<PAGE>

EXHIBIT 10(x)

E-Mail:           mindeglia@spectrumlawgroup.com
File No.:         10011

                                February 10, 2003

VIA FACSIMILE ONLY
(949) 376-9117

Mr. Mervyn A. Phelan
Chief Executive Officer
US West Homes, Inc.
410 Broadway, 2nd Floor
Laguna Beach, CA 92651

         Re:      AMENDMENT TO FEE AGREEMENT WITH SPECTRUM LAW GROUP, LLP

Dear Merv:

         Accordingly, this letter will amend our fee agreement dated July 24,
2002, and as amended on December 6, 2002, as follows:

                                 FEES AND COSTS

         Our firm establishes an hourly rate for each attorney and paralegal in
the firm. Those rates are based upon a variety of factors, including the
experience and expertise of each individual, and are adjusted by the firm from
time to time. Historically, the rates have been adjusted effective as of January
of each year. Our services in this matter will be billed to you at the hourly
rates in effect for the period during which the services are rendered, in
one-tenth-hour increments. The hourly rates of our attorneys range from $150.00
to $300.00 per hour. At present, my hourly rate is $250.00.

         As a courtesy to U.S. West, we will charge for fees as follows:

         1.       Each month, U.S. West will pay the first 12 hours of time at
                  the normal hourly rate of $250.00 in cash.

         2.       U.S. West will pay any time in excess of 12 hours in that
                  month at the normal hourly rate of $250.00 in shares of U.S.
                  West stock on the terms and conditions set forth herein.

         3.       U.S. West shall initially issue to us (in the name of Marc A.
                  Indeglia ("Indeglia")) 3,000,000 shares of Common Stock (the
                  "Initial Shares"). U.S. West shall register the issuance of
                  the Initial Shares with the SEC pursuant to Section 4 hereof.



<PAGE>

Mr. Mervyn A. Phelan
U.S. West Homes, Inc.
February 10, 2003
Page 2

         4.       We shall establish and adopt a Rule 10b5-1 plan (the "Plan"),
                  and we shall cause Indeglia to sell the Initial Shares
                  pursuant to the Plan.

         5.       We shall apply (or cause Indeglia to apply) the Net Proceeds
                  (as defined below) from the sale of the Initial Shares to any
                  balance outstanding for services performed that were NOT in
                  connection with the offer or sale of U.S. West securities in a
                  capital-raising transaction and do not directly or indirectly
                  promote or maintain a market for U.S. West securities, as
                  generally determined by SEC interpretation. For the purposes
                  of this Agreement, the term "Net Proceeds" shall mean the
                  amount of gross proceeds received by us (or Indeglia) pursuant
                  to the sale of Shares issued pursuant to this Agreement, less
                  any commissions, SEC fees, wire transfer fees, and other fees
                  incurred with the sale of Shares.

         6.       If the Net Proceeds from the sale of the Initial Shares is
                  greater than the balance owing by U.S. West at the time of
                  such sale for services performed that were NOT in connection
                  with the offer or sale of U.S. West securities in a
                  capital-raising transaction and do not directly or indirectly
                  promote or maintain a market for U.S. West securities, then we
                  shall deposit the difference into our trust account, which
                  shall be applied to any future services provided by us, other
                  than legal services provided or to be provided in connection
                  with the offer or sale of securities in a capital-raising
                  transaction and/or legal services which will directly or
                  indirectly promote or maintain a market for U.S. West's
                  securities.

