CONSULTING AGREEMENT

Exhibit 10.2

CONSULTING AGREEMENT

This Consulting Agreement is made as of January 1, 2003

BETWEEN:

Arbor Inc. a company duly incorporated and validly existing under the laws

of Nevada and having an office at 9130 Dadeland Blvd, Suite 1613, maim FL

33156 ("Arbor":

ON THE FIRST PART, AND:

Prosper Financial Inc. of 1645 South Miami Avenue, Miami FL 33129

("Prosper"):

ON THE SECOND PART:

WHEREAS:

A. Arbor desires to have the expertise, assistance and services of

Prosper, in connection with the management and promoting of the

Company.

B. Prosper has agreed to act as a Consultant to provide such expertise,

assistance and services upon the terms and conditions hereinafter set

forth; and

C. Arbor and Prosper now wish to record their understanding as to the

consulting services to be provided by Prosper to Arbor.

NOW THEREFORE THIS AGREEMENT WITNESSETH THAT in consideration of the premises

and the mutual covenants and agreements hereinafter set forth, the parties agree

with the others as follows:

1. Arbor hereby agrees to retain and engage the services of Prosper

as a consultant, and Prosper hereby accepts such engagement on

the terms and conditions hereinafter set forth.

2. The terms of the engagement of Prosper by Arbor as a consultant

will be deemed to have commenced effective January 1, 2003 and

will continue pursuant to this agreement for a total of one year

from the date of this Agreement, subject to the provisions of

paragraph 8 herein.

3. For all services rendered by Prosper to Arbor, Arbor will pay to

Prosper a consulting fee of US$ 3,000 per month.

4. The aforesaid consulting fee to Prosper will become due and

payable by Arbor on the tenth business da