CONSULTING AGREEMENT

                              CONSULTING AGREEMENT

This agreement is between MARSHAL HOLDINGS INTERNATIONAL, Inc, (the "Company") a
Nevada corporation with headquarters in Las Vegas, Nevada and Kathy Janssen (the
"Consultant"), at 2771 East French Camp Road, Manteca, CA 95336.

     WHEREAS, The Company is a distribution center and seller of nutritional
     products based upon proprietary formulations; and

     WHEREAS, Consultant is an expert in the field of finance and business
     strategies; and

      WHEREAS, The Company has used the Consultant's services to advise the
     Company regarding business strategies and financial planning. Now
     therefore, the parties hereto agree to the following:

1.    COMPENSATION: Both parties agree that past services performed on behalf of
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     the Company will be compensated in the amount of $50,000 and payment will
     be for services rendered to date. Payment will be