Amendment
      to Warrant

    


    Reference
      is made to the Common Stock Warrant (the “Warrant”) dated August 12, 2005 issued
      by Fuel Corporation of America, Inc. n/k/a flexSCAN, Inc. (the “Company”) to
      Tryant LLC, a Delaware limited liability company (the “Holder”) granting to
      Holder the right to purchase up to 2,000,000 shares of Common Stock of the
      Company. 

    


    1.    Pursuant
      to the Amendment to the Promissory Note effective March 23, 2006, the Company
      has agreed to file a Registration Statement (the “Registration Statement”) to
      register certain shares of the Company’s Common Stock held by the Holder and/or
      its designees, issued and issuable pursuant to the Warrant (the “Registrable
      Securities”). In the event that payment is not made per the Amendment to the
      Promissory Note or there is no effective registration statement which includes
      the Registrable Securities, in addition to the procedure for exercise set forth
      in in Section 1 of the Warrant, the Warrant shall be amended to provide for
      “cashless exercise” as set forth below: 

     

    The
      Holder shall be entitled to receive a certificate for the number of Warrant
      Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A),
      where:

     

    
      	 	
              (A)

            	 	=	 	
              the
                average of the 5 Closing Prices (as defined below) immediately preceding
                the date of such election, which shall be the date a Notice of Exercise
                is
                duly delivered to the Company, not the date the exercise of this
                Warrant
                is deemed effective;

            
	 	 	 	 	 	 
	 	
              (B)

            	 	=	 	the Exercise Price of the Warrant, as
              adjusted; and  
	 	 	 	 	 	 
	 	
              (X)

            	 	=	 	the number of Warrant Shares issuable
              upon
              exercise of the Warrant in accordance with the terms of this Warrant
              by
              means of a cash exercise rather than a cashless
              exercise. 


    

     

    “Closing
      Price” means on any particular date (a) the last reported closing bid price per
      share of Common Stock on such date on the applicable national stock exchange,
      national quotation system (i.e. Nasdaq) or Over-the-Counter Bulletin Board
      on
      which the Common Stock trades (“Trading Market”)(as reported by Bloomberg L.P.
      at 4:15 PM (New York time) as the last reported closing bid price for regular
      session trading on such day), or (b) if there is no such price on such date,
      then the closing bid price on the Trading Market on the date nearest preceding
      such date (as reported by Bloomberg L.P. at 4:15 PM (New York time) as the
      closing bid price for regular session trading on such day), or (c) if the Common
      Stock is not then listed or quoted on the Trading Market and if prices for
      the
      Common Stock are then reported in the “pink sheets” published by the National
      Quotation Bureau Incorporated (or a similar organization or agency succeeding
      to
      its functions of reporting prices), the most recent bid price per share of
      the
      Common Stock so reported, or (d) if the shares of Common Stock are not then
      publicly traded the fair market value of a share of Common Stock as determined
      by an appraiser selected in good faith by the Holder and the
      Company.

    


    
      
         

      

      
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2.    Except
        as
        amended hereby, the terms of the Warrant shall remain in full force and effect
        and shall continue to be the binding and legal obligation of the parties.
        

    

    


    3.    This
      Amendment may be executed in two or more counterparts, and by different parties
      hereto on separate counterparts, each of which shall be deemed an original,
      but
      all of which together shall constitute one and the same instrument. This
      Amendment may be executed by facsimile with original signatures to
      follow.

    


    4.    All
      initially capitalized terms not otherwise defined shall have the meaning set
      forth in the original Warrant.

    


    


    IN
      WITNESS WHEREOF, the parties hereto have executed this Amendment or caused
      this
      Amendment to be executed by their duly authorized representatives as of the
      23rd
      day of
      March 2006. 

     

    
      	 	 	 
	 	Tryant
              LLC, a
              Delaware limited liability company
	 
 	 
 	 
 
	 	By:  	/s/ Jeff
              Jenson
	 	
              

            


      	 	 	 
	 	flexSCAN,
              Inc., a
              Nevada corporation
	 
 	 
 	 
 
	 	By:  	/s/
              Thomas Banks
	 	
              

            


      	 	 	 
	 	flexPLUS,
              Inc., a
              Delaware corporation
	 
 	 
 	 
 
	 	By:  	/s/
              Thomas Banks
	 	
              

            


    

     

    
      
         

      

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