  (the  "Net  Revenues  Statement"),  which Net
     Revenues  Statement shall be prepared in accordance with generally accepted
     accounting principles (GAAP), as defined in the United States of America by
     the Financial Accounting Standards Board; provided,  however, that any such
     preparation  shall also be in a manner  consistent  with the  definition of
     "Gross Profits" and (2) concurrently with the rendering of the Net Revenues
     Statement,  Viral Genetics shall pay to the Company the amount of Royalties
     deemed owing for that quarter based upon the Net Revenues Statement.  Viral
     Genetics will maintain at its principal  corporate  office books of account
     and records with respect to the calculation of Gross Profits, Net Revenues,
     Net Revenues  Statements  and  Royalties  attributable  to the  Cooperative
     Venture.

          iii) The Company shall have twenty (20) business days after receipt by
     it of the Net  Revenues  Statement  (the  "Dispute  Period") to dispute the
     determination of Gross Profits,  Net Revenues and Royalties,  together with
     any item,  calculation or amount,  or the method of calculation of any item
     or amount,  reflected  in the Net Revenue  Statements  or any  accompanying
     accounting  notes  thereto  (a  "Dispute").  If the  Company  does not give
     written notice of a Dispute (a "Dispute  Notice") to Viral Genetics  within
     the  Dispute  Period,  the Net  Revenues  Statement  (and any  accompanying
     accounting  notes) shall be deemed to have been  accepted by the Company in
     the form in which it was delivered by Viral  Genetics.  In connection  with
     the Company's review of the Net Revenues Statement  pursuant hereto,  Viral
     Genetics  shall,  within a  reasonable  period of time and in a manner that
     does not  interfere  with the conduct of its regular and ongoing  business,
     provide to the Company and its accountants and representatives  full access
     to Viral  Genetics'  books,  records and  inventory.  In the event that the
     Company  does not  agree  with  the  Gross  Profits,  Net  Revenues  and/or
     Royalties or any item,  calculation or amount, or the method of calculation
     of any item or amount, reflected on the Net Revenues Statement, the Company
     shall  give Viral  Genetics a Dispute  Notice  within the  Dispute  Period,
     setting  forth the basis of its  disagreement,  and Viral  Genetics and the
     Company shall, within fifteen (15) days after receipt by the Viral Genetics
     of such  Dispute  Notice,  attempt to  resolve  such  Dispute  and agree in
     writing upon the Net Revenues Statement and the amount of any Royalties. In
     the event that the  Company  and Viral  Genetics  are unable to resolve any
     such  Dispute  within  the  fifteen  (15)  day  resolution  period,  then a
     nationally  recognized  certified public accounting firm as may be mutually
     agreed upon by the Company and Viral Genetics (the  "Arbitrator")  shall be
     employed  as  arbitrator  hereunder  to  settle  such  Dispute  as  soon as
     reasonably  practicable.  If the  Company  and Viral  Genetics  are  unable
     mutually to agree upon the selection of a nationally  recognized  certified
     public  accounting  firm,  then the parties agree to the  appointment  of a
     nationally  recognized  certified  public  accounting  firm by the American
     Arbitration  Association  ("AAA").  The parties  agree that the  Arbitrator
     shall  decide  only the  matters  involved in the Dispute and not any other
     matters,  and  shall  have no  other  authority  hereunder,  other  than to
     calculate the Gross Profit,  Net Revenue and/or  Royalties,  based upon the
     Arbitrator's  determination of the Dispute. The Arbitrator's  determination
     with  respect to any Dispute  shall be final and binding on all parties and
     not subject to appeal on any ground,  and judgment on the arbitration award
     may be enforced in any court having jurisdiction over the subject matter of
     the  controversy.  If such final  determination  results  in an  additional

