EXHIBIT 10.1

                     SETTLEMENT AGREEMENT AND MUTUAL RELEASE

         This Settlement  Agreement and Mutual Release  ("Agreement") is entered
into by and between  Steve Wallitt  ("Wallitt")  and  Pennsylvania  Avenue Funds
("Pennsylvania")  collectively  ("Lenders")  and Infinity  Capital  Group,  Inc.
("Infinity"), a Maryland corporation.


                                    RECITALS

                  A. On June 1, 2009,  Wallitt and  Pennsylvania  made a loan to
         Infinity in the amount of $125,000 plus 10% interest  thereon,  secured
         by a Pledge  Agreement  on  200,000  shares  of  Strategic  Energy  and
         Resources, Inc., and 250,000 shares of Infinity.

                  B. On September 3, 2009,  Wallitt and Pennsylvania  foreclosed
         on the  Note  and  claimed  200,000  shares  of  Strategic  Energy  and
         Resources,  Inc.,  and  250,000  shares of  Infinity  under the  Pledge
         Agreement.

                  C. This Agreement compromises, settles, and otherwise resolves
         all claims and potential  claims between the Parties or their officers,
         directors,  shareholders,  or Managers arising from or relating to said
         Promissory  Note  or  Pledge  Agreement,  except  as  to  those  rights
         specifically set forth.

                  D. The  Closing  date shall  occur on or before  September  9,
         2010.


                                    AGREEMENT

         1. CONSIDERATION:

                  A. Infinity shall pay Wallitt  $100,000 and Infinity shall pay
         Pennsylvania $25,000 hereunder;

                  B.  Infinity  shall pay Wallitt and  Pennsylvania  all accrued
         interest up to the closing date of this Settlement Agreement;

                  C.  Lenders  shall  convey  to  Infinity   140,000  shares  of
         Strategic Energy and Resources, Inc.;

                  D.  Lenders  shall  convey  to GHL  Group  190,000  shares  of
         Infinity Capital Group, Inc.;


                  E.  Infinity  shall convey  5,000  shares of BlackStar  Energy
         Group, Inc. it owns to Lenders;

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                  F. All documents,  cash releases, and share certificates shall
         be delivered into escrow; and held until the closing date

                  G.   Infinity   shall  pay   Lenders   $6,250  as   additional
         consideration.

                  H.  Lenders  shall waive and release  Infinity  and GHL Group,
         Ltd, of any residual liability under the Note;

         2. DENIAL OF WRONGDOING OR  LIABILITY.  This  Agreement is entered into
solely for  purpose of  effectuating  a  compromise,  settlement,  and  release.
Accordingly, except as set forth herein, each Party acknowledges that the others
have  admitted  no fault,  wrongdoing,  liability,  or  obligation,  except such
obligations as reflected in concurrently executed Promissory Note. In fact, each
party expressly denies such fault, wrongdoing, liability, or obligation.

         3.  INTENT TO SETTLE ALL  CLAIMS.  On the terms set forth  herein,  the
Parties desire to fully and finally compromise,  settle, and otherwise terminate
all claims between them arising from or relating to the said Promissory Note and
Pledge Agreement.

         4. RELEASE.  The Parties hereby mutually release,  discharge,  and hold
harmless  one  another  (as  well  as  their  respective  officers,   directors,
shareholders,  managers,  members,  partners,  owners,  principals,  affiliates,
divisions,   subsidiaries,   parents,  contractors,   attorneys,   predecessors,
successors, assigns, insurers, associates, agents,  representatives,  employers,
and employees) from all actions,  claims,  damages, and liabilities (of any kind
or nature,  without  regard to amount,  known or unknown,  accrued or unaccrued)
arising  from or relating to the said Note to Lenders and all Pledges to Lenders
by Infinity.  However,  the releases  given herein shall not extend to or be for
the benefit of nonaffiliated  third parties,  none of whom shall have any rights
hereunder, including but not limited to rights as a third party beneficiary.

         5. NO RELEASE FOR BREACH OF THIS AGREEMENT.  Nothing  contained  herein
shall  release any Party  hereto from any claims  arising  from or relating to a
breach of this Agreement.

