|INDEX OF EXHIBITS                                                                                                                                                                                                                                   
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit
No.                                                                                                                                                                                                                                         
|3(i)(a)	*                                                                                                                                                                                                                                           
|3(i)(b)                                                                                                                                                                                                                                             
|3(i)(c)                                                                                                                                                                                                                                             
|3(i)(d)                                                                                                                                                                                                                                             
|3(ii)                                                                                                                                                                                                                                               
|CERTIFICATIONS, attached to actual 10KSB
document                                                                                                                                                                                                   
|31(i)                                                                                                                                                                                                                                               
|32(i)                                                                                                                                                                                                                                               
|32(i)                                                                                                                                                                                                                                               
|MATERIAL CONTRACTS                                                                                                                                                                                                                                  
|10(i)                                                                                                                                                                                                                                               
|10(ii)                                                                                                                                                                                                                                              
|10(iii)                                                                                                                                                                                                                                             
|10(iv)                                                                                                                                                                                                                                              
|10(v)                                                                                                                                                                                                                                               
|10(vi)                                                                                                                                                                                                                                              
|10(vii)                                                                                                                                                                                                                                             
|10(viii)                                                                                                                                                                                                                                            
|10(ix)                                                                                                                                                                                                                                              
|10(x)                                                                                                                                                                                                                                               
|10(xi)                                                                                                                                                                                                                                              
|10(xii)                                                                                                                                                                                                                                             
|10(xiii)                                                                                                                                                                                                                                            
|10(xiv)                                                                                                                                                                                                                                             
|10(xv)                                                                                                                                                                                                                                              
|10(xvi)                                                                                                                                                                                                                                             
|10(xvii)                                                                                                                                                                                                                                            
|OTHER                                                                                                                                                                                                                                               
|99(i)                                                                                                                                                                                                                                               
|99(ii)                                                                                                                                                                                                                                              
|99(iii)                                                                                                                                                                                                                                             
|99(iv)                                                                                                                                                                                                                                              
|99(v)                                                                                                                                                                                                                                               
|99(vi)                                                                                                                                                                                                                                              
|99(vii)                                                                                                                                                                                                                                             
|99(viii)                                                                                                                                                                                                                                            
|99(ix)                                                                                                                                                                                                                                              
|99(x)                                                                                                                                                                                                                                               
|99(xi)                                                                                                                                                                                                                                              
|99(xii)                                                                                                                                                                                                                                             
|99(xiii)                                                                                                                                                                                                                                            
|99(xiv)                                                                                                                                                                                                                                             
|99(xv)                                                                                                                                                                                                                                              
|99(xvi)                                                                                                                                                                                                                                             
|99(xvii)                                                                                                                                                                                                                                            
|99(xviii)                                                                                                                                                                                                                                           
|99(xix)                                                                                                                                                                                                                                             
|99(xx)                                                                                                                                                                                                                                              
|99(xxi)                                                                                                                                                                                                                                             
|99(xxii)                                                                                                                                                                                                                                            
|99(xxiii)                                                                                                                                                                                                                                           
|99(xxiv)                                                                                                                                                                                                                                            
|99(xxv)                                                                                                                                                                                                                                             
|99(xxvi)                                                                                                                                                                                                                                            
|99(xxvii)                                                                                                                                                                                                                                           
|99(xxviii)                                                                                                                                                                                                                                          
|99(xxix)                                                                                                                                                                                                                                            
|99(xxx)                                                                                                                                                                                                                                             
|99(xxxi)                                                                                                                                                                                                                                            
|99(xxxii)                                                                                                                                                                                                                                           
|99(xxxiii)                                                                                                                                                                                                                                          
|99(xxxiv)                                                                                                                                                                                                                                           
|99(xxxv)                                                                                                                                                                                                                                            
|99(xxxvi)                                                                                                                                                                                                                                           
|99(xxxvii)                                                                                                                                                                                                                                          
|99(xxxviii)                                                                                                                                                                                                                                         
|99(xxxix)                                                                                                                                                                                                                                           
|99(xxxx)                                                                                                                                                                                                                                            
|99(xl)                                                                                                                                                                                                                                              
|99(xli)                                                                                                                                                                                                                                             
|99(xlii)                                                                                                                                                                                                                                            
|99(xliii)                                                                                                                                                                                                                                           
|99(xliv)                                                                                                                                                                                                                                            
|99(xlv)                                                                                                                                                                                                                                             
|99(xlvi)                                                                                                                                                                                                                                            
|99(xlvii)                                                                                                                                                                                                                                           
|99(xlviii)                                                                                                                                                                                                                                          
|99(xlix)                                                                                                                                                                                                                                            
|99(l)                                                                                                                                                                                                                                               
|99(li)                                                                                                                                                                                                                                              
|99(lii)                                                                                                                                                                                                                                             
|99(liii)                                                                                                                                                                                                                                            
|99(liv)                                                                                                                                                                                                                                             
|99(lv)                                                                                                                                                                                                                                              
|* Previously filed as indicated and
Incorporated herein by reference in the Company's Form 10-QSB.

