Exhibit 10.03

                            ASSET PURCHASE AGREEMENT


     THIS  ASSET  PURCHASE  AGREEMENT  ("Agreement")  is made, and entered into,
effective  as  of  the  15th  day  of  February, 2001, by, and between, Canadian
Rockport  Homes,  Ltd., a British Columbian corporation ("CRH") and TWiC Housing
Corp.,  a British Columbian Corporation ("TWiC").  This Asset Purchase Agreement
hereby  modifies  and supersedes the Letter of Intent between the parties, dated
February  17,  2000.  With  respect  to any differences between the terms of the
Letter  of  Intent  and the terms of this Agreement, the terms and conditions of
this  Agreement  shall  govern  and  control.

                                    RECITALS:

     A.     TWiC  owns  the  assets  described  in detail in paragraph 2 of this
            Agreement  ("Assets").

     B.     CRH desires to purchase, and TWiC desired to sell, the Assets on the
            terms  and  conditions  set  forth  below.

     NOW,  THEREFORE,  in  consideration of the mutual promises made herein, the
parties  hereto  agree  as  follows:

(1)     Effective  Date.  The  effective  date  of  the Agreement shall be as of
        ---------------
February  15,  2001  and  all Assets shall be transferred by TWiC to CRH on that
date.

(2)     Purchase  and  Sale.  Subject  to  the  terms  and  conditions contained
        -------------------
herein,  TWiC  hereby  transfers and sells to CRH, and CRH hereby purchases from
TWiC,  the  Assets,  as  hereinafter  defined.

     As  used  herein, the term "Assets" shall include all intellectual property
assets of TWiC, including, without limitation, all intellectual property used in
connection  with  the  TWiC  System  for  the  construction  of  housing.  Such
intellectual  property  includes,  without  limitation,  all  right,  title  and
interest of TWiC in, and to, all such registered and unregistered patents, trade
and  brand  names,  copyrights,  designs,  industrial  property,  restrictive
covenants,  software,  trademarks and servicemarks, patents, trade processes and
procedures,  all  developmental  products  and  prototypes,  processes,  and,
specifically,  the  trade  name  "TWiC".  The  term  "Assets"  also includes all
improvements to, modifications of, derivatives from and developments to (whether
theoretical,  in  development,  or  completed)  any  intellectual  property  or
technology.

     A list of the Assets described above in this paragraph 2 is attached hereto
as  Exhibit  "A".  Exhibit  "A"  has  been  prepared  by  TWiC.

(3)     Purchase  Price.  Upon closing, CRH shall pay to TWiC or TWiC's designee
        ---------------
2,000,000  shares  of  the  restricted  common  stock of Canadian Rockport Homes
International,  Inc.,  a  Delaware  corporation  which is not currently publicly
trading.

(4)     Non-Interference.  After  the  closing  of this Agreement, TWiC shall do
        ----------------
nothing  which  shall interfere in any way with the ability of Canadian Rockport
International,  Inc.  or  any  of  its  subsidiaries, including CRH, to transact
business.  TWiC  further  agrees  not  to  compete  with  Canadian  Rockport
International,  Inc.  or any of its subsidiaries, including, without limitation,
CRH,  in  manufacturing,  marketing,  licensing,  distributing,  selling,  or
developing  buildings  of  any  sort  using  the  TWiC  System or any derivative
thereof.

(5)     Representations and Warranties of TWiC.  TWiC and its principals warrant
        --------------------------------------
and  represent  that:

     (a)  TWiC  is  legally  authorized  to enter into this Agreement and TWiC's
entry  into  this  Agreement  will not violate any other agreement, covenant, or
condition  to  which  TWiC  or  any  of  its  principals  is  a  party;

     (b)  TWiC  owns  all right, title and interest in the Assets, including all
intellectual  property  rights  in  the  TWiC  System.  There  are  no  liens or
encumbrances  on  any  of  the Assets.  There is no person other than TWiC which
owns  or  claims to own any right, title, or interest in the Assets.  No current
or  former  ownership,  officer, employee, agent, or consultant of TWiC owns, or
claims  to  own,  any  right, title, or interest in any of the Assets being sold
herein;

     (c)  Except  as  provided  herein,  there  is  no  threatened  or  pending
litigation  or  claim  against  TWiC  or  affecting  the  Assets  in  any  way;

     (d)   All  of  the  records  and  documents,  including  financial  records
provided  to  CRH  by  TWiC  are genuine, accurate, and what they purport to be.
TWiC  is  aware  of  no claim that the TWiC System being acquired by CRH in this
Agreement  does  not  function  as  represented  by  TWiC;

     (e)  TWiC  has  not transferred, assigned, sold,  liened, or encumbered any
right,  title,  or  interest  in  any  intellectual property, including the TWiC
System,  during  the  past  twenty  (20)  years;


