EXHIBIT 10.3


                          CONSULTING SERVICE AGREEMENT

This Agreement is made effective as of January 1, 2005 (the  "Effective  Date"),
by and between Schooner Realty Inc.  ("CONSULTANT") of 3409 Ash Lane,  McKinney,
Texas 75070,  and RG America,  Inc.  ("Client") of 2100 Valley View Lane,  Suite
100, Dallas, TX 75234.

In this  Agreement,  the party who is contracting  to receive  services shall be
referred to as "CLIENT",  and the party who will be providing the services shall
be referred to as "CONSULTANT".

CONSULTANT  has a background in corporate  operations,  oversight,  material and
labor construction coordination consulting and is willing to provide services to
CLIENT based on this background.

CLIENT desires to have services provided by CONSULTANT.

Therefore, the parties agree as follows:

1.    DESCRIPTION OF SERVICES.  Beginning on the Effective Date, CONSULTANT will
      provide the following services (collectively,  the "Services") in the case
      of:

      A)    Use of  CONSULTANT'S  directors  name,  Edward P. Rea, as  Executive
            Chairman of CLIENT.

      B)    CONSULTANT  will  act in the  capacity  of  Executive  Chairman  and
            review,  oversee  and sign all  matters as would be  required  by an
            Executive Chairman in relation to the CLIENT and it's subsidiaries.

      C)    CONSULTANT will act in the capacity of an Executive  Chairman and if
            necessary,  review,  oversee and sign all documents as required by a
            Executive Chairman in relation to the CLIENT and it's subsidiaries

      D)    Use of CONSULTANT'S name on all of CLIENT'S literature and web page.

      E)    Attend  CLIENT  Board  of  Director  and  Shareholder   Meetings  as
            Executive Chairman

      F)    Attend meetings and events as requested by CLIENT.

      G)    Other  matters as  requested  by CLIENT  pursuant to the position of
            Executive  Chairman.

      H)    CONSULTANT  will agree to assist the  company on all  matters in the
            event of any SEC, IRS or legal issues.

2.    PERFORMANCE  OF  SERVICES.  The  manner  in which the  Services  are to be
      performed  and the  specific  hours to be  worked by  CONSULTANT  shall be
      determined by CONSULTANT after discussing with CLIENT.

3.    CASH PAYMENT.  CLIENT will pay a fee to CONSULTANT  for the Services based
      on a rate of  $4,250.00  bi-weekly.  CLIENT  Agrees  to remit  payment  to
      CONSULTANT by the 5th day of each month for the services performed.

4.    STOCK PAYMENT.  In recognition  of prior and current  services  performed,
      CLIENT will grant CONSULTANT Two Hundred Fifty Thousand  (250,000) Options
      to  purchase  CLIENT  common  stock  at a price  of  $.30  per  share  and
      exercisable  for in accordance  with the attached  schedule as approved by
      CLIENT Board of Directors.


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4.    EXPENSE REIMBURSEMENT.  CONSULTANT shall be entitled to reimbursement from
      CLIENT for all reasonable "out-of-pocket" expenses directly related to the
      case such as, but not  limited  to:  travel,  copying  expenses,  etc.  as
      approved by client in advance.

5.    NEW PROJECT  APPROVAL.  CONSULTANT and CLIENT recognize that  CONSULTANT's
      Services will include working on various  projects for CLIENT.  CONSULTANT
      shall obtain the approval of CLIENT prior to the  commencement of each new
      project.

6.    TERM/TERMINATION.  This  Agreement is for a five (5) year period and shall
      terminate  automatically  on  December  31,  2009,  unless both CLIENT and
      CONSULTANT agree in writing to an amendment of the agreement.

7.    RELATIONSHIP  OF PARTIES.  It is understood by the parties that CONSULTANT
      is an independent  contractor with respect to CLIENT,  and not an employee
      of  CLIENT.  However,  CLIENT  will  offer  to  provide  fringe  benefits,
      including health insurance  benefits,  or any other employee benefit,  for
      the benefit of CONSULTANT.

