Exhibit 10.46
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                        FOURTH ADDENDUM TO THE MANAGEMENT
                            AND CONSULTING AGREEMENT

This  Fourth  Addendum  to  the  Management  and  Consulting  Agreement  ("Third
Addendum")  is made and entered into on January 26, 2006  ("Effective  Date") by
and between  FinancialContent,  Inc.,  a Delaware  corporation  ("Company")  and
SharpManagement, LLC, a Delaware LLC ("SharpManagement").

Whereas,  the Company and  SharpManagement  executed a Management and Consulting
Agreement  ("Agreement")  on May  17,  2000,  whereby  SharpManagement  provided
services to the Company in  exchange  for a monthly fee and common  stock of the
Company;

Whereas,  the one-year term under the Agreement expired on January 10, 2001, and
wanting to continue and extend the relationship, the Company and SharpManagement
have  executed two  additional  addendums  to the  Agreement  the last  addendum
expiring on December 31, 2004;

Whereas,  the Second Addendum to Management and Consulting  Agreement expired on
January 1, 2005, and  SharpManagement  has continued to provide  services to the
Company  under the Second  Addendum and the Company has continued to accept such
services;

Whereas,  the Third Addendum to Management and Consulting  Agreement  expired on
January 1, 2006, and  SharpManagement  has continued to provide  services to the
Company  under the Third  Addendum and the Company has  continued to accept such
services;

Whereas,  the Company and SharpManagement  desire to extend the Agreement for an
additional one-year term subject to the restated terms set forth below:

Now   therefore,   in   consideration   duly  noted  herein,   the  Company  and
SharpManagement (collectively the "Parties") agree as follows:

All terms and conditions of the Agreement  (attached hereto) entered into on May
17,  2000,  shall  be  adopted  and  shall be given  continuity  to this  Fourth
Addendum,  excluding  the terms and  conditions  under  paragraphs  2 and 4, and
Exhibit A, which shall be modified as follows:

2.       Compensation.  The Company  shall pay  SharpManagement  $10,000.00  per
         month for the term of this Third Addendum commencing retroactively from
         January 1, 2006.

4.       Term. This Third Addendum shall begin with an Effective Date of January
         1, 2005 and shall  continue for one year from such date. The term shall
         not automatically renew.





Exhibit A.

                             DESCRIPTION OF SERVICES

Responsibilities  as CSO.  Shaw  shall  have all  responsibilities  as the Chief
Strategy Officer of the Company. These responsibilities shall include, but shall
not be limited to, the following:

Shaw shall assist in setting overall objectives, approving plans and programs of
operation,  shall  advise on matter of  mergers,  acquisitions,  consolidations,
financing,  and shall advise on and assist with  formulating  general  operating
policies.

..................

Company:                                   SharpManagement:
FinancialContent, Inc.
400 Oyster Point Blvd., Suite 435
So. San Francisco, CA 94080


By:      /s/                               By:  /s/
     ----------------------                   ---------------------------------
        Wing Yu, CEO                           Wilfred Shaw, Managing Member