Each of the following disclosures has been adjusted to
reflect the 1,000 for 1 reverse stock split that became effective as of
November 1, 2004.
|99(lvi)                                                                                                                                                                                                                                             
|99(lvii)                                                                                                                                                                                                                                            
|99(lviii)                                                                                                                                                                                                                                           
|99(lix)                                                                                                                                                                                                                                             
|99(lx)                                                                                                                                                                                                                                              
|99(lxi)                                                                                                                                                                                                                                             
|99(lxii)                                                                                                                                                                                                                                            
|99(lxiii)                                                                                                                                                                                                                                           
|99(lxiv)                                                                                                                                                                                                                                            
|99(lxv)                                                                                                                                                                                                                                             
|99(lxvi)                                                                                                                                                                                                                                            
|99(lxvii)                                                                                                                                                                                                                                           
|99(lxviii)                                                                                                                                                                                                                                          
|99(lxix)                                                                                                                                                                                                                                            
|99(lxx)                                                                                                                                                                                                                                             
|99(lxxi)                                                                                                                                                                                                                                            
|99(lxxii)                                                                                                                                                                                                                                           
|99(;xxiii)                                                                                                                                                                                                                                          
|99(lxxiv)                                                                                                                                                                                                                                           
|99(lxxv)                                                                                                                                                                                                                                            
|99(lxxvi)                                                                                                                                                                                                                                           
|99(lxxvii)                                                                                                                                                                                                                                          
|99(lxxviii)                                                                                                                                                                                                                                         
|99(lxxix)                                                                                                                                                                                                                                           
|99(lxxx)                                                                                                                                                                                                                                            
|99(lxxxi)                                                                                                                                                                                                                                           
|99(lxxxii)                                                                                                                                                                                                                                          
|99(lxxxiii)                                                                                                                                                                                                                                         
|99(lxxxiv)                                                                                                                                                                                                                                          
|99(lxxxv)                                                                                                                                                                                                                                           
|99(lxxxvi)                                                                                                                                                                                                                                          
|99(lxxxvii)                                                                                                                                                                                                                                         
|99(lxxxviii)                                                                                                                                                                                                                                        
|99(lxxxix)                                                                                                                                                                                                                                          
|99(cx)                                                                                                                                                                                                                                              
|99(cxi)                                                                                                                                                                                                                                             
|99(cxii)                                                                                                                                                                                                                                            
|99(cxiii)                                                                                                                                                                                                                                           
|99(cxiv)                                                                                                                                                                                                                                            
|Attached as .pdf files to this 10KSB
filing:                                                                                                                                                                                                        
|99(cxv)                                                                                                                                                                                                                                             
|99(cxvi)                                                                                                                                                                                                                                            
|99(cxvii)                                                                                                                                                                                                                                           
|99(cxviii)                                                                                                                                                                                                                                          



STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 1st day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Rebecca Miller, a
consultant of the Company ("Optionee") and an Arizona resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Million Three Hundred Fifty Thousand (1,350,000), shares of the Company's
common stock with an option price of 75% of market price per share on the
date of exercise under the existing benefit plan at time of grant, which
shares have been issued pursuant to a Form S-8 under the Securities Act of
1933 as amended ("Form S-8").