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     payment to the Company, then Viral Genetics shall pay the fees and expenses
     of the  Arbitrator  and the  reasonable  attorneys'  fees and expenses,  if
     applicable,  incurred by the Company in connection with the arbitration. If
     the final determination  results in no additional payment to the Company or
     the Company is being  required  to refund  amounts  previously  paid to the
     Company,  the Company shall pay the fees and expenses of the Arbitrator and
     the reasonable attorneys' fees and travel expenses, if applicable, incurred
     by the Viral Genetics in connection with the arbitration.

     b) Common  Shares.  Subject to paragraph (c) below,  Viral  Genetics  shall
issue to the Company one million  (1,000,000)  common  shares (the  "Shares") of
Viral  Genetics,  which Shares shall be placed in escrow,  to be released to the
Company from escrow, in increments of 250,000 shares, upon the occurrence of the
following:

          i) Receipt by Viral  Genetics  of full  payment  for each  $50,000,000
     worth of Viral Genetics'  Products (as defined in the Cooperative  Venture)
     sold  pursuant to the  Cooperative  Venture.  Each  additional  $50,000,000
     increment  of  payments  for  the  sale  of  Products  shall  result  in an
     additional  250,000  shares being  released  from escrow,  up to maximum of
     1,000,000  shares.  The  Shares  shall  be  restricted  under  Rule  144 as
     promulgated  by the  Securities  and Exchange  Commission,  and shall carry
     piggyback registration rights with management; and
          ii)  Receipt of payment  for each  250,000  installment  of the Shares
     (each, a "Tranche") by Viral Genetics, as follows:
                a.    $62,500 as to the first Tranche
                b.    $125,000 as to the second Tranche
                c.    $125,000 as to the third Tranche
                d.    $437,500 as to the fourth Tranche.

     c)  Termination  of Cooperative  Venture;  Return of Shares.  Any remaining
escrowed  Shares shall be returned to Viral  Genetics for  cancellation  and the
Company   shall  not   receive   and  shall  not  be  entitled  to  any  further
consideration, including, without limitation, any such remaining escrowed Shares
or any  Royalties not yet earned in the event that any portion of the Shares are
not released from escrow:

          i) prior  to the  termination  of this  Agreement  or the  Cooperative
     Venture,  except in the event that the requirements of Section 1(b) (i) and
     (ii) have been  performed  and the  failure to release  any  portion of the
     remaining escrowed Shares is as a result of the escrow agent's  negligence;
     or
          ii) after the one year anniversary of the  reinstatement and extension
     of this Agreement and the Cooperative Venture, except in the event that the
     requirements  of  Section  1(b) (i) and (ii)  have been  performed  and the
     failure to release any  portion of the  remaining  escrowed  Shares is as a
     result of the escrow agent's negligence; or
          iii) due to failure to perform either of the requirements of Section 1
     (b) (i) or 1 (b) (ii) by the appropriate parties contemplated therein.

     2. Mutual  Representations  and  Warranties.  Each of the Company and Viral
Genetics  represents and warrants to the other and agrees for the benefit of the
other that:

     a) it has the power and  authority  to execute,  deliver  and perform  this
Agreement  and is not  bound by any  contract,  agreement  or other  commitment,
restriction  or  limitation  which  would  hinder  or in any way  restrict  such
performance;

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     b) it has duly  authorized the execution,  delivery and performance of this
Agreement in accordance with all applicable corporate power and authority;

     c) no consent from, notice to or filing with any third party is required in
connection with its execution, delivery or performance of this Agreement;

     d) the Company acted as an independent  finder in  introducing  the parties
that culminated in the Cooperative Venture and none of the Company's officers or
directors  serves in a similar capacity for either NYIC Group or Viral Genetics;
and

     e) this  Agreement  constitute  its legal,  valid and  binding  obligation,
enforceable against it in accordance with their respective terms.

