BUSINESS CONSULTING SERVICES AGREEMENT



         THIS BUSINESS CONSULTING SERVICES AGREEMENT ("Agreement") is made and

         entered into in duplicate and shall be effective on October 1, 2002

         ("Effective Date"), by and between ACQUISITION MEDIA, INC.

         ("Corporation" or "Company"), and D. Bruce Horton ("Consultant") whose

         address is 6128 Glendalough Place, Vancouver, British Columbia, V6N 1S6

         Canada.



                                    RECITALS



         A.  It is the desire of the Corporation to engage the services of the

             Consultant to consult with the Corporation regarding certain

             opportunities available to the Corporation and other relevant

             matters relating to the business of the Corporation;



         B.  Consultant has experience in development stage enterprises and has

             developed relationships, which could benefit the Corporation;



         C.  It is the desire of the Consultant to so consult with the Board of

             Directors of the Corporation ("Board") and the officers of the

             Corporation concerning those matters;



         D.  Corporation and Consultant specifically agree that the services

             provided by Consultant will not relate to or involve, in any way,

             promoting the Corporation's stock, assisting the Corporation in

             raising investment funds or any other activities which prevent the

             use of a Registration Statement on Form S-8 to register the

             compensation provided for under Section 5 of this Agreement;



         E.  The Consultant is willing to accept such engagement, on the terms

             set forth in this Agreement.



         NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES, COVENANTS AND

         UNDERTAKINGS HEREIN SPECIFIED AND FOR OTHER GOOD AND VALUABLE

         CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF WHICH ARE HEREBY

         ACKNOWLEDGED, WITH THE INTENT TO BE OBLIGATED LEGALLY AND EQUITABLY,

         THE PARTIES AGREE WITH EACH OTHER AS FOLLOWS:



         1.  Term of Agreement. The respective duties and obligations of the

             parties shall commence on the Effective Date and shall continue

             until and terminated exactly nine (9) months after the Effective

             Date.



         2.  Consultant's Engagement.



             a) The Consultant shall advise and consult with the Company's Board

                of Directors and Executive Officers, at reasonable times,

                regarding the Company's merger and acquisition strategies,

                including the evaluation of targets and restructuring of

                transactions;



             b) The Consultant shall seek strategic partners to deliver

                technical, production and marketing assistance to the Company;



             c) Subject to executive and board approval, the Consultant shall

                seek to recommend new Executive Officers and/or Board Members,

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