Exhibit 10.1

Agreement  between TTI  Holdings of America  Corp.  and  Comprehensive  Resource
Management, Inc.

                         Comprehensive Resource Advisors

                         MANAGEMENT CONSULTING AGREEMENT

         AGREEMENT  made  this  1st day of  August,  2001,  by and  between  TTI
         Holdings   of  America   Corp.   (hereinafter,   CLIENT),   a  Delaware
         corporation,  with its  principal  place  of  business  located  at 545
         Madison Avenue, New York, NY 10022 and Comprehensive Resource Advisors,
         Inc.  (hereinafter,  FIRM), a New York corporation,  with its principal
         place of business located at 68A Lamar Street,  West Babylon,  New York
         ll704, upon terms and conditions as follows:

         FIRM will  provide to CLIENT  advisory and  consulting  services in the
         following areas:

                  a.       corporate   operation,   technology,   control,   and
                           management
                  b.       public and/or private investment
                  c.       corporate restructuring
                  d.       underwriter search
                  e.       preparing a formal business plan
                  f.       securing primary and secondary financing
                  g.       due diligence
                  h.       facilitate the introduction to broker/dealers
                  i.       facilitate the introduction to investment bankers
                  j.       facilitate   the   preparation   of  a   registration
                           statement
                  k.       investor relations
                  l.       press relations {no CLIENT informational material may
                           be issued for public dissemination  without the prior
                           review and express consent of FIRM}
                  m.       coordination  of the relations  between  CLIENT,  its
                           retained  counsel,  and  accountants  with  regard to
                           financial matters.

         CLIENT will provide to FIRM: weekly,  "The DTC Report";  monthly,  "The
         NOBO" report.

         FIRM will be available to render all services represented during normal
         and customary working hours.

         FIRM will at all time render the foregoing,  and all other services, on
         a "best efforts" basis.

         It is understood and agreed to by the CLIENT,  its  employees,  agents,
         and assignors, that during the term of this AGREEMENT the FIRM shall be
         CLIENT  exclusive  representative  for all the advisory and  consulting
         services set forth hereinabove.

1.       Compensation

         a.       A non  refundable  retainer of both CLIENT  common stock and a
                  cash payment shall be paid by CLIENT to FIRM as follows:

                  (i)      134,000  shares of CLIENT common stock with immediate
                           registration  rights to be registered  with any first
                           registration  statement  if  any  public  or  private
                           offering is made.

         b.       The foregoing  retainer is in  consideration  of FIRM's unique
                  advisory  services  which the parties hereto value at the rate
                  of $500 per hour,  and is in lieu of  billing  at said  hourly
                  amount.

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         c.       The stock  portion  of the  retainer  referred  to in  Section
                  "2A(iii)", set forth hereinabove shall be delivered to FIRM at
                  68A Lamar Street, West Babylon, New York 11704 by CLIENT, in a
                  form fully registered and tradable.
         d.       From time to time FIRM will present for payment,  receipts for
                  necessary  and  reasonable  business  expenses for any and all
                  tasks  assigned by CLIENT to FIRM,  or  undertaken  by FIRM in
                  furtherance of CLIENT business goals and objectives, including
                  but  not  limited  to  travel  and   entertainment,   material
                  supplies,  filings,  press  releases,  and other  professional
                  fees. It is agreed that these expenses which represent "out of
                  pocket" costs,  if any,  incurred by FIRM in behalf of CLIENT,
                  will be reimbursed by CLIENT on a "forthwith" basis.

         Failure by CLIENT to perform  obligations as per the terms of paragraph
         1 - {COMPENSATION}  and or any clause  pertaining to reimbursement  may
         result  in FIRM  withholding  future  services  until  compensation  is
         satisfied and current.

2.       Confidentiality

                  FIRM agrees that it will not, without consent,  communicate to
                  any individual or business entity information  relating to any
                  confidential material which it might from time to time acquire
                  with  respect to the  business of CLIENT,  its  affiliates  or
                  subsidiaries. This clause shall survive for one year after the
                  termination of this AGREEMENT.

3.       Defense and Indemnification

                  CLIENT  agrees,  at its sole expense,  to defend FIRM,  and to
                  indemnify and hold the FIRM harmless from, any claims or suits
                  by a  third  party  against  the  FIRM or any  liabilities  or
                  judgments   based   thereon,   either   arising   from  FIRM's
                  performance  of services  for CLIENT  under this  AGREEMENT or
                  arising  from any  CLIENT  products  which  result  from  FIRM
                  performance of general services under this AGREEMENT.

4.       Terms and Termination


                  This AGREEMENT with all rights and privileges pertaining
                  thereto shall be for a term of not less than18 months from the
                  date hereof and shall be deemed automatically renewed upon its
                  same terms and conditions for an additional 12 month period
                  unless, not less than 60 days prior to expiration, either
                  party serves upon the other written notice to terminate. Said
                  notices shall be in conformance with paragraph "5c." set forth
                  herein.

5.       Miscellaneous

         a.       Any and all work  generated on behalf of CLIENT  including but
                  not limited to: databases,  models, charts and, presentations,
                  will remain the sole ownership of FIRM and will be turned over
                  to CLIENT as required.

         b.       The  relationship  created by this AGREEMENT  shall be that of
                  independent contractor, and neither FIRM nor CLIENT shall have
                  authority  to bind or act as agent  for the other or for their
                  respective  employees  for any  purpose,  unless  specifically
                  agreed to in  writing  and is  executed  by an officer of each
                  party.

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         c.       Notice given by one party to the other  hereunder  shall be in
                  writing and deemed to have been  properly  given if  deposited
                  with the United States Postal Service, registered or certified
                  mail, addressed as follows:


         CLIENT   TTI Holdings of America Corp.

                  545 Madison Avenue, New York, NY  10022

         FIRM     Comprehensive Resource Advisors, Inc.

                  68A Lamar Street, West Babylon, New York 11704

         d.       This  AGREEMENT   replaces  any  previous  AGREEMENT  and  the
                  discussions   relating  to  the  subject  matters  hereof  and
                  constitutes the entire AGREEMENT  between CLIENT and FIRM with
                  respect  to  the  subject  matters  of  this  AGREEMENT.  This
                  AGREEMENT  may not be  modified  in any  respect by any verbal
                  statement,  representation,  or writing made by any  employee,
                  officer,  or  representative  of  CLIENT or FIRM  unless  such
                  writing is in proper  form and  executed by an officer of each
                  party.


         IN WITNESS WHEREOF,  the parties have executed this AGREEMENT effective
         the date first stated above.  This AGREEMENT is bound under the Laws of
         the State of New York and shall be construed and enforced in accordance
         with  those  laws.  Any  remedies  on breach of the  AGREEMENT  will be
         determined  exclusively through binding arbitration provided by the New
         York State court system.


         By: ___________________________                      ________________
         Lee Rubinstein - President                                Date

         By: ___________________________                      ________________
         Andrew Mazzone - President/CEO                            Date