         7.       If the Net Proceeds from the sale of the Initial Shares is
                  less than the outstanding balance at the time of such sale for
                  services performed that were NOT in connection with the offer
                  or sale of U.S. West securities in a capital-raising
                  transaction and do not directly or indirectly promote or
                  maintain a market for U.S. West securities, then U.S. West
                  shall issue, for no additional consideration, to us (in the
                  name of Indeglia) additional shares (the "Additional Shares")
                  of Common Stock, in increments of 500,000 shares, which shall
                  be pursuant to the Plan, and the Net Proceeds of which shall
                  be applied to any outstanding balance at the time of such sale
                  for services performed that were NOT in connection with the
                  offer or sale of U.S. West securities in a capital-raising
                  transaction and do not directly or indirectly promote or
                  maintain a market for U.S. West securities. U.S. West shall
                  continue to issue Additional Shares in such increments of
                  500,000 shares until the aggregate net proceeds of the sale of
                  the Initial Shares and all Additional Shares equals or exceeds
                  the balance at the time of such sale for services performed



<PAGE>

Mr. Mervyn A. Phelan
U.S. West Homes, Inc.
February 10, 2003
Page 3

                  that were NOT in connection with the offer or sale of U.S.
                  West securities in a capital-raising transaction and do
                  not directly or indirectly promote or maintain a market for
                  U.S. West securities. U.S. West shall continue to issue such
                  Additional Shares so long as it has a balance outstanding with
                  us for services performed that were NOT in connection with the
                  offer or sale of U.S. West securities in a capital-raising
                  transaction and do not directly or indirectly promote or
                  maintain a market for U.S. West securities.

         8.       As used herein, the term "Adjustment Event" means an event
                  pursuant to which the outstanding shares of common stock of
                  U.S. West are increased, decreased or changed into, or
                  exchanged for a different number or kind of shares or
                  securities, without receipt of consideration by U.S. West,
                  through reclassification, stock split, reverse stock split,
                  stock dividend, stock consolidation or otherwise. Upon the
                  occurrence of an Adjustment Event, appropriate and
                  proportionate adjustments shall be made to the number of
                  shares of common stock which may thereafter be granted under
                  this Agreement.

         9.       REGISTRATION OF INITIAL SHARES AND ADDITIONAL SHARES.

                  a.       REQUIRED REGISTRATION. Concurrent with the execution
                           of this Agreement, U.S. West shall prepare and file
                           with the SEC the Registration Statement under the
                           Securities Act of 1933, as amended (the "Securities
                           Act") covering the issuance of the Shares, and shall
                           use its best efforts to cause such Registration
                           Statement to become effective as soon as is
                           practicable.

                  b.       PERIOD OF EFFECTIVENESS. U.S. West will use its best
                           efforts, which shall include the filing and
                           preparation with the Commission of amendments and
                           supplements to the Registration Statement and the
                           prospectus contained therein, to cause such
                           Registration Statement to remain continuously
                           effective from the date it becomes effective for a
                           period ending on when all Shares covered by the
                           Registration Statement have been issued.

                  c.       BLUE SKY. U.S. West will use its best efforts to
                           register or qualify the Shares covered by such
                           Registration Statement under such state securities or
                           blue sky laws of such jurisdictions as we may
                           reasonably request in writing, except that U.S. West
                           shall not for any purpose be required to execute a
                           general consent to service of process or to qualify
                           to do business as a foreign corporation in any
                           jurisdiction wherein it is not so qualified.



<PAGE>

Mr. Mervyn A. Phelan
U.S. West Homes, Inc.
February 10, 2003
Page 4

                  d.       NOTIFICATION. U.S. West will notify us, promptly
                           after it shall receive notice thereof, of any letter
                           of comments regarding the Registration Statement
                           received from the SEC and the time when such
                           Registration Statement has become effective or an
                           amendment or supplement to any prospectus forming a
                           part of such Registration Statement has been filed.

                  e.       AMENDMENT NOTICE. U.S. West will notify us promptly
                           of any request by the SEC for the amending or
                           supplementing of such Registration Statement or
                           prospectus or for additional information.

                  f.       AMENDMENT. U.S. West will prepare and file with the
                           SEC, promptly upon our request, any amendments,
                           supplements, or post-effective amendments to such
                           Registration Statement or prospectus which is
                           required under the Securities Act or the rules and
                           regulations thereunder is necessary to keep such
                           Registration effective for the time periods set forth
                           in Section 9(b).