8.    CONFIDENTIALITY and Non-Compete. CONSULTANT recognizes that CLIENT has and
      will have medical and legal  information  which need to be protected  from
      improper   disclosure.   In  consideration   for  the  disclosure  of  the
      Information,  CONSULTANT agrees that CONSULTANT will not at any time or in
      any  manner,  either  directly  or  indirectly,  use any  Information  for
      CONSULTANT's  own benefit,  or divulge,  disclose,  or  communicate in any
      manner  any  Information  to any third  party  without  the prior  written
      consent of CLIENT. CONSULTANT will protect the Information and treat it as
      strictly  confidential.  A violation of this paragraph shall be a material
      violation  of this  Agreement.  Additionally,  CONSULTANT  agrees  to sign
      CLIENTS  standard   non-compete   agreement  as  well  as   non-disclosure
      agreements.

9.    UNAUTHORIZED DISCLOSURE OF INFORMATION.  If it appears that CONSULTANT has
      disclosed (or has threatened to disclose) Information in violation of this
      Agreement,   CLIENT  shall  be  entitled  to  an  injunction  to  restrain
      CONSULTANT from disclosing, in whole or in part, such Information, or from
      providing  any  services  to any party to whom such  Information  has been
      disclosed  or may be  disclosed.  CLIENT shall not be  prohibited  by this
      provision from pursuing other  remedies,  including a claim for losses and
      damages.

10.   SERVICES TO THIRD  PARTIES.  The parties  recognize  that  CONSULTANT  may
      provide consulting services to other parties. However, CONSULTANT is bound
      by the  confidentiality  provisions of this Agreement,  and CONSULTANT may
      not use the information,  directly or indirectly, for the benefit of third
      parties.

11.   RETURN OF RECORDS.  Upon  termination of this Agreement,  CONSULTANT shall
      deliver all records, notes, data, memoranda,  models, and equipment of any
      nature that are in CONSULTANT's  possession or under CONSULTANT's  control
      and that are CLIENT's property or relate to CLIENT's business.


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12.   NOTICES.  All notices  required or permitted under this Agreement shall be
      in  writing  and shall be deemed  delivered  when  delivered  in person or
      deposited  in the  United  States  mail,  postage  prepaid,  addressed  as
      follows:


IF for CLIENT:                             IF for CONSULTANT:
John E. Rea                                Schooner Realty, Inc.
Chief Executive Officer                    3409 Ash Lane
RG America, Inc.                           McKinney, TX 75070
2100 Valley View Lane, Suite 100           Attn: Edward P. Rea
Dallas, TX 75234

Such  address  may be  changed  from time to time by either  party by  providing
written notice to the other in the manner set forth above.

14.   ENTIRE  AGREEMENT.  This  Agreement  contains the entire  agreement of the
      parties  and  there  are no other  promises  or  conditions  in any  other
      agreement  whether  oral or  written,  save and accept the  aforementioned
      non-disclosure and non-compete  agreements.  This Agreement supersedes any
      prior written or oral  agreements  between the parties save and accept the
      aforementioned non-disclosure and non-compete agreements.

15.   AMENDMENT.  This  Agreement may be modified or amended if the amendment is
      made in writing and is signed by both parties.

16.   SEVERABILITY.  If any  provision  of this  Agreement  shall  be held to be
      invalid or unenforceable  for any reason,  the remaining  provisions shall
      continue to be valid and enforceable.  If a court finds that any provision
      of this Agreement is invalid or  unenforceable,  but that by limiting such
      provision it would become valid and enforceable, then such provision shall
      be deemed to be written, construed, and enforced as so limited.

17.   WAIVER OF  CONTRACTUAL  RIGHT.  The failure of either party to enforce any
      provision  of  this  Agreement  shall  not be  construed  as a  waiver  or
      limitation of that party's right to subsequently enforce and compel strict
      compliance with every provision of this Agreement.

18.   APPLICABLE  LAW. This Agreement shall be governed by the laws of the State
      of Texas.


RG America, Inc.

By:______________________________
   John E. Rea
   Chief Executive Officer


Schooner Realty, Inc.

By:______________________________
   Edward P. Rea


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