CONSULTING AGREEMENT

Consulting Services Agreement

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This Consulting Services Agreement involves

Avitar, Inc

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Title: CONSULTING AGREEMENT
Date: 7/19/2007

Consulting Agreement

THIS AGREEMENT made as of the 11 ^th day of May, 2007.

B E T W E E N:

Britannia Law Office, or nominee,

(the “Consultant”)

- and -

Avitar, Inc.

a body corporate with offices located in

the State of Massachusets

(the “Company”)

IN CONSIDERATION OF the mutual covenants, terms and agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows:

1.	Services . The Consultant shall, during the Term (as defined below) provide the following services (the “Services”) to the Company, at such times as the Company may reasonably request:

1. Assist with business development;

2. Assist with SEC compliance matters;

3. Liaise with corporate finance groups;

4. Liaise with legal and accounting professionals acting forthe company; and

Advise on potential mergers and acquisitions as the opportunities may arise;

It is expressly understood, agreed and warranted that with respect to the matters described in clauses (A) and (B) below the Consultant and/or each of its nominees has no obligation to provide services to or for the Company, and during the term of this Agreement will not provide services to or for the Company, (A) in connection with the offer or sale of securities in any capital raising transaction and (B) directly or indirectly to promote or maintain a market for the Company’s securities.

2.	Compensation .

(a)

the Company shall pay to the Consultant the sum of Ten Thousand ($10,000.00) Dollars per month for each month of the term (as hereinafter defined) of this agreement. This payment will not be due until such time as the Company receives additional funding. In the event no such funding continues on at least a monthly or quarterly basis, this provision [Section 2(a)] is void.

(b)

the Company shall issue shares of common stock of the Company in the aggregate amount equivalent to Fifty Thousand ($50,000.00) Dollars on the day prior to registration, specifically consisting of shares equivalent to Twenty Five Thousand ($25,000.00) Dollars to nominee Cory Gelman and shares equivalent to Twenty Five Thousand ($25,000.00) Dollars to nominee Michael Gelman, via S-8 registration, as soon as practicable following the execution of this agreement, and shall deliver these shares to the two designated nominees Cory Gelman and Michael Gelman within three business days after registration;

(c)	The Company shall reimburse the Consultant for all reasonable expenses incurred in connection with this Agreement.

The Company shall pay to the Consultant the amount owing for each month, in advance, on the 15 ^th day of each month of the term of this agreement. The Company shall pay all amounts as called for herein to such place as directed by the Consultant.

Term . This Agreement shall commence as of the 11 ^th day of May, 2007 and shall remain in effect until the 10 ^th day of May, 2008 (the “Term”), provided that the parties may, in writing, agree to extend the Term. Notwithstanding the foregoing, this Agreement may be terminated at any time at the option of the Consultant or the Company, upon the failure of the other party to comply with the covenants, terms and agreements of this Agreement and upon notice of such failure to such other party.

Upon any termination of this Agreement, the Consultant shall deliver to the Company all written or descriptive matter which has been developed, maintained or copied by the Consultant in furtherance of this Agreement, or which may contain Confidential Information (as defined below), including, but not limited to drawings, files, lists, plans, blueprints, papers, documents, tapes or any other such media. The Consultant shall secure all such written or descriptive matter in locked files at all times to prevent their loss or unauthorized disclosure, and to segregate Confidential Information at all times from the material of others. In the event of loss or destruction of any such written or descriptive matter, the Consultant shall promptly notify the Company of the particulars of the same in writing.

4.	Confidential Information .

(a)

For the purposes of this Agreement, the term “Confidential Information” means all information disclosed to, or acquired by, the Consultant, its employees or agents in connection with, and during the term of this Agreement which relates to the Company’s past, present and future research, developments, systems, operations and business activities, including, without limiting the generality of the foregoing:

(i)	all items and documents prepared for, or submitted to, the Company in connection with this Agreement, and

(ii)	all information specifically designated by the Company as confidential;

but shall not include any information which was known to the Consultant, its employees or agents prior to the date hereof, or which was publicly disclosed otherwise than by breach of this Agreement.

(b)	The Consultant acknowledges that purs

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