RESCISSION AND SETTLEMENT AGREEMENT

     This  Rescission and Settlement Agreement ("Agreement") is entered into and
effective  this 30th day of January, 2002 by and between Hundred Mile Plus Ltd.,
Inc.,  a  Florida  corporation  ("HMP")  and Wave Technology, Inc., a California
corporation  ("WAVE").  HMP  and WAVE shall each be referred to as a "Party" and
collectively  as  the  "Parties."

                                    RECITALS

     WHEREAS,  HMP  and  WAVE  entered  into  a  verbal agreement regarding WAVE
granting HMP an exclusive right to use, improve, market and distribute a certain
innovative  gasoline  saving  technology  called  TM-81;

     WHEREAS, HMP only paid WAVE nominal compensation ($70,000) under the verbal
agreement  for  the  exclusive  right to use, improve, market and distribute the
TM-81  technology;

     WHEREAS,  HMP's  management  has  determined  that  it  lacks the financial
resources  to  use,  improve, market and/or distribute the TM-81 technology, and
due to market conditions, lack of financing and a deflated stock price, does not
believe  it  will  have  this  ability  in  the  future;

WHEREAS,  a  dispute  has arisen (the "Dispute") concerning compensation to WAVE
for  HMP's  right  to  use, improve, market and distribute the TM-81 technology;

WHEREAS, based on the current dispute and HMP's belief that it will not have the
financial capability in the future to use, improve, market and/or distribute the
TM-81  technology  in  a successful manner HMP has requested WAVE to rescind the
original  verbal  agreement;

     NOW,  THEREFORE,  for good and adequate consideration, the receipt of which
is hereby acknowledged, without admitting or denying any wrongdoing by any Party
hereto, the Parties wish to resolve the Dispute in full and therefore, covenant,
promise  and  agree  as  follows:

                                    AGREEMENT

     1.     The  verbal  agreement  is  rescinded  in  its  entirety  by  mutual
agreement  of the Parties as of the date hereof.   As a result of the rescission
of  the  verbal  agreement,  any and all monies owed, or allegedly owed, to WAVE
under  the  verbal  agreement  shall  be  deemed  by  WAVE  to  be paid in full.
Notwithstanding  the  above,  the  $70,000  previously  paid by HMP to WAVE will
remain  with  WAVE  as  consideration  for  entering  into  this  Agreement.

     2.     As  a  result  of  the  rescission of the verbal agreement, HMP will
surrender  all rights it has to the TM-81 technology or to its use, development,
marketing  or  distribution,  effective  as  of  the  date  hereof.

     3.     Effective  on  the  date hereof, each Party ("Releasing Party"), and
its  respective  agents,  affiliates,  divisions,  predecessors,  successors and
assigns,  releases the other Party, and its present and former agents, officers,
directors,  attorneys,  and  employees,  from  and  against  any and all claims,
agreements,  contracts,  covenants,  representations,  obligations,  losses,
liabilities,  demands and causes of action which it may now or hereafter have or
claim  to  have against that Party, which arises from or is related to the TM-81
technology  and  the  verbal  agreement.

     4.     Releasing  Party acknowledges and agrees that this Agreement applies
to  all claims that Releasing Party may have against the other Party arising out
of,  or  pertaining  to,  the  TM-81  technology  and/or  the  verbal agreement,
including,  but  not limited to, causes of action, injuries, damages, claims for
costs  or  losses  to  Releasing  Party's person and property, real or personal,
whether  those  injuries,  damages,  or losses are known or unknown, foreseen or
unforeseen,  or  patent  or  latent.  Releasing  Party  agrees  not  to file any
complaints,  causes  of  action,  or  grievances with any governmental, state or
county entity against the other Party arising out of, or pertaining to the TM-81
technology  and/or  the  verbal  agreement.

     5.     Section  1542  Release.  It  is understood and agreed by all Parties
hereto that all rights under Section 1542 of the Civil Code of California, which
provides  as  follows:

AA general release does not extend to claims which the creditor does not know or
suspect  to  exist  in  his favor at the time of executing the release, which if
known  by  him  must  have  materially affected his settlement with the debtor,@

are hereby expressly waived.  Both Parties acknowledge, agree and understand the
consequences of a waiver of Section 1542 of the California Civil Code and assume
full  responsibility  for  any  and all injuries, damages, losses or liabilities
that  may  hereinafter arise out of or be related to matters released hereunder.
Both Parties understand and acknowledge that the significance and consequence of
this  waiver  of  Section  1542 of the Civil Code is that even if a Party should
eventually  suffer  additional damages arising out of the subject matter hereof,
it will not be permitted to make any claim for those damages.  Furthermore, both
Parties  acknowledge  that  they intend these consequences even as to claims for
damages  that  may  exist as of the date of this Agreement but which they do not
know  exists, and which, if known, would materially affect that Party's decision
to  execute this Agreement, regardless of whether that Party's lack of knowledge
is  the  result  of ignorance, oversight, error, negligence, or any other cause.