                  g.       UPDATE. U.S. West will prepare and promptly file with
                           the SEC and promptly notify us of the filing of such
                           amendment or supplement to such Registration
                           Statement or prospectus as may be necessary to
                           correct any statements or omissions if, at the time
                           when a prospectus relating to such securities is
                           required to be delivered under the Securities Act,
                           any event shall have occurred as the result of which
                           any such prospectus or any other prospectus as then
                           in effect would include an untrue statement of a
                           material fact or omit to state any material fact
                           necessary to make the statements therein, in light of
                           the circumstances in which they were made, not
                           misleading.

                  h.       STOP ORDERS. U.S. West will advise us, promptly after
                           it shall receive notice or obtain knowledge thereof,
                           of the issuance of any stop order by the SEC
                           suspending the effectiveness of such Registration
                           Statement or the initiation or threatening of any
                           proceeding for that purpose and promptly use its best
                           efforts to prevent the issuance of any stop order or
                           to obtain its withdrawal if such stop order should be
                           issued.

                  i.       EXPENSES. With respect to the registration required
                           pursuant to Section 9(a) hereof, U.S. West shall bear
                           the following fees, costs and expenses: all
                           registration, filing and NASD fees, printing
                           expenses, fees and disbursements of counsel and
                           accountants for U.S. West, all internal U.S. West
                           expenses, all legal fees and disbursements and other
                           expenses of complying with state securities or blue
                           sky laws of any jurisdictions in which the securities
                           to be offered are to be registered or qualified,
                           underwriting discounts, commissions and transfer
                           taxes relating to the Shares.



<PAGE>

Mr. Mervyn A. Phelan
U.S. West Homes, Inc.
February 10, 2003
Page 5

                  j.       INDEMNIFICATION BY U.S. WEST. To the fullest extent
                           permitted by law, U.S. West will indemnify and hold
                           harmless us, our directors, officers, employees,
                           partners, principals, equity holders, managed or
                           advised accountants, advisors, representatives, and
                           agents, from and against, and will reimburse us with
                           respect to, any and all loss, claim, damage,
                           liability and expense (collectively, "LOSSES") to
                           which we may become subject under the Securities Act,
                           state securities laws or otherwise, and U.S. West
                           will pay to us any legal or other costs or expenses
                           reasonably incurred by it in connection with
                           investigating or defending any such Loss, insofar as
                           such Losses are caused by or arise out of any untrue
                           statement or alleged untrue statement of any material
                           fact contained in such Registration Statement, any
                           prospectus contained therein or any amendment or
                           supplement thereto, or arise out of or are based upon
                           the omission or alleged omission to state therein a
                           material fact required to be stated therein or
                           necessary to make the statements therein, in light of
                           the circumstances in which they were made, not
                           misleading; provided, however, that U.S. West will
                           not be liable in any such case to the extent that any
                           such Loss arises out of or is based upon an untrue
                           statement or alleged untrue statement or omission or
                           alleged omission so made in conformity with
                           information furnished by us in writing specifically
                           for use in the preparation thereof.

         All other terms and conditions of the retainer will remain the same.

         If you have any questions concerning our fee and cost arrangements or
procedures, or the scope of the legal services we will provide, please feel free
to call at any time. Thank you again for the opportunity to be of service.

                                                     Very truly yours,

                                                     SPECTRUM LAW GROUP, LLP

                                                     /S/ Marc A. Indeglia
                                                     --------------------
                                                     Marc A. Indeglia
MAI:pp



<PAGE>

Mr. Mervyn A. Phelan
U.S. West Homes, Inc.
February 10, 2003
Page 6

ACCEPTANCE:

         The undersigned has read this letter and agrees to Spectrum Law Group,
LLP's representation as counsel for U.S. West on the terms set forth herein.

Date:________________________

U.S. WEST HOMES, INC.

/s/ Mervyn A. Phelan
----------------------------
Mervyn A. Phelan,
Chief Executive Officer