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     (f) TWiC and its principals shall execute any document reasonably necessary
to  transfer the assets being acquired herein, including any documents necessary
to  transfer  any  patent  held  by  TWiC;

     (g)  TWiC  has  taken  and  will  take  all reasonable security measures to
protect  the  secrecy,  confidentiality  and  value of all Intellectual Property
Rights  transferred  in  accordance with this Agreement.  TWiC has not taken any
action  or,  to  its  knowledge,  failed  to  take  any  action that directly or
indirectly  caused  the proprietary information contained in the Assets to enter
the  public  domain  or  to,  in any way, cause the value or TWiC's absolute and
unconditional  ownership  thereof  be  affected;

     (h)  TWiC  is an accredited investor as that term is defined in Rule 501(a)
of  Regulation  D,  promulgated  under  the  Securities Act of 1933, as amended;

     (i)   The  use  of  the  Assets  as  contemplated by this Agreement and the
transfer  of  the  Assets by TWiC to CRH shall not infringe or conflict with the
rights  of  any  third  person  under  U.S.  or Canadian law or under the law of
Intellectual  Property  Rights  anywhere  else  in  the  world;

     (j)   TWiC  has  complied  with,  and is not in violation of any applicable
federal,  state, or local statute, law, rule, or regulation affecting any of its
assets  or  its  business;  and

     (k)  The  representations  and  warranties  of  TWiC  shall  survive on the
closing  of  the  Agreement.

(6)     Representations  and  Warranties  of  CRH.  CRH  warrants and represents
        -----------------------------------------
that:

     (a)  CRH is legally authorized to enter into this Agreement and CRH's entry
into  this  Agreement  will  not  violate  any  other  agreement,  covenant, and
condition  to  which  CRH  is  a  party;

     (b)  CRH is a corporation formed, existing, and in good standing under, and
by  virtue  of,  the  laws  of  the  Province  of  British  Columbia,  Canada;

     (c)  One  Hundred  Million (100,000,000) Shares of common stock, with a par
value  of  $.001,  is  currently  authorized and no preferred stock is currently
authorized  by  Canadian  Rockport  International,  Inc.;  and

     (d)  The  representations and warranties of CRH will survive on the closing
of  the  Agreement.

(7)     Parties to Bear Own Costs.  CRH and TWiC shall each bear their own costs
        -------------------------
and  expenses  with respect to the negotiations, preparation and entry into this
Agreement.  CRH  and  TWiC  also  represent that there are, and were, no brokers
involved.

(8)     Bulletin  Board  Stock.  It  is  anticipated  that  Canadian  Rockport
        ----------------------
International,  Inc.  shall  be trading on the NASD Bulletin Board subsequent to
the  approval  of  its  S-1  registration  and the completion of the offering so
registered.  It  is  further intended that Canadian Rockport International, Inc.
will  ultimately  be  listed  on  the  NASDAQ.

(9)     Compensation  to  TWiC.  As  consideration for the Assets transferred in
        ----------------------
accordance  with  paragraph 2, TWiC shall be paid 2,000,000 shares of restricted
common  stock  as set forth in paragraph 3. Such stock shall be legended so that
it  cannot  be  sold  or  transferred  except  in  accordance with the following
timetable:

     (a)  100,000  shares  three  (3)  months after the commencement of trading.
These shares shall be registered in order to permit them to be tradeable on such
date;

     (b)  100,000  shares  six  (6)  months  after  the commencement of trading.
These shares shall be registered in order to permit them to be tradeable on such
date;

     (c)  100,000  shares  nine  (9)  months  after the commencement of trading.
These shares shall be registered in order to permit them to be tradeable on such
date;

     (d)  100,000  shares  twelve (12) months after the commencement of trading.
This  stock  should  be  tradeable  in  accordance  with  Rule  144;

     (e)  200,000 shares eighteen (18) months after the commencement of trading.
This  stock  should  be  tradeable  in  accordance  with  Rule  144;

     (f)  200,000  shares two (2) years after the commencement of trading.  This
stock  should  be  tradeable  in  accordance  with  Rule  144;

     (g)  400,000  shares  three  (3)  years  after the commencement of trading.
This  stock  should  be  tradeable  in  accordance  with  Rule  144;  and


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     (h)  All  untraded  stock four (4) years after the commencement of trading.
This  stock  should  be  tradeable  in  accordance  with  Rule  144.

(10)     Restriction  on Sale.  TWiC agrees and understands that neither CRH nor
         --------------------
Canadian  Rockport  International,  Inc. can guarantee that TWiC or its designee
shall  be able to sell its shares at any specific time or any specific price and
that  the ability of TWiC to sell its shares shall be governed by the prevailing
market  conditions  and  securities  law  at  the  time  of  the  proposed sale.

