Exhibit 4.20


This Agreement is made and entered into as of the 1st day of March 2003, between
Decorize, Inc.(the "Company") and Evan Kaye ("Consultant").

In consideration of and for the mutual promises and covenants  contained herein,
and for other good and  valuable  consideration,  the receipt of which is hereby
acknowledged, the parties agree as follows:

1.   Purpose.  The Company  hereby  employs the  Consultant  during the Term (as
defined below) to render  consulting advice to the Company and its associates in
connection  with investor  relations,  upon the terms and  conditions  set forth

2.   Term.  This  Agreement  shall be  effective  for a  four-month  period (the
"Term") commencing on the date hereof and ending on June 30, 2003.

3    .Duties of Consultant.  During the term of this  Agreement,  the Consultant
shall  provide  the  Company  those  services  described  on  Exhibit A which is
attached  hereto and made a part hereof.  Notwithstanding  the foregoing,  it is
understood  and  acknowledged  by the  parties  that the  Consultant:  (a) shall
perform its analysis and reach its conclusions about the Company  independently;
and (b) shall not render  advice  and/or  services to the Company in any manner,
directly  or  indirectly,  that  is in  connection  with  the  offer  or sale of
securities  in a capital  raising  transaction  or that  could  result in market
making. This engagement does not create an agency  relationship,  and Consultant
shall have no authority to bind the Company or make any  statements,  assurances
or commitments on its behalf.

4.   Activities;  Indemnification.  Consultant  agrees that it will  conduct its
activities  on behalf of the Company and its  associate in  compliance  with all
applicable  state and federal laws  Consultant  will not act, or fail to act, in
any way that might make  unavailable to the Company any of the  exemptions  from
registration  under both  state and  federal  securities  law that it is relying
upon.  Consultantshall  indemnify  the  Company  and  its  officers,  directors,
stockholders  and associates  fully against any and all costs and claims arising
from Consultant's failure to comply with the foregoing covenants.

5.   Compensation.  For services to be rendered by the Consultant hereunder, the
Consultant shall be paid 30,000  restricted  shares of Decorize,  Inc.,  payable
10,000 shares upon  execution of this agreement and 6,667 shares each on April 1
and May 1, and 6,666 shares on June 1, 2003.

6.   Further Agreements. Because of the nature of the services being provided by
Consultant hereunder, Consultant acknowledges that Company may not, and does not
intend to, provide  Consultant any confidential  information and that Consultant
will  receive  only  information  that is provided to the  investing  community.
Without  limiting  anything  in  Section  4,  if  Consultant  obtains  any  such
information,  it shall  maintain the

confidentiality  of such  information  and refrain from any  disclosure  of such
information not authorized by the Company in writing.

7.   Severability.  If any  provision  of this  Agreement  shall be held or made
invalid by a statute, rule, regulation, decision of a tribunal or otherwise, the
remainder of this Agreement  shall not be affected  thereby and, to this extent,
the provisions of this Agreement shall be deemed to be severable.

8.   Governing Law: Venue:  Jurisdiction.  This Agreement shall be construed and
enforced in  accordance  with and governed by the laws of the State of Missouri,
without  reference to principles of conflicts or choice of law thereof.  Each of
the parties  consents to the  jurisdiction  of the state  courts of the State of
Missouri in connection  with any dispute arising under this Agreement and hereby
waives,  to the maximum extent  permitted by law, any  objection,  including any
objection  based on forum non conveniens to the bringing of any such  proceeding
in such jurisdiction.  Each party to this Agreement  irrevocably consents to the
service of process in any such  proceeding  by the mailing of copies  thereof by
registered or certified mail, postage prepaid,  to such party at its address set
forth  herein.  Nothing  herein  shall  affect  the  right of any party to serve
process in any other manner  permitted by law.  Each party waives its right to a
trial by jury. 9.Miscellaneous.

     (a) Any  notice or other  communication  between  parties  hereto  shall be
     sufficiently  given  if sent  by  certified  or  registered  mail,  postage
     prepaid, if to the Consultant, addressed to it at 325 East 64th Street, New
     York,  New  York  10021,  or  to  Decorize,   Inc.  at  1938  East  Phelps,
     Springfield, Missouri, 65802 or such address as may hereafter be designated
     in  writing by one party to the  other.  Any notice or other  communication
     hereunder  shall be deemed  given  three days after  deposit in the mail if
     mailed by certified  mail,  return receipt  requested,  or on the day after
     deposit with an overnight courier service for next day delivery,  or on the
     date delivered by hand or by facsimile with accurate confirmation generated
     by the transmitting  facsimile machine, at the address or number designated
     above (if  delivered on a business day during normal  business  hours where
     such notice is to be received),  or the first  business day following  such
     delivery (if delivered  other than on a business day during normal business
     hours where such notice is to be received).

     (b) This Agreement embodies the entire Agreement and understanding  between
     the Company and the Consultant  and  supersedes  any and all  negotiations,
     prior discussions and preliminary and prior arrangements and understandings
     related to the central subject matter hereof.

     (c) This Agreement has been duly authorized,  executed and delivered by and
     on behalf of the Company and the Consultant.

     (d) This Agreement and all rights,  liabilities and  obligations  hereunder
     shall be binding upon and inure to the benefit of each  party's  successors
     but may not be  assigned  without the prior  written  approval of the other

     IN WITNESS  WHEREOF,  the parties hereto have executed this Agreement as of
     the date hereof.

                                       CONSULTANT: EVAN KAYE

                                        /s/ Evan Kaye

                                       DECORIZE, INC.

                                       By:  /s/ Alex Budzinsky


Meetings  and other  communication  with  institutional  investors,  brokers and
brokerage firms to develop interest in and support for the Company.

Maintenance of database of institutional investors,  brokers and brokerage firms
to whom Company is presented or with whom Company is discussed