1 - 8 MORTGAGES INC.                                Page 1
                                           MARKETING AGREEMENT

Between:        1 - 8 Mortgages Inc., a company incorporated under the laws of the
province of British Columbia with a law office at 400 Burrard Street, Suite 1780,  
Vancouver, V6C 3A6 (“1-8”) and a business office located at: 350 Parker Square
#270, Flower Mound (DFW), Texas 75028

And:      ____________________________________  (“Customer”)

Whereas 1-8 is in the business of providing exclusive area code(s) usage of the 1-8-
MORTGAGES phone number as well as marketing and related services to Mortgage
Bankers and Broker licensees;

And Whereas Customer wishes to retain 1-8 to provide those services on the terms
and conditions set out in this agreement;

Now Therefore in consideration of the terms and conditions set out in this
agreement and other valuable consideration, the receipt of which is hereby
acknowledged, the parties hereto agree as follows:

    1.0         Definitions:
    1.1         “Area Code” means the area codes issued and
    administered by the North American Numbering Plan
    Administrator and its successors;
    1.2         “Toll-Free” number means a toll-free number allowing
    calling parties to make long-distance calls through a single
    number, 1-866-784-2437 or 1-8-Mortgages.
    1.3         “Schedules” means the schedules to this Agreement as
    they may be amended from time-to-time, including the Schedules
    setting out services and fees;
    1.4         “Territory” Means those specific area codes for which the
    Customer has subscribed under the terms of this Agreement and
    which are listed on Schedule “B” to this Agreement;
    1.5         “Website” means the Internet Website and design created
                          and owned by 1-8 and known under the URL www .18Mortgages
                      .com may be altered from time to time.

       2.0             Services provided by 1-8
    2.1         In exchange for the payments received by 1-8 from the
                         Customer, as set out further in this Agreement, 1-8 shall provide
                      marketing services consisting of:
    2.1.1        Call forwarding of any calls received on the
                                       Toll-Free Number from the Territory of the Customer, as
                                      set out in Schedule “B”;
                                                           
                                                           Initialed by 1-8: _________
                                                           Initialed by Customer _____
                                                                     Page 2
       3.0   Obligations of the Customer:    
                                                                       Page 4    
    case, have the first right to acquire such new Territory.

4.0  Confidentiality
    4.1      Both 1-8 and Customer acknowledge that they may
    receive information that is confidential in nature and may
    include information relating to the business practices of either
    party and the confidential information of customers of 1-8 or
    the Customer. Both 1-8 and the Customer agree to treat this
    confidential information as if it were the information of itself,
    and will not disclose the confidential information to any third
    party other than as provided for herein and provide all
    reasonable safeguards against inadvertent disclosure of such
    confidential information to any third party.
    4.2      Such obligation of confidentiality shall not apply to:
           4.2.1        Information that is independently developed
             by the party;
    4.2.2        Information that was already in the public domain or
    became part of the public domain through no fault of the party
    disclosing the information or any party subject to this
    confidentiality obligation;
    4.2.3        Information that is required to be disclosed by a
    court or other similar administrative body with legal authority to
    order such disclosure.

5.0 Intellectual Property
    5.1         Customer acknowledges and agrees that it does not
    acquire any legal interest in the Toll-Free Number or Website
    (s), except to the extent specifically set out in this Agreement.
    Customer agrees that it will not challenge any ownership
    interests or right to use that 1-8 has in either the Toll-Free
    Number or the Websites and that it  will not take steps to
    challenge 1-8’s interests therein nor assist any other person in
    such challenge. Except for the specific obligations set out in
    this Agreement, 1-8 has conferred no interest on Customer in
    any intellectual property of 1-8, including any copyright, trade
    marks, trade names, industrial designs or works of any other
    form of intellectual property.

6.0 TERM
    This Agreement shall commence on the date of acceptance
    by 1-8, as evidenced by its signature below and shall continue
    indefinitely pending the timely receipt of licensing fees by 1-8.
    The Customer has ongoing renewal rights contained in this
    Agreement, subject to agreement with 1-8 on any such
    changes in these terms and conditions as may be mutually
                                                           