(11)     Lombard Developments, Inc.  CRH shall reasonably cooperate with Lombard
         --------------------------
Developments,  Inc.  to  develop the use of TWiC technology in Jamaica. However,
Lombard Developments, Inc. shall be required to enter into a reasonable contract
to  protect  the  trade  secret and confidential nature of the technology and to
reimburse  CRH  for  its  efforts  on  behalf  of  Lombard  Developments,  Inc.

(12)     Applicable  Law.  The  rights  and obligations of the parties shall, at
         ---------------
all  times, be subject to the requirements of applicable securities laws, rules,
and  regulations.

(13)     Price  Assurance.     CRH  guarantees TWiC that the market price of the
         ----------------
Canadian  Rockport  Homes  International Stock being received by TWiC under this
Agreement  shall  exceed $2.50 Canadian within four years of the commencement of
trading.  If  the  Stock does not reach such price within such period, CRH shall
provide  TWiC  with  sufficient additional Canadian Rockport Homes International
Stock  in  order  that  the number of additional shares plus 2,000,000 times the
highest market price of such stock during the four year period equals $5,000,000
Canadian.

(14)     Notices.  All  notices  or  other  communications required or permitted
         -------
hereunder  shall  be  in  writing  and  shall be personally delivered or sent by
registered  or  certified  mail,  postage  prepaid,  return  receipt  requested,
telegraphed, or sent by facsimile transmission and shall be deemed received upon
the  earlier of (i) if personally delivered, the date of delivery to the address
of  the  person  to receive such notice; (ii) if sent by certified or registered
mail,  three  (3)  business  days  after  the date of mailing; (iii) if given by
telegraph,  one  (1)  business  day  after  the  date delivered to the telegraph
company,  with  charges prepaid; or (iv) if given by facsimile transmission, the
date  transmitted. Any notice, request, demand, direction or other communication
sent by telegraph or facsimile transmission must be perfected within forty-eight
(48)  hours  by  mailing  a copy in the United States Mail, first class, postage
prepaid.

          To  TWiC:      Harry  Gordon,  President
                         TWiC  Housing  Corp.
                         #309  -  7600  Moffatt
                         Richmond,  B.C.
                         V6Y  3Y1  Canada

          To  CRH:       William  R  Malone,  President
                         Canadian  Rockport  Homes,  Ltd.
                         Suite  507
                         700  W.  Pender  Street
                         Vancouver,  B.C.
                         V6C  1G8  Canada

Notice  of  change  of  address  shall  be given by written notice in the manner
detailed in this paragraph.  Rejection or other refusal to accept or the failure
to  deliver  due to any change of address of which no notice was given shall not
effect  the  time  at  which  such notice shall be deemed to have been given and
shall  constitute  receipt  of  such  communication.

(15)     Severability.  Each  and every provision of this Agreement is severable
         ------------
from  each  and all of the other provisions of this Agreement. In the event that
any  provision of this Agreement is for any reason unenforceable, the balance of
the  Agreement  shall  nonetheless  remain  in  full  force  and  effect.

(16)     Entire  Agreement.  This Agreement constitutes the entire understanding
         -----------------
and  agreement  of  the  parties with respect to the subject matters referred to
herein.  No  representation,  covenant,  undertaking, promise, or other prior or
contemporary  agreement,  whether  oral  or  written,  respecting  such  subject
matters,  which is not specifically contained herein, shall be deemed in any way
to  exist or bind any of the parties hereto. The parties hereto acknowledge that
each  party  has  not  executed  this  Agreement  in  reliance  on  any promise,
representation,  or  warranty,  which  is  not  contained  herein.

(17)     Construction.  This  Agreement shall not be construed against the party
         ------------
preparing  it,  but  shall  be construed as if all parties jointly prepared this
Agreement, and any uncertainty or ambiguity shall not be interpreted against any
one  party. The Agreement is to be performed in the County of Los Angeles, State
of  California,  and  shall be interpreted, enforced and governed by, and under,
the  laws  of the State of California. Any action with respect to or relating to
the  subject  matter  of  this  Agreement  shall  only be filed in United States
District  Court  or  the  California Superior Court sitting in the County of Los
Angeles,  State  of  California.


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(18)     Modification.  This  Agreement shall not be modified by either party by
         ------------
any  oral  representation  or  agreement made before, or after, the execution of
this  Agreement.  All  modifications  to  this  Agreement must be in writing and
signed  by  each  party  hereto.

(19)     Binding on Successors and Assigns.  This Agreement shall be binding on,
         ---------------------------------
and shall inure to the benefit of, the parties and to their respective heirs and
legal  representatives,  successors,  and  assignees.

(20)     Cooperation.  The  parties  agree  to  perform  any and all acts and to
         -----------
execute and deliver, upon request, any and all documents reasonably necessary or
convenient  to  carry  out  the  terms  of  this  Agreement.

