EXHIBIT 10.19
                  IMMUNEREGEN BIOSCIENCES CONSULTING AGREEMENT


     THIS AGREEMENT made this 3rd day of November,  2005 by and between Dr. Jack
Caravelli,  Ph.D.  ("Consultant") and IR BioSciences Holdings,  Inc., a Delaware
corporation ("Client").

     WHEREAS,  Client desires to obtain Consultant's services in connection with
Client's scientific  studies,  and Consultant is willing to render such services
as hereinafter more fully set forth.

     NOW, THEREFORE, the parties hereby agree as follows:

     1. Client  hereby  engages and retains  Consultant  and  Consultant  hereby
agrees to use its best  efforts  to render to  Client  the  consulting  services
hereinafter  described for a period of two months (2)  commencing as of the date
of the execution of this agreement.

     2. Consultant's services hereunder shall consist of:

          Advisory services in support of the Company's initiative to
          commercialize radiation sickness treatments, bio-defense applications
          and countermeasures. Act as liaison with governmental agencies and
          private industry to secure funding, collaborative research and
          development relationships and contacts that will enhance the company's
          position in this regard:


     Client  agrees that  Consultant  shall not be precluded  during the term of
this Agreement from providing other consulting services or engaging in any other
business  activities  whether  or  not  such  consulting  services  or  business
activities are pursued for gain, profit or other pecuniary advantage and whether
or not such consulting activities are in direct or indirect competition with the
business activities of Client.

     3. The  Consultant  agrees  that  during  the term of the  engagement,  the
Consultant will provide a minimum of eight (8) hours of services per month.

     4. For the services  provided the Consultant  will receive a consulting fee
of $200 per hour. This hourly fee will consist of:

          a. Cash fees in the amount of $200.00

     Payments  to the  Consultant  will be made by the  Client on or before  the
fifteenth day after invoicing.

     5.  Consultant  shall be  entitled  to  reimbursement  by  Client  for such
reasonable  out-of-pocket  expenses for travel,  accommodation and other related
expenses as Consultant may incur in performing  services  under this  Agreement.
Client must pre-approve  expenses greater than $500.  Travel time will be billed
at $100.00 per hour to a maximum of 5 hours per day. Travel time that serves the
interest of multiple clients will be billed in a pro-rated manner.


EXHIBIT 10.19

     6. All final decisions with respect to consultations  or services  rendered
by Consultant  pursuant to this  Agreement  shall be those of Client,  and there
shall be no liability on the part of the  Consultant  in respect  thereof.  This
Agreement  contains the entire  agreement of the parties  hereto with respect to
the subject matter hereof,  and there are no representations of warranties other
than as shall be here in or therein set forth. No waiver or modification  hereof
shall be valid unless in writing. No waiver of any term,  provision or condition
of this Agreement, in any one or more instance, shall constitute a waiver of any
other provision hereof, whether or not similar, nor shall such waiver constitute
a continuing waiver.

     7. Either the  Consultant or the Company may terminate  this agreement with
at least two week's prior written notice anytime during this engagement.

     8. This Agreement  shall be governed,  construed and enforced in accordance
with the laws of the State of Arizona.

     9. This Agreement may be amended by mutual consent of both parties.

IN WITNESS  WHEREOF,  the parties hereto have caused this agreement to be signed
as of the day and year first above written.


                                             IR BIOSCIENCES HOLDINGS, INC.

                                             By:  /s/ Michael K. Wilhelm
                                                  ---------------------------
                                                  Michael K. Wilhelm, CEO

ACKNOWLEDGED AND ACCEPTED:


By:  /s/ Jack Caravelli
     ---------------------------
     Dr. Jack Caravelli, Ph.D.