     6. Each Party hereto will hold and will cause its agents, officers,
directors, attorneys, employees, consultants and advisors to hold in strict
confidence, unless compelled to disclose by judicial or administrative process
or, in the opinion of its counsel, by other requirements of law, the terms of
this Agreement and all other documents and information concerning any other
Party furnished it by such other Party or its representatives in connection with
the TM-81 technology or the verbal agreement (except to the extent that such
information can be shown to have been (i) previously known by the Party to which
it was furnished, (ii) in the public domain through no fault of such Party, or
(iii) later lawfully acquired from other sources by the Party to which it was
furnished), and each Party will not release or disclose such information to any
other person, except its auditors, attorneys, financial advisors, bankers and
other consultants and advisors in connection with this Agreement. Each Party
shall be deemed to have satisfied its obligation to hold confidential
information concerning or supplied by the other Party if it exercises the same
care as it takes to preserve confidentiality for its own similar information.

     7. Each Party ("Indemnitor") agrees to assume sole responsibility for, and
to defend (including attorney's fees and courts costs), indemnify, and hold
harmless the other Party from any and all claims for damages, demands, actions,
and regulatory proceedings asserted against the other Party, resulting from
negligence or willful actions of the Indemnitor involving copyright
infringement, violations of personal rights or privacy, misappropriation of
ideas or rights, that arise from, or as a result of, any work done by Indemnitor
relating to the TM-81 technology or under the verbal agreement.

     8.     Each  Party  acknowledges  and  represents  that,  in executing this
Agreement,  such  Party  has  not  relied  on  any  inducements,  promises,  or
representations  made  by  any  Party  or any party representing or serving such
Party,  unless  expressly  set  forth  herein.

     9.     This  Agreement pertains to a disputed claim and does not constitute
an  admission  of  liability  by  any Party for any purpose, except as otherwise
provided  herein.

     10.     The  representations and warranties contained in this Agreement are
deemed  to  and  do  survive  the  execution  hereof.

     11.     This  Agreement  may not be amended, canceled, revoked or otherwise
modified  except  by  written  agreement  subscribed  by  both  Parties.

     12.     This Agreement shall be binding upon and shall inure to the benefit
of  the  Parties  hereto  and  their  respective  partners,  employees,  agents,
servants,  heirs,  administrators,  executors,  successors,  representatives and
assigns.

     13.     All Parties hereto agree to pay their own costs and attorneys' fees
except  as  follows:

          (a)     In  the  event  of  any  action,  suit  or  other  proceeding
instituted  to remedy, prevent or obtain relief from a breach of this Agreement,
arising  out of a breach of this Agreement, involving claims within the scope of
the  releases  contained  in  this  Agreement, or pertaining to a declaration of
rights  under  this  Agreement,  the  prevailing Party shall recover all of such
Party's  attorneys'  fees and costs incurred in each and every such action, suit
or  other  proceeding,  including  any  and  all appeals or petitions therefrom.

          (b)     As  used  herein,  attorneys' fees shall be deemed to mean the
full  and  actual  costs  of any legal services actually performed in connection
with  the  matters involved, calculated on the basis of the usual fee charged by
the  attorneys  performing  such  services.

     14.     This  Agreement  and  the  rights of the parties hereunder shall be
governed by and construed in accordance with the laws of the State of California
including  all  matters  of construction, validity, performance, and enforcement
and  without giving effect to the principles of conflict of laws.  Venue for any
action  brought  under  this  Agreement  shall  be  in  the appropriate court in
Riverside  County,  California.

     15.     The  Parties  agree  and  stipulate  that  each  and every term and
condition  contained in this Agreement is material, and that each and every term
and condition may be reasonably accomplished within the time limitations, and in
the  manner  set  forth  in  this  Agreement.

     16.     The  Parties  agree  and stipulate that time is of the essence with
respect  to  compliance  with  each  and every item set forth in this Agreement.

     17.     This  Agreement,  along  with  the  exhibits hereto, sets forth the
entire  agreement and understanding of the Parties hereto and supersedes any and
all  prior  agreements,  arrangements  and understandings related to the subject
matter  hereof.  No  understanding, promise, inducement, statement of intention,
representation,  warranty,  covenant  or  condition, written or oral, express or
implied,  whether  by  statute  or  otherwise, has been made by any party hereto
which is not embodied in this Agreement or the written statements, certificates,
or  other  documents  delivered  pursuant  hereto  or  in  connection  with  the
transactions  contemplated  hereby,  and  no  Party  hereto shall be bound by or
liable  for  any  alleged  understanding,  promise,  inducement,  statement,
representation,  warranty,  covenant  or  condition  not  so  set  forth.

     18.     This Agreement may be executed in one or more counterparts, each of
which  when  executed  and delivered shall be an original, and all of which when
executed  shall  constitute  one  and  the  same  instrument.

     IN  WITNESS  WHEREOF,  the  Parties  hereto,  agreeing  to be bound hereby,
execute  this  Agreement  upon  the  date  first  set  forth  above.


"HMP"                                   "WAVE"

Hundred Mile Plus Ltd., Inc.,       Wave  Technology  Inc.,
a Florida corporation                 a California corporation

/s/ Joshua Rubinowitz                 /s/  Thomas Meeks
By: Joshua Rubinowitz                 By:  Thomas  Meeks
Its: Chairman of the Board           Its: President