CONSULTING AGREEMENT

S IBLING E NTERTAINMENT G ROUP, I NC.

WITH

W ILLIAM P LON

CONSULTING AGREEMENT

RECITALS

WP was engaged as the Chief Financial Officer (“CFO”) of the Company pursuant to an employment agreement dated December 13, 2006 (the “Employment Agreement”) and both parties agree to mutually rescind the Employment Agreement and to simultaneously engage WP as a consultant to SEGI (“Consulting Agreement”) with no further obligations by either party with respect to the Employment Agreement, except for SEGI to maintain health insurance as a former employee as provided under COBRA and to reimburse the Consultant for this cost, if not paid directly by the Company; except for the following:

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NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, the parties hereto agree as follows:

TERMS AND CONDITIONS

1.   INCORPORATION OF RECITALS . The recitals set forth above are incorporated unto this Agreement as if they were set forth in full in the body of this Agreement.

2.   ENGAGEMENT :  

2.1. Company hereby engages Consultant as an independent contractor to render the services described herein to Company, and Consultant accepts the engagement subject to the terms contained herein.

2.2. Consultant acknowledges that the obligation to provide the services of such parties is of essence to this agreement and that failure to provide such services shall be deemed a default hereunder permitting Company to terminate this agreement at its discretion.

3.   TERM :

3.1.  The Company hereby engages the Consultant to furnish the advisory and consulting services specified herein, and the Consultant hereby accepts such engagement and agrees to provide such services, on the terms and conditions herein set forth, for a minimum period of three (3) months and a maximum period of six (6) month commencing on June 1, 2007 (the “Consulting Period”). The Consulting Period may be extended for an additional six (6) month period by mutual written consent of the parties.

3.2.          Notwithstanding the foregoing, the Consulting Period may be terminated by the Company:

3.2.1.       Upon the Company’s sending to the Consultant written notice terminating the Agreement for Just Cause. For purposes of this Agreement, “Just Cause” shall mean, (A) action by the Consultant involving conclusively proven fraudulent acts materially detrimental to the operations of the Company where after receipt of written notice of same from the Company; (B) the conviction of the Consultant of a felony crime of moral turpitude; (C) any intentional and continuing violation in a material respect of any of the provisions of Sections 6 or 7 hereof after receipt of written notice of same from the Company and a failure of Consultant to cure such violation within thirty (30) days of receipt of such notice; or (D) any material failure by the Consultant to perform its duties in accordance with this Agreement (other than by reason of physical or mental disability of either Essential Party), provided the Consultant shall first have been given written notice of such failure and the Consultant shall not have corrected or caused to be corrected such failure within 30 days from such notice; or

3.2.2. Upon the date of death of Consultant;

3.3. Notwithstanding the foregoing, this Agreement shall terminate upon the following:

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3.3.1        If Consultant becomes employed by a third party on a full time basis (40 hrs per week or more) within the first 90 days from the date hereof, the Agreement shall automatically terminate on the 90 ^th day from the date of the Agreement.

3.3.2        If Consultant becomes employed anytime after the first 90 days from the beginning of the Consulting Period, the Agreement shall automatically terminate on the date that Consultant is employed by a third party on a full time basis (40 hrs per week or more).

3.3.3         The Consultant shall notify the Company within 5 business days of any full time employment by the Consultant by a Third Party.

4.   SERVICES :

4.1.  Consultant shall perform the services specified in this Paragraph 4 subject to the terms of this Agreement and such other rules and policies as Company may from time to time direct, so long as same do not increase the obligations of Consultant hereunder.

4.2.  Consultant shall use his expertise to assist Company in the structuring, operating and growing its business and with special projects that may include advisory and consulting services related to financial matters and sales and marketing as reasonably requested by the Company. For the purpose of this Agreement, the term “Company” shall include also any subsidiary of Company. Further, the Consultant shall not have any further obligation or authority to act on behalf of the Company as an officer, or sign agreements on behalf of the Company with third parties.

4.3.          For the term of this Agreement, the Consultant shall be entitled to reimbursement unless paid directly by the Company a continuation of the health insurance coverage provided to the Consultant, formerly as the CFO, under rules of COBRA, a continuation of the same benefits that WP received under the Employment Agreement including pre-existing conditions; and continued coverage under the Company’s Workman’s Compensation Policy.

4.4. The Parties acknowledge their intention for Consultant to provide specific services in connection with projects of Company and shall enter into separate agreements with respect to any such activities. The consideration provided for herein shall be deemed advances against consideration for any and all such separate activities, as will be specifically provided for in such separate agreements.

5.   CONSULTANT’S COMPENSATION :  In full consideration for all services to be rendered by Consultant to Company, Company agrees to pay and Consultant agrees to accept:

5.5.          Bi- Monthly Fee . $6,875 bi-monthly for each of the first six (6) consecutive months of the Consulting Period payable on the fifteenth (15 ^th ) and the last day of each month commencing on June 1, 2007.

5.6.          No Additional Participation : Consultant acknowledges and agrees that this Consulting Agreement shall not give or extend to Consultant any rights with respect to Company’s payments to officers, directors and employees, including contributions by Company to any deferred compensation plan, bonus plans or fringe benefits not otherwise specified in this Agreement as payable to Consultant.

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6.   Confidentiality, Non-Interference and Pro