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Exhibit 10.2

CONSULTANCY AGREEMENT

            THIS  CONSULTANCY AGREEMENT (the "Agreement") is effective as of this 31st  day of October, 2005, between Bellacasa Productions, Inc., a corporation having  its principal place of business at 26 Chestnut Street, Suite 2L, Andover, MA  01810 (hereinafter referred to as the "Company"), and Arnold &  Associates, LLC, a corporation having its principal place of business at 4  Jetty Lane, Falmouth, MA 02540 (hereinafter referred to as  "Consultant").  Company and Consultant are hereinafter sometimes  individually referred to as the "Party" and jointly as the  "Parties."

The Parties  hereto have agreed as follows:

            1.         Consultancy:

                        a.         Consultant  agrees to advise and assist Company and Company's affiliates in connection with  their activities in raising capital through a PIPE or any other suitable  financing mechanism.  Consultant will recommend strategies to raise capital and  introduce Company to financial appropriate financial institutions. For the  purpose of this Agreement, affiliate shall mean any corporation, firm,  partnership or other legal entity, which, directly or indirectly, is controlled  by, is in control of or under common control with Company.

                        b.         Requests  for consulting services under this Agreement may be made on behalf of Company  by, and reports required hereunder shall be made to Mr. Edwin Reilly.

                        c.         Consultant  will submit reviews and reports in writing in such form and at such time as  Company may reasonably request.

            2.         Payments:

                        a.                  As full compensation for Consultant's services, Company  will pay, or cause to be paid or granted to Consultant: 

                                    i.      A monthly fee of 17,000 shares of the Company common stock  or prorated part thereof, for time spent by Consultant in providing consultancy  services requested by Company.  

                                    ii.      Warrants on 85,000 shares of Bellacasa Productions, Inc.  stock at $.30 per share.  Term of warrant will be three (3) years.

                        b.                   Upon receipt of documentation for expenditures in accord  with Company's business travel and entertainment policies and procedures,  Company will reimburse Consultant at cost for reasonable out-of-pocket expenses necessarily incurred in performing consultancy services requested by  Company.  

                        c.                    Consultant shall maintain records of all time and expenses  under this Agreement.

            3.         Duration:

                        This Agreement  commences as of November 1, 2005, and continues through March 31, 2006.

            4.         Secrecy:

                        a.         Consultant  agrees to hold in confidence and not to disclose to any third party, without  Company's prior written consent, all materials and information which Consultant  obtains or develops as a result of this Agreement ("Confidential Information"),  unless such materials and information:

                                    i.          were  known to Consultant prior to this Agreement, as evidenced by Consultant's  written  records;

                                    ii.          are or  become generally available to the public through no fault of Consultant; 

                                    iii.         are  received by Consultant in good faith from a third party, not in breach of an  obligation  of confidentiality;

                                    iv.         are independently developed, discovered or arrived at by  Consultant without use of or reference to Confidential Information; or

                                    v.         are disclosed, pursuant to a requirement of law, provided  that Consultant has complied with the provisions set forth in Paragraph 4.b.

                        b.         If  Consultant becomes legally required to disclose any Confidential Information,  Consultant will give Company prompt notice of such fact, so Company may obtain  a protective order or other appropriate remedy concerning any such disclosure  and/or waive compliance with the non‐disclosure provisions of this  Agreement.  Consultant agrees to fully cooperate with Company in connection  with Company's efforts to obtain any such order or other remedy.  If any such  order or other remedy does not fully preclude disclosure of Confidential  Information, or Company waives such compliance, Consultant agrees to make such  disclosure, only to the extent such disclosure is legally required, and will  use his best efforts to have confidential treatment accorded to the disclosed  Confidential Information.

                        c.           Consultant  shall use the Confidential Information only for the purpose of performing his  obligations under this Agreement and for no other purposes.

            5.         Independent  Contractor:

                        This Agreement does not create an  employer/employee relationship between Consultant and Company.  Consultant  agrees that he renders all services hereunder as an independent contractor and  not as an employee or agent of Company.  Consultant also agrees that he shall  not have any rights to receive any employee benefits such as health and  accident insurance, sick leave or vacation as is in effect generally for  employees of Company. 

            6.**        **Post‐Consulting  Agreement Activities:

            6.1         For a  period of eighteen (18) months (or for a lesser period should the Company so  determine) after the termination or expiration of your Consulting with the  Company hereunder, absent the Company's prior written approval, you will not  directly or indirectly engage in activities similar or reasonably related to  those in which you shall have engaged hereunder during the one(1) year  immediately preceding termination or expiration for, nor render services  similar or reasonably related to those which you shall have rendered hereunder  during such one (1) years to, any person or entity whether now existing or  hereafter established which directly geographically competes with the Company  ("Direct Competitor") in any line of business currently engaged in by  the Company, including without limitation, the development, marketing or sales  of  the company’s biotechnology products and services, including without  limitation, its injectable hydrogel in the fields of dermatology,  gastroesophogeal reflux and urinary incontinence.  Nor shall you entice, induce  or encourage any of the Company's other employees to engage in any activity  which, were it done by you, would violate any provision of the Proprietary  Information and Inventions Agreement or this Section 6.  As used in this  Section 6.1, the term "any line of business currently engaged in by the  Company" shall be applied as at the date of termination of your  Consulting.

