<SEQUENCE>4

<FILENAME>file004.txt

<DESCRIPTION>MARK NEUHAUS AGREEMENT

<TEXT>





<PAGE>







                   CONSULTING AND MARKETING LICENSE AGREEMENT



         THIS CONSULTING AND MARKETING LICENSE AGREEMENT (this

"Agreement") is between Mark Neuhaus and or assigns (the  "Consultant")  and the

other party named on the signature page of this Agreement (the "Company").  Each

of the  Consultant and the Company are also referred to in this Agreement as the

"Parties."



         WHEREAS,  the  Company  intends to  develop a market for the  Company's

products  and services  offered from time to time by the Company (the  "Products

and  Services")  for  potential  customers  of the Products and Services who are

racing car enthusiasts; and



         WHEREAS, the Consultant is a professional race car driver with name

recognition in the racing car industry; and



         WHEREAS,  the Company desires to utilize the services of the Consultant

to promote and develop a market for the Company's Products and Services; and



         WHEREAS,  in  connection  with  the  services  to be  provided  by  the

Consultant  pursuant  to this  Agreement,  the  Company  desires  to  grant  the

Consultant  a  non-exclusive  license  for  the  limited  use of  the  Company's

tradename,  trademark or logo, or any other tradename,  trademark or logo of the

Company, as may be agreed upon by the Parties (the "Licensed Trademarks").



         NOW,  THEREFORE,  in consideration of the premises and mutual covenants

set forth in this Agreement, the Parties hereby agree as follows:



         1.       Scope of Services.  The Company hereby retains the Consultant

to promote and develop a market for the Products and Services.



         2.       Term.  This Agreement shall become effective as of the date

set forth on the signature page of this Agreement, and shall continue for a

period of one (1) year (the "Term").



         3.  Grant  of  Non-exclusive  License.  Subject  to the  terms  of this

Agreement,  the Company  hereby  grants to the  Consultant,  and the  Consultant

hereby accepts, the non-exclusive  license to use the Licensed Trademarks on the

Consultant's  racing cars, and on the Consultants racing equipment and clothing,

which shall be owned by the  Consultant  and shall be operated by the Consultant

in  professional  racing  car  competitions  at the  sole of  discretion  of the

Consultant.  The Company shall supply all camera ready artwork either on disc or

via e-mail.



                  (a) During the Term of this Agreement the Consultant shall not

         negotiate  or  enter  into  any  license,   sub-license   agreement  of

         sub-contract or similar  agreement with any third parties in respect of

         the  Licensed  Trademarks,  or any  right or  interest  granted  by the

         Company  to  the  Consultant  pursuant  to  this  Agreement,   and  the

         Consultant  shall further  refrain from directly or indirectly,  on his

         own behalf,  licensing,  sub-licensing or sub-contracting  the Licensed

         Trademarks,  or other right or  interest  granted by the Company to the

         Consultant to such third parties other than the operating  company that

         manages the race cars without the Company's prior written consent.



                                      1



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                  (b) No  license  or right is  granted  by the  Company  to the

         Consultant,  either expressly or by implication,  under any licenses or

         rights owned or controlled  by the Company,  or except as expressly set

         forth in this Agreement.



                  (c) The  license  granted  pursuant  to this  Agreement  shall

         expire  simultaneously  with the Term of this  Agreement,  and shall be

         revocable at will by the Company upon written notice to the Consultant,

         and the Consultant shall immediately refrain from the use of any rights

         granted by the Company to the  Consultant  with respect to this license

         upon receipt of such written notice.



         4.  Compensation;  Grant  to Stock  Option.  In  consideration  for the

services to be provided by the Consultant to the Company under the terms of this

Agreement,  the Company agrees to grant to the Consultant  upon the execution of

this Agreement a non-qualified stock option (the "Option") to purchase up to the

number of shares (the  "Shares")  of the  Company's  common  stock (the  "Common

Stock") as set forth below which shall fully vest  immediately upon execution of

this Agreement, at an exercise price as set forth below:



Number of Shares or Total Dollar Amount:          Forty-five Thousand Dollars

                                                  ($45,000.00)



Exercise Price or Percentage per Share (in US$):  Five Cents ($0.05)



The terms of the Option shall  otherwise be set forth in a  Non-Qualified  Stock

Option  Agreement  between the Company and the Consultant,  substantially in the

form attached as Exhibit "A" to this  Agreement.  The Company agrees to register

the Shares for resale under the Securities Act of 1933, as amended,  pursuant to

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