1. The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.









GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Million Three Hundred Fifty Thousand (1,350,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE					Diversified Financial
Resources Corp.





/s/  Rebecca Miller				/s/ John Chapman__

Rebecca Miller, Optionee		             John
Chapman, President















STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 1st day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Ernest Burch, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Million Five Hundred Fifty Thousand (1,550,000), shares of the Company's
common stock with an option price of 75% of market price per share on the
date of exercise under the existing benefit plan at time of grant, which
shares have been issued pursuant to a Form S-8 under the Securities Act of
1933 as amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.



C.	These Options are being granted pursuant to the
Stock Option Plan, which is incorporated herein by this reference.



1. Optionee may not exercise a number of Options which
would convert into more than 9.9% of the Company's issued and outstanding
shares of common stock inclusive of other derivative securities held in the
Company and any shares of common stock held in the Company.

GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Million Five Hundred Fifty Thousand (1,550,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.





5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.



/s/  Ernie Burch			/s/ John Chapman__

Ernest Burch, Optionee		 John Chapman,
President















STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 1st day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Edward Wells, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Million Five Hundred Fifty Thousand (1,550,000), shares of the Company's
common stock with an option price of 75% of market price per share on the
date of exercise under the existing benefit plan at time of grant, which
shares have been issued pursuant to a Form S-8 under the Securities Act of
1933 as amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Million Five Hundred Fifty Thousand (1,550,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Edward Wells			/s/ John Chapman__

Edward Wells, Optionee		John Chapman, President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 1st day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Sandra Jorgensen, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Million Five Hundred Fifty Thousand (1,550,000), shares of the Company's
common stock with an option price of 75% of market price per share on the
date of exercise under the existing benefit plan at time of grant, which
shares have been issued pursuant to a Form S-8 under the Securities Act of
1933 as amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Million Five Hundred Fifty Thousand (1,550,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Sandra Jorgensen			/s/ John Chapman__

Sandra Jorgensen, Optionee	             John Chapman,
President



STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 1st day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to A. Franklin Adams,
a consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Million Five Hundred Fifty Thousand (1,550,000), shares of the Company's
common stock with an option price of 75% of market price per share on the
date of exercise under the existing benefit plan at time of grant, which
shares have been issued pursuant to a Form S-8 under the Securities Act of
1933 as amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Million Five Hundred Fifty Thousand (1,550,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE					Diversified Financial
Resources Corp.





/s/ Frank Adams				/s/ John Chapman__

A. Franklin Adams,  Optionee			 John Chapman,
President



STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 1st day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to George B. Phillips,
a consultant of the Company ("Optionee") and a Texas resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Million Three Hundred Fifty Thousand (1,350,000), shares of the Company's
common stock with an option price of 75% of market price per share on the
date of exercise under the existing benefit plan at time of grant, which
shares have been issued pursuant to a Form S-8 under the Securities Act of
1933 as amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Million Three Hundred Fifty Thousand (1,350,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE					Diversified Financial
Resources Corp.





/s/ George Phillips					/s/ John
Chapman__

George B. Phillips, Optionee			             John
Chapman, President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 1st day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Ramiro Trevizo, a
consultant of the Company ("Optionee") and an Arizona resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Million Five Hundred Fifty Thousand (1,550,000), shares of the Company's
common stock with an option price of 75% of market price per share on the
date of exercise under the existing benefit plan at time of grant, which
shares have been issued pursuant to a Form S-8 under the Securities Act of
1933 as amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Million Five Hundred Fifty Thousand (1,550,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Ramiro Trevizo				/s/ John Chapman__

Ramiro Trevizo, Optionee		             John
Chapman, President







STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 17th  day of
November 2004 by Diversified Financial Resources Corp. (the "Company") to
Tim Hall, a consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Fourteen
Million One Hundred Thousand (14,100,000), shares of the Company's common
stock with an option price of 75% of market price per share on the date of
exercise under the existing benefit plan at time of grant, which shares have
been issued pursuant to a Form S-8 under the Securities Act of 1933 as
amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Fourteen Million One Hundred Thousand (14,100,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.



