Exhibit 10.2




November 2, 2001


Mr. Charles Cardona,President
Addzone Interactive
211 Roanoke Ave.
Riverhead, NY 11901

Re: Proposal for Consulting Services

Dear Mr. Cardona:

Thank  you for  providing  us with the  opportunity  to submit  this  consulting
service proposal.  This proposal confirms the nature of services we will provide
you and the terms of our engagement.

We will provide consulting services for Adzone  Interactive,  Inc. (the Company)
for the period  November1,  2001 through  December 31,  2002.  These  consulting
services  include  advising  the  Company's  board of directors  and  management
concerning  accounting,  tax, and financial reporting matters periodically as we
have  done in the  past.  This  will not  include  rendering  an  opinion  as to
Company's  financial  statements that may or may not be in compliance with U. S.
generally  accepted  accounting  principles  because of our  financial  interest
(stock ownership) in the Company and therefore lack of independence  (AICPA code
of Ethics). Our consulting services will be from an advocacy perspective.

Our fees for such services will be $18,000.  These  services will be provided by
the following  individuals Thomas Kober 50 hours providing financial consulting,
tax  planning  and liason with  outside  accountants  and  venture  capitalists,
Charles Blanchfield - 50 hours providing financial  consulting regarding various
government contract proposals, Robert King - 50 hours providing tax planning and
preparing all necessary tax returns in connection with the merger and future tax
needs.  Based upon our  previous  discussions  and to help the Company  with its
current cash flow needs,  we have agreed to  structure  our  compensation  to be
payable as follows:  $6,000 cash,  payable $500 per month beginning January 15th
2002 with an  interest  rate of 1.5% per cent  monthly  charge if any payment is
made 30 days or later  after the 15th of the  month;  $12,000  of the  Company's
common stock issued under regulation S-8 upon signing this engagement  letter or
as soon as  possible  thereafter  with the  intention  of  having  marketability
restrictions  removed from the stock we receive.  Currently  with the  Company's
common stock being traded at or around $.10 cents per share,120,000  shares will
be issued as follows - Thomas Kober 40,000 shares,  Charles Blanchfield - 40,000
shares, Robert King - 40,000 shares.

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Mr. Charles Cardona
November 2, 2001
page 2


We are  pleased  to have  this  opportunity  to  serve  you.  If this  correctly
expresses  your  understanding,  please sign this original  where  indicated and
immediately  return it to us in the  enclosed  envelope.  A copy is enclosed for
your records.



Very truly yours,


  S/ THOMAS G.KOBER
--------------------------------
Thomas G. Kober


 S/ CHARLES W. BLANCHFIELD
--------------------------------
Charles W. Blanchfield

S/ ROBERT A. KING
--------------------------------
Robert A. King


Approved by:   S/CHARELS CARDONA                           Date:11/2/01
            --------------------                                -------
Mr.Charles Cardona, President

TGKde
Enc.















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