EXHIBIT 10.3

                              Consulting Agreement
                      (between Registrant and Jack Schatz)


Contract Date:                   April 30, 1998


Contract consultant agreement between Digitran, Inc., located at 2176 North Main
Street,  North Logan, Utah 84341 and Jack Schatz of Corporate Concepts,  Ltd. of
260 Fifth Avenue, New York, New York, 10001.

Jack Schatz agrees to:

         1.       Write a  marketing  plan which will  include  all  information
                  needed  for   investors  to  be  assured  of  the  intent  and
                  professionalism  of the  marketing  effort  to be  mounted  in
                  support of the Truck Learning Centers.
         2.       Produce a computer-generated presentation based on the written
                  version of the approved marketing plan.
         3.       Make  recommendation for market support tools needed,  such as
                  videos, brochures, Trade show booth designs, etc. Any approval
                  and  follow  through  of  production  of  such  tools  will be
                  determined as needed and will fall under a separate contract.

Digitran, Inc. agrees to compensate Jack Schatz for the above described services
by issuing Digitran Systems,  Incorporated  common stock in the amount of 30,000
shares and approval travel expenses.

This  contract  will expire upon  completion  of the  approved  marketing  plan,
computer-generated  presentation  and  the  recommendations  for  the  marketing
support tools.


/s/  Jack Schatz
Jack Schatz, Corporate Concepts, Ltd.


/s/  Loretta Trevers
Loretta Trevers, Digitran, Inc.

                                       13