/s/  Tim Hall				/s/ John Chapman__

Tim Hall, Optionee			   John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 17th  day of
November 2004 by Diversified Financial Resources Corp. (the "Company") to
Ramiro Trevizo, a consultant of the Company ("Optionee") and an Arizona
resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirteen
Million Six Hundred Thousand (13,600,000), shares of the Company's common
stock with an option price of 75% of market price per share on the date of
exercise under the existing benefit plan at time of grant, which shares have
been issued pursuant to a Form S-8 under the Securities Act of 1933 as
amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described  Thirteen Million Six Hundred Thousand (13,600,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Ramiro Trevizo			/s/ John Chapman__

Ramiro Trevizo, Optionee		  John Chapman,
President



STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 17th day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to A. Franklin Adams,
a consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirteen
Million Six Hundred Thousand (13,600,000), shares of the Company's common
stock with an option price of 75% of market price per share on the date of
exercise under the existing benefit plan at time of grant, which shares have
been issued pursuant to a Form S-8 under the Securities Act of 1933 as
amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Thirteen Million Six Hundred Thousand (13,600,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Frank Adams				/s/ John Chapman__

A. Franklin Adams, Optionee	             John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 17th day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Rebecca Miller, a
consultant of the Company ("Optionee") and an Arizona resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirteen
Million Six Hundred Thousand (13,600,000), shares of the Company's common
stock with an option price of 75% of market price per share on the date of
exercise under the existing benefit plan at time of grant, which shares have
been issued pursuant to a Form S-8 under the Securities Act of 1933 as
amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Thirteen Million Six Hundred Thousand (13,600,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/  Rebecca Miller			/s/ John Chapman__

Rebecca Miller, Optionee		 John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 17th day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Edward Wells, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirteen
Million Six Hundred Ninety Five Thousand (13,695,000), shares of the
Company's common stock with an option price of 75% of market price per share
on the date of exercise under the existing benefit plan at time of grant,
which shares have been issued pursuant to a Form S-8 under the Securities
Act of 1933 as amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.



C.	These Options are being granted pursuant to the
Stock Option Plan, which is incorporated herein by this reference.



D.	Optionee may not exercise a number of
Options which would convert into more than 9.9% of the Company's issued and
outstanding shares of common stock inclusive of other derivative securities
held in the Company and any shares of common stock held in the Company.

GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Thirteen Million Six Hundred Ninety Five Thousand
(13,695,000) shares of Common Stock, on the terms and conditions set forth
herein and subject to the provisions of the Stock Option Plan in exchange
for services provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Edward Wells			/s/ John Chapman__

Edward Wells, Optionee		 John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 17th day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Ernest Burch, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirty
Four Million  (34,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Thirty Four Million  (34,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.





4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.





5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The
number of shares of Common Stock subject to this Option shall be adjusted to
take into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/  Ernie Burch			/s/ John Chapman__

Ernest Burch, Optionee	             John Chapman,
President



STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 17th day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to George B. Phillips,
a consultant of the Company ("Optionee") and a Texas resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirteen
Million Six Hundred Thousand (13,600,000), shares of the Company's common
stock with an option price of 75% of market price per share on the date of
exercise under the existing benefit plan at time of grant, which shares have
been issued pursuant to a Form S-8 under the Securities Act of 1933 as
amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Thirteen Million Six Hundred Thousand (13,600,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				       Diversified Financial
Resources Corp.





/s/ George Phillips				/s/ John Chapman__

George B. Phillips, Optionee		            John
Chapman, President



STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 30th  day of
November 2004 by Diversified Financial Resources Corp. (the "Company") to
Tim Hall, a consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirty
Four Million Five Hundred Thousand (34,500,000), shares of the Company's
common stock with an option price of 75% of market price per share on the
date of exercise under the existing benefit plan at time of grant, which
shares have been issued pursuant to a Form S-8 under the Securities Act of
1933 as amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described  Thirty Four Million Five Hundred Thousand
(34,500,000) shares of Common Stock, on the terms and conditions set forth
herein and subject to the provisions of the Stock Option Plan in exchange
for services provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE					Diversified Financial
Resources Corp.





