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                                                                    EXHIBIT 10.1

                          BUSINESS CONSULTING AGREEMENT

AGREEMENT, made and entered into January 2, 2003, by and between Edward Meyer,
Jr., Individually, of Xcel Associates, Inc. a New Jersey Corporation, with
offices located at 224 Middle Road, 2nd floor, Hazlet, New Jersey 07730
("Meyer")) and Military Resale Group; Inc., a publicly traded New York
Corporation with offices located at 2180 Executive Circle, Colorado Springs, CO
80906 ("MYRG")

                              W I T N E S S E T H:
                              - - - - - - - - - -

     WHEREAS,  Meyer provides  consultation  and advisory  services  relating to
business management and marketing; and

     WHEREAS,  MYRG desires to utilize  Meyer  services in  connection  with its
operations.

     NOW,  THEREFORE,  in consideration of the premises and the mutual covenants
hereinafter set forth, Meyer and MYRG hereby agree as follows:

1. CONSULTING  SERVICES.  Effective as of January 2, 2003, by and subject to the
terms and conditions herein contained,  Meyer shall provide business management,
marketing  consultation  and  advisory  services to MYRG.  Such  services  shall
include (a) the  preparation,  implementation  and  monitoring  of business  and
marketing  plans,  (b) advice  concerning  production  layout and  planning  and
internal  controls and (c) such other managerial  assistance as Meyer shall deem
necessary or appropriate for MYRG's business.

2. PAYMENT.  In consideration for the services of Meyer to be provided hereunder
shall be $6,000 worth of restricted  MYRG shares per month.  The shares shall be
issued at the end of each  quarter on March 31, 2003,  June 30; 2003,  September
31, and  December  31,  2003.  The number  o(pound)  shares to be issued will be
determined by the average low price in each quarter  multiple by .80 or 80%. The
shares are to be issued in the name of Edward Meyer, Jr. SS# ###-##-####  Please
have all the  certificates  delivered  to 224 Middle  Road,  Hazlet,  New Jersey
07730.

3. EXPENSES.  MYRG shall reimburse Meyer for all  pre-approved  travel and other
expenses incurred by it in rendering services hereunder,  including any expenses
incurred by consultants when such consultants are temporarily located outside of
the metropolitan New York, area for the purpose of rendering  services to or for
the benefit of MYRG pursuant to this Agreement. Meyer shall provide receipts and
vouchers to MYRG fox all expenses for which reimbursement is claimed.

4.  INVOICES.  All  pre-approved  invoices  for  services  provided  to MYRG and
expenses  incurred  by Meyer in  connection  therewith  shall be payable in full
within ten (10) days of the date of such invoice.  Payment of invoices  shall be
made by check made payable to the individual  rendering the pre-approved service
and mailed to 224 Middle  Road,  Hazlet NJ 07730  within the  allotted  ten (10)
days.

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5. PERSONNEL. Meyer shall be an independent contractor and no personnel utilized
by Meyer in providing  services  hereunder  shall be deemed an employee of MYRG.
Moreover,  neither Meyer nor any other such person shall be empowered  hereunder
to act on behalf of MYRG. Meyer shall have the sole and exclusive responsibility
and liability for making all reports and  contributions  withholdings,  payments
and taxes to be  collected,  withheld,  made and paid with  respect  to  persons
providing services to be performed hereunder on behalf of MYRG, whether pursuant
to any social security,  unemployment  insurance,  worker's  compensation law or
other federal state or local law now in force and effect or hereafter enacted.

6. TERM AND TERMINATION. This Agreement shall be effective from January 2nd 2003
and  shall  continue  in  effect  for a period  of 12  months  thereafter.  This
Agreement may be renewed for a provisional  six-month  period  thereafter,  upon
mutual agreement of the parties.

7. NON-ASSIGNABILITY.  The rights, obligations, and benefits established by this
Agreement shall not be assignable by either party hereto.  This Agreement shall,
however, be binding upon and shall inure to the benefit of the parties and their
successors.

8. CONFIDENTIALITY.  Neither Meyer nor any of its consultants,  other employees,
officers,  or directors shall disclose  knowledge or information  concerning the
confidential  affairs of MYRG with respect to MYRG's  business or finances  that
was obtained in the course of performing services provided for herein.

9. LIMITED LIABILITY. Neither Meyer nor any of its consultants, other employees,
officers or directors shall be liable for consequential or incidental damages of
any kind to MYRG  that  may  arise  out of or in  connection  with any  services
performed by Meyer, hereunder.

10.  GOVERNING  LAW.  This  Agreement  shall be  governed  by and  construed  in
accordance with the laws of the State of New Jersey without giving effect to the
inflicts of law principles thereof or actual domicile of the parties.

1l.  NOTICE.  Notice  hereunder  shall be in writing and shall be deemed to have
been given at the time when deposited dot' mailing with the United States Postal
Service enclosed in a registered or certified postpaid envelope addressed to the
respective  party at address of such party first above  written or at such other
address as such party may fix by notice given pursuant to this paragraph.

12. NO OTHER  AGREEMENTS.  This Agreement  supersedes all prior  understandings;
written or oral, and constitutes the entire Agreement between the parties hereto
with  respect  to  the  subject  matter  hereof.  No  waiver,   modification  or
termination  of this  Agreement  shall be valid unless in writing  signed by the
parties hereto.

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IN WITNESS WHEREOF, MYRG, and Meyer have duly executed this Agreement as of the
day and year first above written.

MILITARY RESALE GROUP, INC.                            CONSULTANTS


/S/ ETHAN D. HOKIT                                     /S/ EDWARD MEYER, JR.
------------------------------                         ------------------------
By: Ethan D. Hokit, President                          By: Edward Meyer, Jr.

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