     3. Confidentiality.

     a) The Company and Viral Genetics each  acknowledge  that from time to time
during the Term the Company and Viral Genetics,  as applicable,  may gain access
to and become  acquainted with various trade secrets and other  confidential and
proprietary  information of the other, including,  without limitation,  business
strategies,  operating plans, financial information,  market analysis, personnel
information,  product information,  report and data,  formulas,  product-testing
information,  processes, sources of leads and methods of obtaining new business,
know-how,  customer lists and  relationships,  contact lists and  relationships,
supply, manufacturing and distribution methods or any other methods of doing and
operating  the  business of each of the Company  and Viral  Genetics  and any of
their  respective  subsidiaries  or  affiliates,  including  entities  that  are
acquired by the Company or Viral  Genetics,  their  subsidiaries or any of their
affiliates  (the  "Confidential  Information").  The Company and Viral  Genetics
covenant  and agree that they will not,  whether  during the Term or at any time
thereafter,  disclose,  directly or indirectly, or make available to any person,
corporation,  firm, or other entity, or in any manner use for their own benefit,
any  Confidential  Information  or trade  secrets  relating to the  business and
operations of the Company or Viral Genetics,  The foregoing  restrictions  shall
not apply to any Confidential Information which

          i) is or becomes  generally  available to the public through no action
     by the party making disclosure;
          ii) is or  becomes  available  to the  party  making  disclosure  on a
     non-confidential  basis from a source,  who, to the  knowledge of the party
     making disclosure,  is not bound to a confidentiality  agreement or similar
     restriction; or
          iii) is disclosed pursuant to applicable federal,  state or local laws
     or regulations or pursuant to subpoena or judicial order.

     b) The Company and Viral  Genetics  acknowledge  that because the breach or
attempted or  threatened  breach of any of the  provisions of this Section 3 may
result in immediate and irreparable injury to the non-breaching  party for which
such party may not have an adequate remedy at law and for which monetary damages
are  not  readily  calculable,  each  of  the  Company  or  Viral  Genetics,  as
applicable,  shall be entitled to obtain  injunctive or other  equitable  relief
restraining and prohibiting such breach or threatened breach, including, without

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limitation,  a temporary and permanent injunction,  enjoining any such breach or
attempted or threatened  breach  (without being required to post a bond or other
security or to show any actual  damages).  The right to an injunction  and other
equitable  relief shall be in addition to, and cumulative with, all other rights
and  remedies  available  to the Company or Viral  Genetics at law, in equity or
otherwise.

     4.   Term  and   Termination.   The  term  of  this   Agreement   shall  be
contemporaneous with the Cooperative Venture. This agreement shall be terminable
immediately and at any time with the mutual written  consent of the parties,  or
upon  termination  of the  Cooperative  Venture;  provided,  however,  that this
Agreement  shall  be  reinstated  in  the  event  of  the  reinstatement  of the
Cooperative Venture, as provided in Section 2 (a) (ii) therein.

     5.  Assignment.  This Agreement shall be binding upon and inure the benefit
of the parties hereto and their respective successors (by merger,  consolidation
or sale of all or  substantially  all of the assets of such party) and permitted
assigns.  This Agreement may not be assigned by either party,  without the prior
written consent of the other party hereto.

     6.  Governing  Law.  This  Agreement  will be governed by and  construed in
accordance  with the laws of the  State of  California,  without  regard  to its
conflicts  of  law  principles.   This  Agreement  shall  not  be  construed  or
interpreted with any presumption  against the party causing this Agreement to be
drafted.

     7. Entire Agreement.  This Agreement constitutes the complete and exclusive
understanding  and  agreement  between the parties  with  respect to the subject
matter  hereof,   superseding  and  replacing  any  and  all  prior  agreements,
communications,  and  understandings  (both  written  and oral)  regarding  such
subject  matter all of which are merged  herein.  There are no  representations,
promises or understandings  regarding such subject matter,  except to the extent
expressly set forth herein.