         6. RELEASES  VALID EVEN IF ADDITIONAL OR DIFFERENT  FACTS.  The Parties
acknowledge  they may discover  facts that are  additional to or different  from
those they now know or believe to be true and  regarding  the subject  matter of
this Agreement.  Nonetheless,  except as otherwise  provided  herein,  it is the
Parties' intent to fully and finally compromise and settle all claims that exist
between  them  arising from or relating to the loan by Lenders and any claims by
Infinity.  To effectuate that intention,  the releases given herein shall remain
full and  complete  releases,  notwithstanding  discovery of any  additional  or
different facts by any Party.

         7. FURTHER  ASSURANCES.  The Parties  agree to execute and deliver such
documents and to perform such other acts,  promptly  upon request,  as any other
party hereto requests and that are, in requesting Party's  reasonable  judgment,
necessary or appropriate to effectuate the purposes of this Agreement.

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         8.  CONSIDERATION.  This  Agreement  is  supported by good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged.

         9.  HEADINGS.   The  headings  contained  in  this  Agreement  are  for
convenience and reference purposes only and shall not in any way be construed as
effecting the meaning or interpretation of the text of this Agreement.

         10. OPPORTUNITY TO CONSULT WITH LEGAL COUNSEL.  The Parties acknowledge
they have had a full and fair opportunity to consult with legal counsel of their
own choosing  throughout all  negotiations  which preceded the execution of this
Agreement and in connection with their executing of this Agreement.

         11.  MODIFIED ONLY IN WRITING.  This  Agreement may only be modified by
express written agreement of the Parties.

         12.  SEVERABILITY.  Every provision of this Agreement is intended to be
severable.  Accordingly,  should any provision be declared illegal,  invalid, or
otherwise unenforceable by a court of competent  jurisdiction.  Such illegality,
invalidity, or unenforceability shall not effect the remaining provisions, which
shall remain fully valid, binding, and enforceable.

         13. NO DRAFTING PARTY. No Party shall be deemed the "drafting party" of
this  Agreement.  Consequently,  this  Agreement  shall be construed as a whole,
according  to its fair  meaning and intent and not  strictly  for or against any
Party hereto.

         14.  APPLICABLE  LAW. This Agreement shall be governed by and construed
in accordance with the laws of the State of Maryland.

         15. BINDING  AGREEMENT/SUCCESSORS  AND ASSIGNS. This Agreement shall be
binding  upon  and  inure  to the  benefit  of the  Parties,  as well  as  their
respective successors, representatives, and assigns.

         16.  AUTHORITY/CAPACITY/ENTITIES.  Each person  signing this  Agreement
represents and warrants that he or she has complete authority and legal capacity
to enter  into this  Agreement  on behalf of the  entity  for which he or she is
signing and agrees to defend,  indemnify, and hold harmless all other parties if
that authority or capacity is challenged.

         17. KNOWING AND VOLUNTARY  AGREEMENT.  The parties  represent they have
read this Agreement,  understand it, voluntarily agree to its terms, and sign it
freely.

         18.  COUNTERPARTS/FAX  SIGNATURES.  This  Agreement  may be executed in
counterparts,  each of which shall be deemed an original and all of which, taken
together,   shall  constitute  one  and  the  same   instrument.   Facsimile  or
electronically transmitted signatures shall be deemed effective as originals.

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         19.  PARTIES TO BEAR THEIR OWN FEES AND COSTS.  Except as otherwise set
forth in the Promissory Note document entered into  concurrently  herewith,  the
Parties shall each be  responsible  for and pay all of their own fees and costs,
including but not limited to attorneys' fees.




                       (REST OF PAGE INTENTIONALLY BLANK)











































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         IN WITNESS WHEREOF,  the undersigned execute this Settlement  Agreement
and Mutual Release, thereby agreeing to abide by the terms hereof.



Pennsylvania Avenue Funds


By: /s/ Thomas Kirchner                 Dated this 12th day of August, 2010
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Printed name: Thomas Kirchner
Its: President


/s/ Steve Wallitt                       Dated this 12th day of August, 2010
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Steve Wallitt


Infinity Capital Group, Inc.

By:/s/ Gregory H. Laborde               Dated this 12th day of August, 2010
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Its: President






























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