EXHIBIT 10.11
                                  -------------

                                 ASSET PURCHASE
                            AND INVESTMENT AGREEMENT

THIS AGREEMENT made as of June 13, 2003 between  AMERICAN CIGCO,  LLC, of Nambe,
New Mexico ("Buyer") and Cyco.Net, Inc., of Albuquerque, New Mexico ("Seller")

IN CONSIDERATION  of the mutual covenants and agreements  hereinafter set forth,
and for other good and valuable  consideration,  the receipt and  sufficiency of
which is hereby acknowledged, the parties agree as follows:

1.    PURCHASE OF ASSETS.  The Buyer agrees to purchase  from the Seller and the
      Seller  agrees to sell to the Buyer all of the  undertaking,  property and
      assets of the Seller used in the Seller's  Internet Tobacco Products Sales
      and  Marketing  ("Business")  as  a  going  concern,  of  every  kind  and
      description  and  wherever  situated,  including  but not  limited  to the
      assets;

      The Purchase of Assets shall  include the purchase of 2,000,000  Shares of
      Cyco.Net,  Inc.  Stock as  described  in  SCHEDULE A hereto  ("ASSETS  AND
      INVESTMENT").

2.    PURCHASE PRICE. The purchase price ("Purchase Price") payable by the Buyer
      to the Seller for the Assets  and the  Investment  shall be  $3,000,000.00
      with two notes payable as follows:

      Payment for the Assets  shall be $200,000  which shall be payable by a ONE
      YEAR INSTALLMENT NOTE payable monthly beginning August 1, 2003 at the rate
      of $16,667.00  per month  pursuant to SCHEDULE B-1 ("ONE YEAR  INSTALLMENT
      NOTE") attached hereto.

      FIVE-YEAR CAPITAL NOTE the payment for the 2,000,000 shares of stock shall
      be payable on an  interest-only  basis pursuant to the following terms and
      conditions:

            Amount of Note                $2,800,000
            Term of Note                  Five-years
            Interest Rate                 7% Per Annum
            Interest Payable at the end of each year beginning July 31, 2004
            The Note shall be issued with a $3,000,000  Payment  Guarantee that
            will be  obtained by the Buyer and the Seller  pursuant  to SCHEDULE
            B-2 attached hereto.

3.    The Acquisition shall include a Five Year Transition  Management Agreement
      whereby the Buyer will engage  Messrs.  Richard  Urrea and Daniel Urrea to
      provide  management,  operational and technical  assistance  pursuant to a

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                                     Page 2

      Transition  Management  Agreement as indicated by SCHEDULE C  ("TRANSITION
      MANAGEMENT AGREEMENT") attached hereto.

4.    CLOSING DATE. Time shall be of the essence of this Agreement.  The closing
      of this transaction shall take place at 2:00 p.m. on June 13, 2003 or such
      earlier or later date as may be mutually  acceptable to the parties hereto
      ("Closing Date" or "Closing").

5.    NORMAL COURSE OF BUSINESS.  After acceptance of this Agreement, the Seller
      shall  cause  the  Business  to be  carried  on in the  normal  course  of
      business.

6.    BULK SALES COMPLIANCE.  The Seller shall comply with applicable bulk sales
      legislation.

7.    SCHEDULES.  Schedules and other documents  attached or referred to in this
      Agreement are an integral part of this Agreement.

8.    ENTIRE  AGREEMENT.  This Agreement  constitutes the entire agreement among
      the  parties  and  except  as herein  stated  and in the  instruments  and
      documents to be executed and delivered  pursuant  hereto,  contains all of
      the representations and warranties of the respective parties. There are no
      oral  representations  or warranties  amount the parties of any kind. This
      Agreement may not be amended or modified in any respect  except by written
      instrument signed by both parties.

9.    GOVERNING  LAW.  This  Agreement  shall be  governed by and  construed  in
      accordance  with the laws of the State of the State of New  Mexico and the
      Pueblo of Nambe, New Mexico.

10.   SUCCESSORS AND ASSIGNS.  This Agreement  shall inure to the benefit of and
      be binding upon the parties  hereto and their  respective  successors  and
      assigns.

IN WITNESS  WHEREOF the parties  hereto have executed  this  Agreement as of the
date first above mentioned.



Richard Urrea                                 Tom Talache, Jr.
----------------------------------            ----------------------------------
Seller                                        Buyer




Daniel Urrea                                  Paul Rainbird
----------------------------------            ----------------------------------
Seller                                        Buyer



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                                     Page 3

                                 SCHEDULE "A"
                                LIST OF ASSETS



Customer List

Trade Names:  www.cycocigs.com, www.aabakismokes.com
              ----------------

Inventory:  Broncos, GT-1, Cowboys, Kingsley

Hardware
      3 GATEWAY COMPUTERS
      HEAVY SHELVING
      PRINTERS
      HP 4100 LAZER PRINTER
      HP COPIER/FAX

Software  and  Systems:   Inventory  management,  Online  Ordering,  Processing,
E-mail response Systems, Bulk Email News letter Systems.  Support.

Investment Description:

      Cyco.Net, Inc. Stock Certificate Number   2,000,000 shares Common Stock
                                                Restricted Pursuant to
                                                Securities and Exchange
                                                Commission Rule 144

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                                     Page 4

                      ADDENDUM TO ASSET PURCHASE AGREEMENT

This addendum is to the Asset Purchase  Agreement  dated June 13, 2003,  between
American Indian CigCo,  LLC and Cyco.net Inc. The effective date of the purchase
shall be July 1, 2003.