/s/  Tim Hall					/s/ John Chapman__

Tim Hall, Optionee			             John Chapman,
President







STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 30th day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Rebecca Miller, a
consultant of the Company ("Optionee") and an Arizona resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirty
Four Million (34,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Thirty Four Million (34,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/  Rebecca Miller			/s/ John Chapman__

Rebecca Miller, Optionee		John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 30th day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Ernest Burch, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirty
Four Million  (34,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Thirty Four Million  (34,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/  Ernie Burch			/s/ John Chapman__

Ernest Burch, Optionee	             John Chapman,
President









STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 30th day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to George B. Phillips,
a consultant of the Company ("Optionee") and a Texas resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirty
Four Million (34,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Thirty Four Million (34,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ George Phillips			/s/ John Chapman__

George B. Phillips, Optionee	             John
Chapman, President







STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 30th day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Edward Wells, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirty
Four Million Thousand (34,000,000), shares of the Company's common stock
with an option price of 75% of market price per share on the date of
exercise under the existing benefit plan at time of grant, which shares have
been issued pursuant to a Form S-8 under the Securities Act of 1933 as
amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Thirty Four Million (34,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.





4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Edward Wells			/s/ John Chapman__

Edward Wells, Optionee	            John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 30th day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Sandra Jorgensen, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirty
four Million (34,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Thirty Four Million (34,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Sandra Jorgensen			/s/ John Chapman__

Sandra Jorgensen, Optionee	            John Chapman,
President



STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 30th day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to Ramiro Trevizo, a
consultant of the Company ("Optionee") and an Arizona resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirty
Four Million (34,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Thirty Four Million (34,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Ramiro Trevizo			/s/ John Chapman__

Ramiro Trevizo, Optionee		   John Chapman,
President







STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 30th day of November 2004 by
Diversified Financial Resources Corp. (the "Company") to A. Franklin Adams,
a consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Thirty
Four Million  (34,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Thirty Four Million  (34,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Frank Adams				/s/ John Chapman__

A. Franklin Adams,  Optionee			John Chapman,
President











STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 5th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to Sandra Jorgensen, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Fifty
Nine Million Seven Hundred Forty Thousand (59,740,000), shares of the
Company's common stock with an option price of 85% of market price per share
on the date of exercise under the existing benefit plan at time of grant,
which shares have been issued pursuant to a Form S-8 under the Securities
Act of 1933 as amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 85% of market
price per share.







Plan, which is incorporated herein by this reference.





convert into more than 9.9% of the Company's issued and
outstanding shares of common stock inclusive of other derivative securities
held in the Company and any shares of common stock held in the Company.



GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Fifty Nine Million Seven Hundred Forty (59,740,000)
shares of Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Stock Option Plan in exchange for services
provided by Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Sandra Jorgensen		/s/ John Chapman__

Sandra Jorgensen, Optionee		John Chapman,
President







STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 7th  day of December
2004 by Diversified Financial Resources Corp. (the "Company") to Tim Hall, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Fifty
Five Million (55,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described  Fifty Five Million (55,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/  Tim Hall				/s/ John Chapman__

Tim Hall, Optionee		             John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 7th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to George B. Phillips,
a consultant of the Company ("Optionee") and a Texas resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Fifty
Five Million (55,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Fifty Five Million (55,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ George Phillips				/s/ John Chapman__

George B. Phillips, Optionee		        John Chapman,
President



STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 7th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to Ernest Burch, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Fifty
Five Million  (55,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.







Plan, which is incorporated herein by this reference.





convert into more than 9.9% of the Company's issued and
outstanding shares of common stock inclusive of other derivative securities
held in the Company and any shares of common stock held in the Company.



GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Fifty Five Million  (55,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/  Ernie Burch			/s/ John Chapman__

Ernest Burch, Optionee	             John Chapman,
President







STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 7th  day of December
2004 by Diversified Financial Resources Corp. (the "Company") to Ramiro
Trevizo, a consultant of the Company ("Optionee") and an Arizona
resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Fifty
Five Million (55,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.







Plan, which is incorporated herein by this reference.





convert into more than 9.9% of the Company's issued and
outstanding shares of common stock inclusive of other derivative securities
held in the Company and any shares of common stock held in the Company.



GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described  Fifty Five Million (55,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Ramiro Trevizo			/s/ John Chapman__

Ramiro Trevizo, Optionee		 John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 7th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to Edward Wells, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Fifty
Five Million (55,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.







Plan, which is incorporated herein by this reference.





convert into more than 9.9% of the Company's issued and
outstanding shares of common stock inclusive of other derivative securities
held in the Company and any shares of common stock held in the Company.



GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Fifty Five Million (55,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Edward Wells			/s/ John Chapman__

Edward Wells, Optionee		  John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 7th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to A. Franklin Adams,
a consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Fifty
Five Million  (55,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.







Plan, which is incorporated herein by this reference.





convert into more than 9.9% of the Company's issued and
outstanding shares of common stock inclusive of other derivative securities
held in the Company and any shares of common stock held in the Company.



GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Fifty Five Million  (55,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Frank Adams			/s/ John Chapman__

A. Franklin Adams,  Optionee		    John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 7th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to Sandra Jorgensen, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Fifty
Five Million (55,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.







Plan, which is incorporated herein by this reference.





convert into more than 9.9% of the Company's issued and
outstanding shares of common stock inclusive of other derivative securities
held in the Company and any shares of common stock held in the Company.



GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Fifty Five Million (55,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Sandra Jorgensen			/s/ John Chapman__

Sandra Jorgensen, Optionee		  John Chapman,
President











STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 7th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to Rebecca Miller, a
consultant of the Company ("Optionee") and an Arizona resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Fifty
Five Million (55,000,000), shares of the Company's common stock with an
option price of 75% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 75% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described Fifty Five Million (55,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/  Rebecca Miller 				/s/ John
Chapman__

Rebecca Miller, Optionee		             John
Chapman, President







STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 12th  day of
December, 2004 by Diversified Financial Resources Corp. (the "Company") to
Tim Hall, a consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Hundred Million(100,000,000), shares of the Company's common stock with an
option price of 85% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 85% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described  One Hundred Million (100,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve or issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/  Tim Hall				/s/ John Chapman__

Tim Hall, Optionee		             John Chapman,
President



STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 12th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to Rebecca Miller, a
consultant of the Company ("Optionee") and an Arizona resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Hundred Million(100,000,000), shares of the Company's common stock with an
option price of 85% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 85% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Hundred Million(100,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/  Rebecca Miller			/s/ John Chapman__

Rebecca Miller, Optionee		 John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 12th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to Sandra Jorgensen, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Hundred Million(100,000,000), shares of the Company's common stock with an
option price of 85% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 85% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Hundred Million(100,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Sandra Jorgensen				/s/ John
Chapman__

Sandra Jorgensen, Optionee		             John
Chapman, President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 12th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to Ernest Burch, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Hundred Million (100,000,000), shares of the Company's common stock with an
option price of 85% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 85% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Hundred Million (100,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.



/s/  Ernie Burch				/s/ John Chapman__

Ernest Burch, Optionee		            John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 12th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to Edward Wells, a
consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Hundred Million(100,000,000), shares of the Company's common stock with an
option price of 85% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 85% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Hundred Million(100,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Edward Wells				/s/ John Chapman__

Edward Wells, Optionee		             John Chapman,
President





STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 12th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to George B. Phillips,
a consultant of the Company ("Optionee") and a Texas resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Hundred Million(100,000,000), shares of the Company's common stock with an
option price of 85% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 85% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Hundred Million(100,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ George Phillips				/s/ John Chapman__

George B. Phillips, Optionee		             John
Chapman, President











STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 12th  day of
December 2004 by Diversified Financial Resources Corp. (the "Company") to
Ramiro Trevizo, a consultant of the Company ("Optionee") and an Arizona
resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of One
Hundred Million(100,000,000), shares of the Company's common stock with an
option price of 85% of market price per share on the date of exercise under
the existing benefit plan at time of grant, which shares have been issued
pursuant to a Form S-8 under the Securities Act of 1933 as amended ("Form
S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 85% of market
price per share.













GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described  One Hundred Million(100,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.



6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE				Diversified Financial Resources
Corp.





