CONSULTING AGREEMENT

Exhibit 10.44

CONSULTING AGREEMENT

This Consulting Agreement (" Agreement ") entered into as of May 1, 2009 (the " Effective Date ") by and between Location Based Technologies, Inc., a Nevada corporation (“the Company”), and Tina Florance (" Consultant ") and supersedes the Agreement between the Company and Tina Florance dated January 2, 2008.

W I T N E S S E T H :

WHEREAS, Company is a technology and telecommunications company that has designed and patented wireless communications products and systems combining advanced wireless location based services technology to provide features of  utilizing a proprietary software system; and

WHEREAS, Company wishes to assure itself of the services of Consultant for the period and upon the terms and conditions provided in this Agreement; and

WHEREAS, Consultant is willing to serve and to provide consulting to the Company on a project basis for said period and upon the terms and conditions provided in this Agreement.

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

1.            Period

a.            Term .  Subject to the terms and conditions of this Agreement, Company hereby agrees to use Consultant for maintaining the accounting office. The capacity as set forth herein, commencing on the Effective Date and continuing in full force and effect until such time as the execution of each Task is completed, but in no event longer than three (3) years from the Effective Date (the " Consultancy Term ").

b.            Duties and Responsibilities .  During the Term, Consultant agrees to devote her working time and attention to the project and tasks faithfully and efficiently perform all reasonable responsibilities and duties to the best of her skills and abilities, in a competent and professional manner.

c.            Services .  During the Term, Consultant further agrees not to engage in any business or perform any services that are competitive with the business of or services provided by Company or that may be deemed to constitute a conflict of interest.  Notwithstanding anything to the contrary contained in   Section 1(c) , Consultant shall not be prohibited from (i) rendering services to relatives, charitable or community organizations; (ii) managing her personal investments in such manner as to not interfere with the performance of her duties hereunder; or (iii) owning no more than five percent (5%) of the equity securities of a corporation or other entity, so long as (A) such services or activities are not rendered to any business which is competitive with the business of Company, and (B) such services or activities do not in any way interfere with the performance of Consultant's duties and responsibilities hereunder.

2.            Compensation .  During the Term, Consultant shall be entitled to the compensation package and benefits provided below.

a.            Base Consulting.   During the Consulting Term, in full consideration for the services to be rendered by Consultant, Consultant shall receive cash compensation for worked performed set at $5,000.00 per month with the exception of September and October which shall be set at $15,000.00 per month. The Consultant will invoice the Company on a monthly basis.

b.            Additional Consulting .  During the Consulting Term, the Company may request Consultant to work on various projects outside the scope of Consultant’s normal responsibilities.  For such services, the Consultant will bill the Company on a project basis and may be made paid in the form of cash or stock.

b.            Stock for Performance .  Consultant shall participate in the overall performance of the company by receiving a grant of common stock shares based on Performance as follows:

*Should the Company be acquired prior to two (2) years or prior to achieving the milestones, the Company shall issue all common stock shares immediately.

c.            Resignation .  Consultant may resign her current position with Company and thereby terminate her agreement, by giving thirty (30) days notice in writing.  Upon resignation, Consultant terminates any and all participation in the Warrants for Performance as described in Section 2. b.

d.            Termination of Consulting .  Company may Terminate Consulting at any time during the Agreement by giving consultant thirty (30) days notice in writing.  Upon Termination, Company is obligated only to pay any and all outstanding invoices.  Earned Warrants may be held until their exercise date.

3.            Confidential Information .

a.            Company Information .  Consultant acknowledges that during the course of employment, Consultant will have access to information about Company and that Consultant's employment with Company shall bring Consultant into close contact with proprietary information of Company.  In recognition of the foregoing, Consultant agrees at all times during and following Consultant's employment with Company, to hold in confidence, and not to use, except for the benefit of Company, or to intentionally disclose to any person, firm, corporation or other entity without written authorization of Company, any "Confidential Information" of Company which Consultant obtains or creates.  Consultant understands that "Confidential Information " means any Company proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, suppliers, customer lists, prices and costs, markets, software, developments, inventions, laboratory notebooks, processes, formulas, technology, designs, drawing, engineering, hardware configuration information, marketing, licenses, finances, budgets or other business information disclosed to Consultant by Company in writing or by drawings of parts or equipment, or created by Consultant during the period of Consultant 's term during working hours.  Consultant understands that "Confidential Information" includes information pertaining to any aspects of Company's business which is either information not known by actual or potential competitors of Company or is proprietary information of Company or its customers or suppliers, whether of a technical nature or otherwise.  Consultant further understand that Confidential Information does not include any of the foregoing items which have become publicly known and made generally available through no wrongful act of Consultant.

b.            Third Party Information . Consultant recognizes that Company has received and in the future will receive confidential or proprietary information from third parties subject to a duty on Company's part to maintain the confidentiality of such information and to use such information only for certain limited purposes.  Consultant agrees to hold all such confidential or proprietary information in confid