EXHIBIT 10.28
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                           COMMISSION SALES AGREEMENT
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     This Agreement is entered into as of November 23, 2004 by and between
Power2Ship, Inc., a Nevada corporation with its principal place of business at
903 Clint Moore Road, Boca Raton Florida 33487 (hereinafter referred to as
"ASP"), and AWI (Associated Warehouses Inc.), a Marketing and Sales Agent with
its principal place of business at 1740 West Katella Avenue Orange, CA 92867
(hereinafter referred to as "MSA").

     WHEREAS, MSA is a marketing and sales agent responsible for soliciting
freight transactions (loads or trucks); and

     WHEREAS, ASP is a property broker in interstate or foreign commerce,
licensed to conduct brokerage under Federal Highway Administration docket
MC-467847-B; and

     WHEREAS, ASP proposes to contract the services of MSA for the purposes
stated in this Agreement;

     NOW THEREFORE, In consideration of the mutual promises and covenants
between them, MSA and ASP agree as follows:
1.   MSA DUTIES.
     a)   MSA will market the ASP solution for transportation transactions to
          its clients.
     b)   Such marketing will include but not be limited to its existing clients
          as of the date of this agreement. For additional clients, MSA will
          submit a prospect notification report to ASP for any entity that shows
          interest in the P2S application, prior to initiating the sales
          process. ASP will notify MSA within 48 hours of receipt of a prospect
          notification report, approving or declining authorization to initiate
          the sales process.
     c)   MSA may market the solution to future members who join MSA from time
          to time.
     d)   MSA will, at the commencement of this contract, provide to ASP a
          listing of all existing MSA members.
2.   COMPENSATION.
     a)   For each MSA client that contracts with ASP as a P2S Member Shipper,
          MSA will be compensated 2% of the ASP markup for transacted business.
     b)   For each MSA client that contracts with ASP as a P2S Member Carrier,
          MSA will be compensated 2% of the ASP markup for transacted business.
     c)   For each MSA client that contracts with ASP as an Agent, MSA will be
          compensated 8% of the agent marked up amount over the ASP published
          price.
     d)   ASP will receive 7% of the agent markup over the ASP published price.
     e)   MSA member / ASP Agent will receive 85% of the agent markup over the
          ASP published price.
     f)   Should MSA wish to become an Agent of Power2Ship network the Agent
          agreement will be executed between the two parties in 2005 when the
          program is available.

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3.   TRAINING - ASP agrees to provide training for MSA in order for MSA to
     independently conduct P2S application demonstrations with approved shippers
     & carriers.

4.   CONFIDENTIALITY. MSA acknowledges that this relationship gives it access to
     special knowledge of the ASP's motor carriers, organization and business
     methods which could be harmful to ASP if used for any purpose other than
     the promotion of ASP's business as provided in this Agreement. MSA thereby
     agrees that it will not solicit any of ASP's Customers. MSA agrees that in
     the event of any breach of the covenants contained in this paragraph ASP
     will be entitled, in addition to any other rights and remedies, to an
     injunction or restraining order restraining MSA from committing or
     continuing to commit any breach of these provisions, and MSA hereby
     consents to the issuance of such injunction or restraining order or other
     equitable relief without bond or other security and without the necessity
     of actual damage to the ASP.

5.   TERM OF AGREEMENT. The initial term of this Agreement shall begin on the
     date stated above and shall continue for one year with automatically
     renewable on a month to month basis thereafter, or until terminated by
     either party upon thirty (30) days written notice.

6.   ASSIGNMENT. This Agreement may not be assigned or otherwise transferred by
     MSA, nor shall MSA enter into any subcontract or any other arrangement with
     any other person, partnership, or corporation concerning any of the
     obligations assumed by MSA under the provisions of this Agreement.
     Violation of this provision or any of the regulations, rules or policies
     promulgated by ASP, or any unlawful conduct of MSA, shall constitute full
     and sufficient reason for immediate termination of the Agreement by ASP,
     without recourse.

7.   NEWS RELEASES. Neither party shall make any news release or public
     announcements, confirmations, or denials with respect to the terms and
     conditions of all or any part of this Agreement without the prior review
     and consent of the other party (such review to be promptly conducted and
     such consent not to be unreasonably withheld), provided that either party
     may make such disclosure of this Agreement and its terms as its legal
     counsel deems necessary in connection with regulatory disclosure
     requirements.

8.   SEPARABILITY AND SAVINGS CLAUSE. If any provision of this Agreement shall
     be held invalid by operation of law or by any tribunal of competent
     jurisdiction, or if compliance with or enforcement of any provision should
     be restrained by such tribunal pending final determination as to its
     validity, the remainder of the Agreement or the application of such
     provision to persons or circumstances other than those as to which it has
     been held invalid or as to which compliance with or enforcement of has been
     restrained, shall not be affected thereby.

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9.   JURISDICTION. This Agreement shall be deemed to have been drawn under
     Florida Law. If there is a dispute, any legal action must be brought in
     Florida and Florida's laws shall apply, without regard to its conflict of
     laws rules.


ASP:  POWER2SHIP,  INC.                         MSA:  Associated Warehouse Inc.
      903  Clint  Moore  Road                         1740  West  Katella  Ave.
      Boca  Raton,  Florida  33487                    Orange,  California  92867



By:   /S/  Michael  Darden                      By:    /s/  Mark Richards
      ------------------------------                  --------------------------
      Michael  Darden                                 Mark  Richards
      President                                       Vice  President

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