October 9, 2003

SinoFresh HealthCare
Charles Fust
514 Paul Morris Blvd.
Englewood, FL  34223

Re:  Revised Invoice

Dear Charles,

Attached  pleas find the  revised  invoice  for the work you have  agreed to for
SinoFresh.  Please  confirm that we can proceed,  as we need to begin as soon as
possible in order to develop creative for the first insertion of USA Today. This
invoice includes 50% of the Public Relations,  Creative,  Account Management and
Account  Planning/Strategy fees and 100% of the Media and Research fees. Per our
meetings and  conversations,  following is a breakdown of what we are proceeding
with:

<TABLE>
<CAPTION>
<S>                                                                                                  <C>

o        RESEARCH                                                                                    $  35,500
         - 4 focus groups - 2 in Atlanta and 2 in LA

o        PUBLIC RELATIONS                                                                            $ 106,640
         - As presented

o        MEDIA BUY                                                                                   $  55,400
         - One 1/4 page 4/c insertion in USA Today

o        CREATIVE DEVELOPMENT FOR USA TODAY                                                          $  19,744
         Includes  discussion  with  Client,   development  of  creative  brief,
         creative concepting (art direction & copywriting),  Client presentation
         and Approval of direction, taking concept to layout, mechanical, upload
         to USA Today.

o        AGENCY SERVICES                                                                             $  45,000
         Includes 275 hours of time split between Sue Silva,  Cheryl Galyean and
         Amanda Young. This time includes meetings,  emails, calls, managing the
         program (research,  pr, day-to-day requests,  budgets,  status reports,
         etc.), Client contact, etc.

o        ACCOUNT PLANNING/STRATEGY                                                                   $  38,000
                                                                                                     ---------
         Strategy  Development  is the time  spent  planning  for and  attending
         Research,  analyzing  the  data,  developing  a  strategy  positioning,
         Messaging.  It equates to 120 hours  split  between  Michael  Edmeades,
         Cheryl Galyean, and Amanda Young. It's to get to the "big idea."
                                                                             TOTAL:                  $300,284
</TABLE>


 If you have any questions, please feel free to contact me. The attached invoice
 is due upon receipt. Please sign the second page approving this invoice and fax
 it to 404-255-9194.

 Best regards,

 David Farr

<PAGE>

Terms:
------
100% of Media  and  research  Due upon  Acceptance;  50% of  Non-media  Due upon
Acceptance; 50% of Non-Media Due upon Completion. Final 50% payment due November
7, 2003.

--------------------------------------------------------------------------------

This is an  estimate.  Prices  are valid  for 30 days  from  date of the  quote.
Estimates  for  Creative  projects  include  costs for initial  presentation  of
multiple  concepts and one major and one minor revision to the approved concept.
Extensive  changes beyond these  revisions will result in additional  costs that
will be incorporated into a revised estimate.  Sales taxes, as applicable,  will
be  applied  to  these  prices  unless  we  provided  with  a  signed  exemption
certificate. Shipping/courier costs are not included in the above estimate; they
will be added to the final invoice total.  Unless otherwise noted,  photography,
retouching,  scanning,  associated  usage fees and any travel and travel related
expenses not detailed in this estimate are not included in the estimate.

By  acceptance of this  estimate,  as evidenced by signature  below,  the Client
acknowledges  that because this is an estimate  and One Source  Marketing,  Inc.
(OSM)  may,  at is sole  discretion,  increase  the final  billing  by up to 10%
without prior Client  approval  (expect as noted below) and Client agrees to pay
the amount billed.  All  production  quantities  are +/- 10%,  unless  otherwise
stated, as per industry standard.

All time and event timelines (T&E's) must be adhere to in order to complete your
project  requirements.  If the T&E's are not  adhered  to,  the  Client  accepts
liability for any costs  incurred by OSM in order to complete the project in the
originally agreed time frame. In the event project  description  and/or supplied
materials  vary from  original  estimate  or T&E's are not  adhered to, OSM will
provide revised estimates and gain Client approval before proceeding.

Attorney fees and expenses  incurred for  collection  purposes are to be paid by
the Client.

This Agreement shall be governed by and construed in accordance with the laws of
the State of Georgia as applied to agreements made between  residents of Georgia
for performance entirely within Georgia.

Approvals:

Client: _______________________________
Date: ________________________________

OneSource ____________________________
Date: ________________________________






Cc:         S. Silva
            B. Higgs
            T. Kepler