(21)     Guaranties.  Canadian  Rockport  Homes  International  Inc.  hereby
         ----------
guarantees  the obligations of Canadian Rockport Homes Ltd to TWiC Housing Corp.
under  the  terms  of  this  agreement.

(22)     Terms  of  Engagement  of  R.  Zeeman.  All  funds  in  U.S.  dollars.
         -------------------------------------

     Duties  -  Ron Zeeman will be responsible to the CRH Director of Technology
for  supply of "technology" proprietary molds, and for training in production of
pre  cast  concrete.  The  molds  will be fabricated by Zeeman Ironworks and the
engagement  of RZ will be realized by the engagement of Zeeman Ironworks for the
supply  of  molds  and  for  the  engagement of Ron Zeeman and his crew for site
assembly  and  training.

     Availability  -  Ron  Zeeman will operate from his Zeeman Ironworks office,
providing  his  presence  where  and  when  needed  for execution of his duties.

     Remuneration  -  mold  steel  fabrication at $2.00 per lb.  Plus mechanics,
electrics  at cost plus 30% if conditions mandate molds be fabricated outside of
Canada  then  fee  $10,000  per  mold  will  be  paid  to  Zeeman Iron Works for
organizing  and  supervising  production.

     Zeeman  Iron  Works  will bill in addition to travel and subsistence costs,
$60 per hour for Ron Zeeman and $40 per hour for other personnel for services of
assembly  and  training  at  new  plant  sites.

     All  rates  and  fees  to  be  adjusted  January  1  for U.S. inflation and
exchange.  R.  Zeeman will be given options to purchase 50,000 share @ $2.00 per
share  of  Canadian  Rockport  Homes  International  Inc.

     Term of engagement - for 3 years commencing September 1, 2001 excluding the
first  16  mold  contract  with  TWiC  Housing  Corp.

     Renewal  of  engagement  -  After  the  three year term, annually by mutual
consent.

     This  paragraph  is intended to outline the terms of the existing agreement
between  R.  Zeeman  and  CRH  and  it is not intended to create any new rights.

(23)     Terms  of  Engagement  of H. Gordon P. Eng.  All funds in U.S. dollars.
         ------------------------------------------

     Duties  -  Harry  Gordon, as head of technology, will be responsible to the
CRH,  CEO, and the Board of directors for overseeing all technical activities in
the  "TWiC  System"  including  the  training  of  his  replacement.

     Availability  -  Harry  Gordon will operate from his home office, providing
his  presence  where  and  when  needed  for  execution  of  his  duties.

     Remuneration  -  $150  per  billed  hour and expenses paid to Harry Gordon.
Billed  hours  shall  not  exceed  1000 per annum nor be less than 30 per month.
Hourly rate to be adjusted annually for inflation, exchange rate, justification.

     H  Gordon will be given options to purchase 50,000 shares @ $2.00 per share
of  Canadian  Rockport  homes  International  Inc.

     Terms  of  engagement  -  for  one  year  commencing  September  1,  2001.

     Renewal  of  engagement  -  annually  by  mutual  consent.

     This  paragraph  is intended to outline the terms of the existing agreement
Between H. Gordon and CRH  and  it  is  not intended to create any new rights.

(24)     Exclusive  right  of  CRH  to employ for advise and support on the TWiC
System  the following parties that have acquired knowledge and experience in the
development  of  the  technology.

     However  such  employment  shall  be  the  sole option of Canadian Rockport
Homes  Ltd.


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     TWiC  Housing  Corp., its principles P. Zeeman, H. Gordon P. Eng, R. Zeeman

          12345-3  Rentals  and  its  employees

          Zeeman  Steel  Fabricators

          Barbara  Gordon,  Architect

          Perching  Balayo,  P.  Eng.

          CRH right to inspection and access to the buildings and pilot plant of
12345-3  rentals,  104th  Avenue,  Surrey,  B.C.

This paragraph is intended to outline the terms of the pre-existing relationship
between  TWiC  and  CRH  and  it  is  not  intended  to  create  any new rights.

     IN  WITNESS  WHEREOF, the parties hereto have executed this Agreement as of
the  day  and  year  first  above  written.

                                   TWiC  HOUSING  CORP.



                                   By:  /s/  Harry  Gordon
                                      ----------------------------------------
                                             Harry  Gordon,  President


                                   CANADIAN  ROCKPORT  HOMES,  LTD.



                                   By:  /s/  William Malone
                                      ----------------------------------------
                                             William R. Malone, President


                                   CANADIAN ROCKPORT HOMES, INTERNATIONAL INC.



                                   By:  /s/  Nelson  Riis
                                      ----------------------------------------
                                             Nelson  Riis,  President


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