Exhibit 10.104


                           NOTE MODIFICATION AGREEMENT
                           ---------------------------


     THIS  AGREEMENT  is  dated  as  of  February  ___,  2006,  among  STANFORD
INTERNATIONAL  BANK  LIMITED,  an  Antiguan  banking  corporation  ("SIBL"), and
AMERICAN LEISURE HOLDINGS, INC., a Nevada corporation ("ALHI"), AMERICAN LEISURE
MARKETING  & TECHNOLOGY, INC., a Florida corporation ("ALMT"), ORLANDO HOLIDAYS,
INC.,  a  Florida  corporation  ("OHI"),  AMERICAN  LEISURE,  INC.,  a  Florida
corporation  ("AL"),  WELCOME  TO  ORLANDO, INC., a Florida corporation ("WTO"),
AMERICAN TRAVEL & MARKETING GROUP, INC., a Florida corporation ("ATMG"), HICKORY
TRAVEL  SYSTEMS,  INC.,  a  Delaware  corporation  ("HTS"),  CARIBBEAN  LEISURE
MARKETING  LIMITED,  an Antiguan limited company ("CLM"), CASTLECHART LIMITED, a
United  Kingdom  private  limited company ("CC"), TIERRA DEL SOL RESORT, INC., a
Florida  corporation  formerly  known  as  SUNSTONE GULF RESORT, INC., a Florida
corporation  ("TDSR"),  ADVANTAGE PROFESSIONAL MANAGEMENT GROUP, INC., a Florida
corporation  ("APMG"),  and  MALCOLM  J.  WRIGHT  ("Wright").

                                    RECITALS
                                    --------

     A.  SIBL  is  the  owner  and  holder  of  the  following Promissory Notes:

          1.  $6,000,000  Promissory  Note  dated  December 18, 2003, originally
     issued  by  TDSR, ALMT, APMG, CLM, CC and ALHI in favor of Stanford Venture
     Capital  Holdings,  Inc.,  a  Delaware corporation ("SVCH"), which note has
     been  assigned  by  SVCH  to  SIBL  effective  as of November 30, 2004 (the
     "$6,0000,000  Note").

          2.  $3,000,000  Promissory Note dated June 17, 2004, originally issued
     by ALMT, OHI, AL, WTO, ATMG, HTS, and ALHI in favor of SVCH, which note has
     been  assigned  by  SVCH  to  SIBL  effective  as of November 30, 2004 (the
     "$3,000,000  Note").

          3.  $1,250,000  Promissory  Note  dated  as  of  November  15,  2004,
     originally  issued  by  ALMT, OHI, AL, WTO, ATMG, HTS, and ALHI in favor of
     SVCH, which note has been assigned by SVCH to SIBL effective as of November
     30,  2004  (the  "$1,250,000  Note").

          4.  $1,355,000 Second Renewal Promissory Note dated as of December 13,
     2004,  originally  issued  by CLM, CC and ALHI in favor of SVCH, which note
     has  been  assigned  by SVCH to SIBL effective as of November 30, 2004 (the
     "$1,355,000  Note").

          5.  $305,000  Secured  Promissory  Note dated as of September 7, 2005,
     issued  by  CLM,  CC  and  ALHI  in  favor  of  SIBL (the "$305,000 Note").

          6. $2,100,000 Promissory Note dated as of December 28, 2005, issued by
     TDSR  in  favor  of  SIBL  (the  "$2,100,000  Note").

<PAGE>

     B.  Wright is the President and a major stockholder of ALHI and directly or
indirectly  owns a substantial equity interest in the obligors (the "Borrowers")
under  the  above-described  promissory  notes  (each a "Note"; collectively the
"Notes").

     C.  Wright  is  the  guarantor  of  the  $6,000,000  Note.

     D.  Wright  and  the  Borrowers  have  requested  that  SIBL  grant certain
extensions  of payments required under the Notes, and SIBL is agreeable to same.

     NOW,  THEREFORE,  in consideration of the mutual covenants contained herein
and  other good and valuable consideration, the receipt and sufficiency of which
are  hereby acknowledged, the parties agree that the foregoing recitals are true
and  correct  and  further  acknowledge  and  agree  as  follows:

          1.  Interest on the $6,000,000 Note has been paid through December 31,
     2004. Interest accrued from January 1, 2005, through September 30, 2006, on
     the  $6,000,000  Note  shall  be  due  and  payable  on September 30, 2006.
     Interest accruing after September 30, 2006, on the $6,000,000 Note shall be
     paid  in  accordance  with  the  original  terms  of  the  Note.

          2.  Interest  accrued on the $3,000,000 Note from the date of the Note
     through September 30, 2006, shall be due and payable on September 30, 2006.
     Interest accruing after September 30, 2006, on the $3,000,000 Note shall be
     paid  in  accordance  with  the  original  terms  of  the  Note.

          3.  The  Maturity  Date  of  the $1,250,000 Note is hereby extended to
     September  30,  2006. The principal amount of the $1,250,000 Note, together
     with  all  interest  accrued from the date of the $1,250,000 Note, shall be
     due  and  payable in full on that date. No payments shall be required prior
     to  the  revised  Maturity  Date.

