LA JOLLA COVE INVESTORS, INC.
                          1795 UNION STREET, 3RD FLOOR
                        SAN FRANCISCO, CALIFORNIA 94123
                            TELEPHONE: (415) 409-8703
                            FACSIMILE: (415) 409-8704
                            E-MAIL: 1JCI@PACBELL.NET
                              www.tjcinvestors.com

LA JOLLA                                                           SAN FRANCISCO

                                 April 16, 2003
                                       --


Mr. Nick VandenBrekel
Sequiam Corporation
300 Sunport Lane
Orlando, Florida 32809

Dear Nick:

This  letter  shall  serve  as  an  addendum  to  the  following  documents: 8 %
Convertible  Debenture,  Registration  Rights  Agreement,  Securities  Purchase
Agreement  and  the  Warrant  to Purchase Common Stock, all dated March 5, 2003.
Capitalized  terms shall have the meaning set forth in the respective documents.
The  following  changes  and  additions  are  hereby  made  and  agreed  upon:

     1.     The second sentence of Section 3.1(a) of the Convertible Debenture
is hereby amended to read as follows:

     "The  number of Common Shares into which this Debenture may be converted is
     equal  to  the dollar amount of the Debenture being converted multiplied by
     eleven,  minus  the  product  of the Conversion Price multiplied by six and
     two-thirds  times  the  dollar amount of the Debenture being converted, and
     the  entire  foregoing  result  shall  be divided by the Conversion Price."

     2.     The fixed price portion of the Conversion Price set forth in Section
3.1(a)  of  the  Convertible  Debenture  is  hereby amended from $0.50 to $1.50.

     3.     In  the  fifth  sentence  of  Section  3.1(a)  of  the  Convertible
Debenture,  "$0.50"  is  hereby  deleted  and  replaced  with  "$0.625".

     4.     The  following  sentence  is  hereby  added as the sixth sentence of
Section  3.1(a)  of  the  Convertible  Debenture:

     "If the Holder elects to convert a portion of the Debenture and, on the day
     that  the  election  is  made,  the Market Price is $0.625 or below and the
     Company  does  not prepay that portion of the Debenture that Holder elected
     to  convert, the Company shall have the right to limit the number of Common
     Shares  that Holder receives upon conversion to the amount of the Debenture
     being  converted  divided  by  the  Conversion  Price."

     5.     The first sentence of the second paragraph of the Warrant to
Purchase Common Stock is hereby amended to read as follows:

     "The Company hereby grants to Holder the right to purchase 2,000,000 shares
     of  the  Company's  Common  Stock  (the  "Shares"  or  "Warrant  Shares)."


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     6.     Section  1.4  of  the  Warrant  to  Purchase  Common Stock is hereby
amended  to  read  as  follows:

     "The Exercise Price is $1.50."

     7.     The  second  paragraph  of  the letter agreement between the parties
dated March 5, 2003 is hereby amended to read as follows:

     "Beginning  the  first  full calendar month following the effective date of
     the  registration  statement, LJCI shall each calendar month, at the option
     of  the  Company,  convert  at  least  five  percent  (5%)  of the original
     Principal  Amount  of  the Debenture and, provided that the Market Price is
     above  $0.625, shall simultaneously with the conversion of the Debenture at
     any time, exercise the Warrants at the rate of at least 10 times the dollar
     amount  of  the Debenture being converted divided by 1.5, provided that the
     Common  Shares  are available, registered and freely tradable. In the event
     that  LJCI  breaches the provision to convert at least five percent (5%) of
     the  original  Principal  Amount  of the Debenture and exercise the related
     Warrants,  LJCI  shall not be entitled to collect interest on the Debenture
     for  that  month. LJCI shall not have the right to convert the Debenture or
     exercise the Warrants unless the Common Shares to be issued upon conversion
     or  exercise  are available, registered and freely tradable. Except for the
     previous  sentence, the parties acknowledge that this provision does not in
     any way allow the Company to prevent LJCI from converting the Debenture and
     exercising  the  related  Warrants.''

     8.     At  the  time that the Debenture has been fully converted and all of
the Warrants have been exercised in full, the Company agrees to issue additional
warrants  to  LJCI  in  an  amount equal to 6,600,000 minus the number of shares
issued  to  LJCI pursuant to the Debenture and Warrants. The additional warrants
will  have  an  exercise price of $1.50 per share and the expiration date of the
additional  warrants  will be 3 years from the date of issuance. Notwithstanding
the  foregoing,  if  the  Company  repays  the Principal Amount of the Debenture
pursuant  to the terms of the Debenture, or VandenBrekel or Mroczkowski purchase
the  Debenture  under the Put and Call Agreement, then the Warrant and the right
to  additional  warrants  set  forth  above  shall  terminate.



Sincerely,


Travis W. Huff
Portfolio Manager

Acknowledged and agreed to:

Sequiam Corporation


By:
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Title:
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