EXHIBIT 10.8
                              CONSULTING AGREEMENT

This Agreement (the  "Agreement")  Is entered Into March 1, 2001 (the "Effective
Date"), by and between Larry Hagman  ("Consultant"),  and UMDN, Inc., a Delaware
corporation ("UMDN"). The parties agree as follows:

         1.  Engagement  UMDN  hereby  retains   Consultant  as  an  independent
consultant, and Consultant agrees to such engagement, with the title of National
Spokesperson, subject to the terms and conditions set forth herein.

         2.  Responsibilities  of  Consultant.  During the Term,  subject to the
terms  hereof,  Consultant  agrees to provide  the  following  services  to UMDN
("Consulting Services"):

At such times as are convenient and acceptable to Consultant,  In his discretion
and with all deference to him,  Consultant will act as a spokesperson for radio,
television,  print and web-based  media.  While UMDN may identify  Consultant as
engaged in such capacity,  no specific services will be rendered, as in the case
of use of the image of Consultant in a commercial,  or print campaign, by way of
illustration, unless Consultant approves. As a spokesperson, Consultant may only
comment about UMDN to the extent of company  approved  materials or information.
Consultant  will  only  be  required  to  provide  the  services  at  times  and
circumstances  Consultant is comfortable in his  discretion.  As to the Company,
and it's  affiliates,  to reduce any demand upon  Consultant,  it is agreed that
Consultant  shall only  communicate  directly with the Founders of UMDN, and, to
the extent of  Consultant's  discretion,  such other  affiliates  of UMDN as the
Consultant wishes,

         3.  Term.  The period  during  which  Consultant  is  retained  by UMDN
hereunder to render Consulting  Services shall be deemed to have commenced as of
the Effective Date and shall continue for one year,  and  consecutive  renewable
one year terms unless either party wishes to terminate the Agreement  sooner for
any reason whatsoever at any time whatsoever ("Term").

         4. Remuneration and Expense Reimbursement

         (a) Fee. As consideration for the agreement by Consultant to render the
Consulting  Services  under  this  Agreement,  UMDN  shall  pay  Consultant  the
following:

From  time to time,  as the  parties  agree  in  writing  in  their  discretion,
Consultant  will be paid a fee in shares of common  stock of UMDN subject to all
reasonable restrictions as applicable, or with cash or it's equivalent, with the
parties to consider the amount of services and demands upon Consu1tant to arrive
at figures.

         (b) Expense Reimbursement. UMDN shall reimburse Consultant promptly and
in any  event  within  sixty  (60) days from  date of  invoice  for all  Company
approved, in writing, out of-pocket costs and expenses incurred by Consultant in
connection with the Consulting Services.


         5. Independent Contractor. Consultant is an independent contractor with
the  responsibility  for, and control over,  the details and means of performing
the Consulting Services required hereunder.  Nothing contained in this Agreement
shall be construed as  constituting  Consultant as an agent or employee of UMDN.
Consultant shall not be liable for any business,  obligation, matter or thing as
to the Company.

         6. Hours and Other Activities. Consultant shall devote such of his time
and efforts and at such places as in his judgment as to the Consulting  Services
and this Agreement in no way restricts  Consultant  from other services to other
persons or firms.

         7. General Provisions.
         (a) Nonassignability.  Neither this Agreement nor any right or interest
hereunder shall be assignable by Consultant or UMDN.

         (b) Binding Agreement.  This Agreement shall be binding on and inure to
the  benefit  of  Consultant  and  UMDN  and  their  respective   heirs,   legal
representatives and permitted successors and assigns.

         (c)  Amendment  of  Agreement.  This  Agreement  may not be modified or
amended except by an instrument in writing signed by the parties hereto.

         (d) Waiver.  No term or condition of this Agreement  shall be deemed to
have been waived unless in writing.

         (e) Severability.  If, for any reason,  any provision of this Agreement
is held invalid,  such  invalidity  shall not affect any other provision of this
Agreement,  and each such other  provision  shall to the full extent  consistent
with the law continue in full force and effect.

         (f) Headings.  The headings of Sections  herein are included solely for
convenience of reference and shall not control the meaning or  interpretation of
any of the provisions of this Agreement.

         (g) Governing  Law.  This  Agreement has been executed and delivered in
the State of  California,  and its validity,  Interpretation,  performance,  and
enforcement shall be governed by the laws of such State.

The parties have executed  this  Agreement on the date first written above to be
effective as of such date.

UMDN, Inc.


By:   /s/
      ---------------------------
Its:  CFO / Secretary



      /s/
      ---------------------------
      Larry Hagman, Consultant