/s/ Ramiro Trevizo				/s/ John Chapman__

Ramiro Trevizo, Optionee		  John Chapman,
President



STOCK OPTION



This Stock Option Agreement ("Stock
Option Agreement") is granted effective this 13th day of December 2004 by
Diversified Financial Resources Corp. (the "Company") to A. Franklin Adams,
a consultant of the Company ("Optionee") and a Utah resident.



PREMISES



A.	The Company has received valuable services from
Optionee in the past and desires to compensate Optionee for these services
by issuing Optionee an option (the "Option") to purchase a total of Seventy
Five Million  Four Hundred Fifty Thousand (100,000,000), shares of the
Company's common stock with an option price of 85% of market price per share
on the date of exercise under the existing benefit plan at time of grant,
which shares have been issued pursuant to a Form S-8 under the Securities
Act of 1933 as amended ("Form S-8").



B.	The exercise price of the Common Stock issuable on
exercise of the options at the date of this grant shall be 85% of market
price per share.



C.	These Options are being granted pursuant to the
Stock Option Plan, which is incorporated herein by this reference.



1. Optionee may not exercise a number of Options which
would convert into more than 9.9% of the Company's issued and outstanding
shares of common stock inclusive of other derivative securities held in the
Company and any shares of common stock held in the Company.

GRANT



1.	Grant of Options.  The Company hereby
irrevocably grants Optionee the right and option ("Option") to purchase all
of the above described One Hundred Million(100,000,000) shares of Common
Stock, on the terms and conditions set forth herein and subject to the
provisions of the Stock Option Plan in exchange for services provided by
Employee to the Company.



2.	Term of Option.  This Option may be
exercised, in whole or in part, at any time but before one (1) Year has
elapsed from the date of this Option.  All rights to exercise this option
end with the termination of employment with the Company, for any reason and
by any party.



3.	Method of Exercising.  This Option may be
exercised in accordance with all the terms and conditions set forth in this
Option and the Stock Option Plan, by delivery of a notice of exercise a form
of which is attached hereto as Exhibit "A" and incorporated herein by this
reference, setting forth the number of Options along with a signed letter of
instruction to the stock broker Optionee will employ in selling the shares
indicating that the specified exercise price shall be paid within 10 days of
the sale or as otherwise specified at the time of exercise optionee may
exercise.



4.	Optionee Not an Affiliate.  Optionee hereby
represents, warrants and covenants that he is not an affiliate of the
Company as that term is defined in Rule 144(a)(1) under the Securities Act
of 1933.



5.	Availability of Shares.  During the term of
this Option, the Company shall reserve for issuance the number of shares of
Common Stock required to satisfy this Option.

6.	Adjustments to Number of Shares.  The number
of shares of Common Stock subject to this Option shall be adjusted to take
into account any stock splits, stock dividends, recapitalization of the
Common Stock as provided in the Stock Option Plan.



7.	Limitation on Exercise.  If the board of
directors of the Company, in its sole discretion, shall determine that it is
necessary or desirable to list, register, or qualify the Common Stock under
any state or federal law, this Option may not be exercised, in whole or
part, until such listing, registration, or qualification shall have been
obtained free of any conditions not acceptable to the board of
directors.



8.	Restrictions on Transfer.  The Option has
not been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any state securities statutes. The shares of Common
Stock issuable on exercise of the Option will be qualified for registration
under a Form S-8 Registration Statement filed with the Securities and
Exchange Commission.



9.	Record Owner.  The Company may deem the
Optionee as the absolute owner of this Option for all purposes.  This Option
is exercisable only by the Optionee, or by the Optionee's duly designated
appointed representative.  This Option is not assignable.



10.	Shareholder's Rights.  The Optionee shall
have shareholder rights with respect to the Option shares only when Optionee
has exercised this Option to purchase those shares and provided the Company
with the letter of instruction specified in Section 4 of this Option.



11.	Validity and Construction.  The validity
and construction of this Agreement shall be governed by the laws of the
State of Delaware.



IN WITNESS WHEREOF, the below signatures evidence
the execution of this Option by the parties on the date first appearing
herein.



OPTIONEE					Diversified Financial
Resources Corp.





/s/ Frank Adams				/s/ John Chapman__

A. Franklin Adams, Optionee			 John Chapman,
President