AMENDMENT NO. 1
                                 ---------------

     This  Amendment  No.  1  is  made  this 30th day of September, 2002, by and
between  Anza  Capital,  Inc.  (successor  to  E-Net  Financial, Inc.), a Nevada
corporation  ("ANZA"),  and  Laguna  Pacific  Partners, L.P., a Delaware limited
partnership  ("LAGUNA") (together "Parties"), to amend the terms of that certain
Warrant  Agreement  entered  into  between  ANZA  and LAGUNA dated June 27, 2001
("Warrant Agreement").  In the event the terms of the Warrant Agreement and this
Amendment  No.  1  conflict,  the  terms  of  this  Amendment  No.  1  control.

     In  consideration  of  good  and  valuable  consideration,  the receipt and
sufficiency  of  which  is  hereby  acknowledged,  the Parties agree as follows:

EXERCISE  OF  WARRANTS:

     The  Parties  hereby  amend  all relevant terms of the Warrant Agreement to
evidence  the  Parties' agreement that the $225,000 worth of warrants granted to
LAGUNA  under  the  Warrant Agreement are convertible at an agreed upon price of
$0.075  per share.  Therefore, the total number of shares of common stock LAGUNA
may  receive  upon  exercise  of all the warrants under the Warrant Agreement is
3,000,000  shares.

     Additionally,  the  Parties  hereby amend all relevant terms of the Warrant
Agreement  to  evidence  the  Parties'  agreement that after LAGUNA converts its
warrants  into shares of ANZA common stock, LAGUNA agrees that for the first ten
(10)  months  after  LAGUNA  first  exercises  its  warrants  under  the Warrant
Agreement  (and  this  Amendment), LAGUNA will sell no more than 10% of the ANZA
common  stock  LAGUNA  then  owns  in  any  calendar  month.

     In  furtherance  of  the  above  amendments  to  the Warrant Agreement, the
Parties  also  agree to amend the "Notice of Exercise" attached as Appendix A to
the Warrant Agreement.  The amended Appendix A to the Warrant Agreement, and the
Notice  of  Exercise  that must be used by LAGUNA to exercise its warrants under
the  Warrant  Agreement,  is  attached  hereto  as  Exhibit  "A."

     IN  WITNESS  WHEREOF, the parties hereto, by their duly authorized officers
or  other authorized signatory, have executed this Addendum as of the date first
above  written.

     "ANZA"                              "LAGUNA"

Sign:  /s/  Vincent  Rinehart            Sign:  /s/  Matthew  Jennings
       ----------------------                   ----------------------

Print:  Vincent  Rinehart                Print:  Matthew  Jennings
        -----------------                        -----------------

Title:  President                        Title:  General  Partner
        ---------                                ----------------

Date:   9/30/02                           Date:  10/9/02
        -------                                  -------

<PAGE>
                                   Exhibit "A"

                                  Appendix "A"
                                  ------------
                               NOTICE OF EXERCISE

THE  SECURITIES  REPRESENTED  BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER
THE  SECURITIES  ACT  OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF
CERTAIN STATES, AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED
OR  OTHERWISE  DISPOSED  OF  EXCEPT  PURSUANT  TO  (i) AN EFFECTIVE REGISTRATION
STATEMENT  UNDER  THE  ACT  AND  ANY  APPLICABLE  STATE LAWS, (ii) TO THE EXTENT
APPLICABLE,  RULE  144 UNDER THE ACT (OR ANY SIMILAR RULE UNDER THE ACT RELATING
TO  THE  DISPOSITION  OF  SECURITIES),  OR  (iii) AN OPINION OF COUNSEL, IF SUCH
OPINION  SHALL  BE  REASONABLY  SATISFACTORY  TO  COUNSEL TO THE ISSUER, THAT AN
EXEMPTION FROM REGISTRATION UNDER THE ACT AND APPLICABLE STATE LAW IS AVAILABLE.

                              ELECTION TO PURCHASE

The  undersigned hereby elects irrevocably to exercise the within Warrant and to
purchase  _______________________  shares  of Common Stock of Anza Capital, Inc.
and  hereby  makes  payment  of  $1.00 in payment of the Exercise Price pursuant
hereto.  Please  issue  the  shares  as  to  which  this Warrant is exercised in
accordance  with  the  instructions  given  below.  The undersigned is aware and
agrees  that  the  warrants  are being converted at a price per share of $0.075.

The  undersigned represents and warrants that the exercise of the within Warrant
was  solicited  by  the  member  firm  of the National Association of Securities
Dealers, Inc. ("NASD") listed below.  If not solicited by an NASD member, please
write  "unsolicited"  in  the  space  below.


___________________________________________________
(Insert  Name  of  NASD  Member  or  "Unsolicited")


Dated:  ________________________     Signature:_________________________________


INSTRUCTIONS  FOR  REGISTRATION  OF  SHARES

Name  (print) __________________________________________________________________

Address  (print)________________________________________________________________