MAS ACQUISITION XIX CORP
S-8, EX-10.2, 2000-06-08
NON-OPERATING ESTABLISHMENTS
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                    ADDENDUM TO CONSULTING SERVICES AGREEMENT
                    -----------------------------------------


     GORDON  &  ASSOCIATES  STRATEGIC  INVESTMENTS,  INC.  ("G&A"), and PINNACLE
BUSINESS  MANAGEMENT, INC. ("Pinnacle"), enter this Addendum ("Addendum") to the
Consulting  Services  Agreement  the  ("Agreement")  executed  on  May 19, 1999.

     WHEREAS,  G&A  entered  into  the Agreement for the purpose of providing to
Pinnacle  contacts  with  potential  strategic  partners  to  enter  a  business
development  arrangement  to  benefit  Pinnacle and a strategic partner. G&A has
rendered  and  will  render business development Services in connection with the
proposed  business venture. The individuals listed herein have assisted and will
assist  Pinnacle  developing  the  same  business  venture as G&A. The Agreement
provides that G&A may instruct Pinnacle to issue stock to nominees designated by
G&A  as  compensation  for  services  under  die  Agreement.

     Now  THEREFORE,  in  consideration of the mutual covenants contained herein
and  other  good  and  valuable  consideration,  the  parties  agree as follows:

     1.     The  individuals  listed on Exhibit A have rendered and will render
business  development  services to Pinnacle. Pinnacle agrees issue the number of
shares listed on Exhibit A to each designated individual as compensation for the
consulting  services  they  have  rendered  and  will  render  to  Pinnacle.

     2.     The  individuals  listed on Exhibit A are hereby named by G&A as the
nominees  to whom Pinnacle shall issue die number of shares listed on Exhibit A,
for  their  services  under  the  Agreement  and  this  Addendum.

     3.     The  individuals  listed  on Exhibit A have rendered and will render
their  consulting  services to Pinnacle on the same terms as those stated in the
Agreement  between  G&A  and  Pinnacle.

Agreed  and  executed  to  he  effective  as  of  May  19,  1999.


     GORDON  &  ASSOCIATES                          PINNACLE  BUSINESS
     STRATEGIC  INVESTMENTS.  INC.                  MANAGEMENT,  INC.



     _____________________________                  ________________________


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