          4. The Maturity Date of the $1,355,000 Note is hereby extended to June
     30,  2007.  The  principal amount of the $1,355,000 Note, together with all
     interest  accrued  from  the  date of the Note, shall be due and payable in
     full  on  that  date.  No  payments  shall be required prior to the revised
     Maturity  Date.

          5.  The  Maturity Date of the $305,000 Note is hereby extended to June
     30,  2007.  The  principal  amount  of the Note, together with all interest
     accrued from the date of the Note, shall be due and payable in full on that
     date.  No  payments  shall  be  required  prior  to  the  Maturity  Date.

          6.  Interest  on  the  outstanding principal balance of the $2,100,000
     Note  will payable in arrears, on a quarterly basis, with the first payment
     due  on  March 28, 2006 and with subsequent payments due on each subsequent
     June 28, September 28, December 28 and March 28, until the Maturity Date of
     December  27,  2007, when the outstanding principal balance and all accrued
     but  unpaid  interest  will  be  due  and  payable  in  full.

          7.  Wright hereby consents to the modifications of the Notes set forth
     above  and  reaffirms  his  unconditional  Guaranty of the $6,000,000 Note.

<PAGE>

          8.  SIBL hereby waives: (i) any defaults arising under the Notes prior
     to  the date of this Agreement attributable to the failure of the Borrowers
     to  make payments of interest due under the Notes prior to the date of this
     Agreement;  and (ii) any defaults arising from the failure of the Borrowers
     and  Around  the  World  Travel,  Inc. ("AWT") under the $1,250,000 Note to
     fulfill  the  financial  reporting  requirements  under  the loan documents
     related  to  the $1,250,000 Note. SIBL further waives the obligation of the
     Borrowers  and  AWT  under  the  $1,250,000  Note  to fulfill the financial
     reporting  requirements  described  in subsection (ii) above in the future,
     provided that SIBL may reinstate such requirements at any time upon written
     demand  to  the  Borrowers  under  the  $1,250,000  Note.

          9.  Except as specifically modified herein, all terms of the Notes and
     the  other  agreements  relating  thereto  shall  remain  in full force and
     effect.

                       STANFORD  INTERNATIONAL  BANK  LIMITED,
                       an  Antiguan  banking corporation


                       By: /s/ James Davis
                          ---------------------------
                       Name: James Davis
                            -------------------------
                       Title: CFO
                             ------------------------

                       AMERICAN LEISURE HOLDINGS, INC.,
                       a Nevada corporation



                       By: /s/ Malcolm J. Wright
                          ---------------------------
                       Name: Malcolm J. Wright
                            -------------------------
                       Title: CEO
                             ------------------------

                       AMERICAN LEISURE MARKETING &
                       TECHNOLOGY, INC., a Florida corporation


                       By: /s/ Malcolm J. Wright
                          ---------------------------
                       Name: Malcolm J. Wright
                            -------------------------
                       Title: President
                             ------------------------


                       ORLANDO HOLIDAYS, INC., a Florida corporation


                       By: /s/ Malcolm J. Wright
                          ---------------------------
                       Name: Malcolm J. Wright
                            -------------------------
                       Title: President
                             ------------------------

<PAGE>

                       AMERICAN LEISURE, INC., a Florida corporation


                       By: /s/ Malcolm J. Wright
                          ---------------------------
                       Name: Malcolm J. Wright
                            -------------------------
                       Title: President
                             ------------------------


                       WELCOME TO ORLANDO, INC., a Florida corporation



                       By: /s/ Malcolm J. Wright
                          ---------------------------
                       Name: Malcolm J. Wright
                            -------------------------
                       Title: President
                             ------------------------


                       AMERICAN TRAVEL & MARKETING GROUP,
                       INC., a Florida corporation


                       By: /s/ Malcolm J. Wright
                          ---------------------------
                       Name: Malcolm J. Wright
                            -------------------------
                       Title: President
                             ------------------------


                       HICKORY TRAVEL SYSTEMS, INC.,
                       a Delaware corporation


                       By: /s/ William Chiles
                          ----------------------------
                       Name: William Chiles
                            --------------------------
                       Title: CEO
                             -------------------------


                       CARIBBEAN LEISURE MARKETING LIMITED,
                       an Antiguan limited company



                       By: /s/ Malcolm J. Wright
                          ---------------------------
                       Name: Malcolm J. Wright
                            -------------------------
                       Title: President
                             ------------------------

<PAGE>

                       CASTLECHART LIMITED, a United Kingdom private
                       limited company


                       By: /s/ Malcolm J. Wright
                          ---------------------------
                       Name: Malcolm J. Wright
                            -------------------------
                       Title: Managing Director
                             ------------------------


                       TIERRA DEL SOL RESORT, INC., a Florida
                       corporation formerly known as Sunstone Gulf Resort, Inc.


                       By: /s/ Malcolm J. Wright
                          ---------------------------
                       Name: Malcolm J. Wright
                            -------------------------
                       Title: President
                             ------------------------


                       ADVANTAGE PROFESSIONAL MANAGEMENT
                       GROUP, INC., a Florida corporation


                       By: /s/ Malcolm J. Wright
                          ---------------------------
                       Name: Malcolm J. Wright
                            -------------------------
                       Title: President
                             ------------------------


                       /s/ Malcolm J. Wright
                       -----------------------------------
                       MALCOLM  J. WRIGHT

<PAGE>