            6.2       No provision of this Agreement shall be construed to preclude  you from performing the same services which the Company hereby retains you to  perform for any person or entity which is not a Direct Competitor of the  Company upon the expiration or termination of your Consulting so long as you do  not thereby violate any term of the Proprietary Information and Inventions  Agreement.

            7.         Property Rights and  Publications:

                        a.         All rights  in and to all data, information, reports, inventions, know‐how,  improvements, designs, devices, apparatus, practices, processes, methods or  products, whether patentable or not, made, developed, perfected, devised,  conceived or first reduced to practice by Consultant, his agents, servants or  employees either solely or jointly with others in the course of or as a result  of Consultant's consulting services for Company (the "Consulting  Information") shall be and remain the sole and exclusive royalty‐free  property of Company, or such other party as Company may designate, as the case  may be, shall be considered trade secrets of Company or such other party  subject to the confidential information requirement herein, and shall remain  free of any claim of Consultant or any person deriving any rights or interest  from Consultant.  At the request of Company, and at its expense, Consultant  shall sign and deliver to Company all writings and do all such things as may be  required to vest in Company or such other party as its absolute and exclusive  property the entire right, title and interest in and to all Consulting  Information.  Consultant shall take all reasonable steps to ensure the secrecy  of the Consulting Information.  Consultant shall not be entitled to any further  compensation or consideration for performance of the obligations under this  section.

                        b.         Company or  such other party may in its own discretion prepare, file and prosecute, in its  own name and at its own expense, applications for foreign and U.S. letters patent on any patentable invention referred to above.  Upon request of Company  and at its expense, Consultant shall assist Company in prosecuting such  applications and execute and deliver any and all instruments necessary to make,  file and prosecute all such applications, divisions, divisions‐in‐part,  continuations or reissues thereof. 

                        c.         Consultant  shall not publish any Consulting Information without the prior written consent of  Company that may be withheld in Company's sole discretion.

            8.         Conflicts  of Interest:

                        Consultant represents and warrants that he has  the full power and right to enter into this Agreement and that there are no  outstanding agreements, assignments, licenses, encumbrances or rights in other  parties, private or public, which might interfere with, or preclude the  carrying out of, the obligations under this Agreement. 

            9.         Assignment:

                        The rights, benefits  and duties of this Agreement are personal to Consultant and may not be  assigned, transferred, or delegated to others.  Company may, however, assign  this Agreement in whole or in part without Consultant's consent.  No assignment  will enlarge or expand the scope of Consultant's services hereunder without the  prior written consent of Consultant. 

            10.       Choice  of Law:

                        This  Agreement shall be construed under and governed by the laws of the Commonwealth  of Massachusetts, without regard to the choice of law principles of that or  any other jurisdiction. The Parties hereby agree to submit to the jurisdiction  of the state or Federal courts in Massachusetts solely for purposes of this  Agreement**.**

            11.       Survival:

                        The obligations of  Section 4 (Secrecy), Section 7 (Property Rights and Publications) and Section 8  (Conflicts of Interest) of this Agreement shall survive termination or  expiration of this Agreement.

            12.       Notice:

                        Any notice or other  written communications required or permitted to be given or made under this  Agreement shall be given or made by either Party to the other in writing and  shall be delivered by personal service or by first class mail, postage prepaid,  or air courier addressed to a Party at the address set forth above or at such  other address as one Party may give notice of to the other Party.  Notices or  written communications shall be deemed to have been sufficiently given or made:  (i) if by personal service, when performed; (ii) if mailed, three (3) days  after being deposited in the mail, postage prepaid; or (iii) if by air courier,  one (1) day after delivery to the air courier company.

            13.       Integration:

                        The terms and  provisions contained in this Agreement constitute the entire agreement between  the Parties hereto and supersede all prior communications or understandings  with respect to the subject matter hereof.  No agreement or understanding  varying or extending this Agreement will be binding, unless in writing in which  this Agreement is specifically referenced and signed both by Consultant and a  duly authorized officer or representative of Company.

            IN  WITNESS WHEREOF, the Parties hereto have executed and delivered this Agreement  in two exemplars, each a duplicate original, as of the date first above  written.

|   | "Company"                          |   |   | "CONSULTANT"                                   |
|--------|----------------------------------------------|--------|--------|----------------------------------------------------------|
|   | Bellacasa      Productions, Inc.             |   |   |                                                     |
|   |                                         |   |   |                                                     |
| By:    | /s/ Edwin A. Reilly                          |   | By:    | /s/ Douglas P. Arnold                                    |
|   |                                              |   |   |                                                          |
| Its:   | Edwin A. Reilly      Chief Executive Officer |   | For:   | Douglas P. Arnold      Arnold &      Associates, LLP |