                                                         Initialed by 1-8: _________
                                                         Initialed by Customer _____
                                                                                                             Page 3
                                      3.0.2        1-8 shall retain the right to increase the future
                                    monthly area code licensing fees. These increases, if any,
                                    shall be collectively determined in good faith and fairness
                                    to the entire North American Network. Fee increases, if
                                    any, shall only be imposed once annually and not exceed
                                    10 percent. 1-8 agrees to give all Customers 90 day’s
                                    notice of any fee increases.
               3.1         Customer shall provide 1-8 with an e-mail address for the
                           delivery of all information and notices received under the terms
                           of this Agreement and agrees to accept delivery of all required
                           information, including billing records, invoices, and any other
                           notices by electronic means. Automatic notice received by 1-8
                           of confirmation of delivery of such material shall be conclusive
                           proof of such delivery.
             3.2         All monthly licensing fees shall be automatically debited to
               3.3        Telephone line charges shall be shall also be automatically
                          debited periodically to Customer credit cards through 1-8’s
                           telephonic carrier or it’s secure corporate Merchant Services
                          Accounts.
             3.4        Customer shall pay minimal set-up and call re-routing software
               3.5       Customer shall have the right to add additional Area Codes to
               3.6      Should a new Area Code be created by the North American
                                                                                  Page 5
    understood to be necessary to reflect then current market
    conditions and the relationship of the parties.
    6.1         Customer may terminate this Agreement at any time upon
    giving 1-8 sixty (60) days prior written notice. Termination shall not
    relieve the Customer of any obligation to pay for fees incurred
    prior to the effective date of the termination, including any
    obligation to pay interest on unpaid accounts, nor shall it affect in
    any way the provisions of Sections 4.0, 5.0, 7.0 or 9.0 of this
    Agreement.
    6.1.1  Return/Refund Policy: With the aforementioned 60
    day prior written notice in 6.1, and in accordance with it’s
                                       provisions, should Customer cancel the agreement  with
                                   1-8, s/he will be refunded any unused portions of area
                                   code licensing fees on a pro-rated basis.
    6.2         1-8 may terminate this Agreement without any penalty,
    damages or further obligation to Customer:
    6.2.1        If the Customer becomes insolvent, declares
    bankruptcy or takes advantage of protection under any
    legislation providing protection against creditors;
    6.2.2        If the Customer breaches any of the material
    terms of this Agreement, including the obligation to pay
    and fails to cure such breach to the satisfaction of 1-8
    upon being given fifteen days written notice;
    6.2.3        If the Customer breaches any law in relation to
    the provision of services or breaches the ethics of the
    profession of Mortgage Brokers or otherwise conducts its
    business in any way to the extent that a person, acting
    reasonably, would find that the image and reputation of 1-
    8 and any mortgage brokers using its services would be
    adversely affected by the continued provision of services
    to Customer by 1-8.
    6.2.4        If the Licensee refuses to do any advertising of
    1-8 whatsoever in such marketing collaterals as Websites,
    biz cards, promotional pieces, media, etc. Should 1-8
    determine the marketing efforts by the Customer are
    grossly deficient, participation will be encouraged by 1-8
    giving 60 day’s notice to Customer for substantial
    corrective action prior to termination.

       7.0 LIMITATION OF LIABILITY
    1-8 AND IT’S MANAGERS SHALL NOT BE LIABLE UNDER ANY
    CIRCUMSTANCES FOR ANY CLAIMS FOR DAMAGES FOR
    INDIRECT OR CONSEQUENTIAL DAMAGES OR FOR ANY
    CLAIMS FOR LOST PROFITS OR LOST OPPORTUNITY. IN NO
    EVENT  SHALL THE LIABILITY OF 1-8 OR IT’S MANAGERS
    EXCEED THE AMOUNT PAID TO IT BY THE CUSTOMER IN THE
    YEAR PRECEEDING THE DATE OF A CLAIM OR CLAIMS.
                                                       
                                                           Initialed by 1-8: _________
                                                           Initialed by Customer _____
                                                                                                   Page 6
                                                                                Page 7
       12.0 Sole Agreement
       13.0 Inurement
       14.0 Assignment
       15.0 Notices
                                                                                                Page 8

Customer name                                      Customer Company & Address  

_________________________           _________________________

Authorized Signatory      

__________________________

_________________________
Print Name of Authorized Signatory

                                               SCHEDULE A


                                                     FEES


1. $50.00 initial, one-time fee to establish call routing with 1-8’s
   carrier.

2. Monthly Licensing Fees: Monthly Licensing Fees are dependent
upon the size of the market(s) being licensed, the number of area codes
within the markets and the number of 3-digit prefixes within specific
area codes. Additionally, fees are dependent upon the number of 1-8
owned city and state-named Websites deployed and hosted for the
Customer. Fees shall be negotiated with 1-8’s Network Administrator in
accordance with these factors. Specific territorial pricing will be
contained in both email offers to Customers as well in this Schedule A
of executed Agreements.

Area Codes: ______________________________________________

________________________________________________________

Websites: ________________________________________________

________________________________________________________

Monthly Fee:
______________________________________________        

3. Telephone Charges: Per Minute Charge for all calls forwarded via the
Toll-Free 1-8-MORTGAGES number.

A.        Prevailing rate from service provider which is, at present,
    $ .05 (5.0 cents) per minute. Add: Applicable taxes when
    assessed. Any changes in line charges from 1-8’s service
    provider will be extended on to Customer at the exact rate
    charged 1-8.         

_________________________
1-8 Mortgages Inc.
Gil Holloway, Network Manager

________________________
Customer Name