     8. Remedies Cumulative;  Invalidity.  All remedies,  rights,  undertakings,
obligations and agreements contained in this Agreement shall be cumulative,  and
none of them shall be in  limitation of any other  remedy,  right,  undertaking,
obligation  or  agreement  available  to  either  of  the  parties  hereto.  The
invalidity, illegality or unenforceability of any term or provision contained in
this  Agreement (as determined by a court of competent  jurisdiction)  shall not
affect the validity,  legality of  enforceability of any other term or provision
hereof.  It is the intent of the parties that this  Agreement be enforced to the
fullest extent permitted by applicable law.

     9. Waiver;  Amendment.  No waiver by a party of any breach of any provision
of this Agreement  shall be deemed to be a waiver of any preceding or subsequent
breach  of the  same  or  similar  nature  or of any  other  provision  of  this
Agreement.  Any waiver shall be limited to the specific instance and purpose for
which  it is  given.  Any  amendment,  modification  or  waiver  of any  term or
provision  of  this  Agreement  shall  only  be  effective  if  such  amendment,
modification or waiver is evidenced by an instrument in writing duly executed by
each of the parties hereto.

     10.  Relationship of Parties;  Expenses.  Nothing contained herein shall be
deemed to constitute a partnership  between, or a joint venture by or employment
relationship  between or among the parties hereto. This Agreement is between two

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independent  contracting  parties.  Nothing herein is intended nor shall it make
either party a fiduciary of the other party.

     11. Notices. All notices,  demands,  consents,  requests,  instructions and
other communications to be given or delivered or permitted under or by reason of
the  provisions  of  this  Agreement  or in  connection  with  the  transactions
contemplated  hereby shall be in writing and shall be deemed to be delivered and
received by the intended recipient as follows: (a) if personally  delivered,  on
the business day of such  delivery (as  evidenced by the receipt of the personal
delivery  service),  (b) if mailed  certified or registered  mail return receipt
requested,  four (4)  business  days after being  mailed,  (c) if  delivered  by
overnight courier (with all charges having been prepaid), on the business day of
such delivery (as evidenced by the receipt of the overnight  courier  service of
recognized  standing),  or (d) if delivered by  facsimile  transmission,  on the
business  day of such  delivery  if sent by 6:00  p.m.  in the time  zone of the
recipient,  or if sent after that time, on the next succeeding  business day (as
evidenced  by the  printed  confirmation  of delivery  generated  by the sending
party's  telecopier  machine).  If  any  notice,   demand,   consent,   request,
instruction  or other  communication  cannot be  delivered  because of a changed
address of which no notice was given (in  accordance  with this  Section 11), or
the refusal to accept same, the notice, demand, consent, request, instruction or
other  communication  shall be deemed  received on the second  business  day the
notice is sent (as  evidenced  by a sworn  affidavit  of the  sender).  All such
notices, demands, consents, requests, instructions and other communications will
be sent to the addresses as first set forth herein.  A copy of any notice to the
Company  shall be sent to:  Jenkens & Gilchrist  Parker Chapin LLP, The Chrysler
Building,  405 Lexington  Avenue,  New York,  New York 10174 (Attn:  Martin Eric
Weisberg, Esq.); Fax No.: (212) 704-6288. A copy of any notice to Viral Genetics
shall be sent to: Viral  Genetics,  Inc., 905 Mission  Street,  South  Pasadena,
California, 91030, (Attn: Haig Keledjian); Fax No: (626) 441-9753.

     12.  Currency.  All  references  to currency in this  agreement  are to the
lawful currency of the United States of America.

     13. Headings. Section headings have been inserted herein for convenience of
reference  only  and  shall  not  have  any  impact  on  the   construction   or
interpretation of this Agreement.

     14. Counterparts.  This Agreement may be executed in counterparts,  each of
which, when taken together, shall constitute one and the same instrument.

     IN WITNESS WHEREOF, each of the parties has duly executed this Agreement as
of the day and year first above written.

                                    L&M  GLOBAL VENTURES, INC.

                                    By: /s/ Laureen A. Paul
                                       Title: President

                                    VIRAL GENETICS, INC.

                                    By: /s/ Haig Keledjian
                                       Title:  President

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