Exhibit 10.5.3.2

                 AMENDMENT/ADDENDUM TO ASSET PURCHASE AGREEMENT

         This Amendment to the Asset Purchase Agreement dated June 15, 2000 is
entered into between ROHL, Inc., d/b/a All Seasons Travel, ("Seller") and
Preferred Travel & Tours, Inc., ("Buyer").

         This Amendment changes, modifies and amends the terms and conditions
specifically addressed in this and it becomes a part of the Asset Purchase
Agreement. Ali other terms and conditions of the Asset Purchase Agreement shall
remain in full force and effect. Inconsistencies between this Amendment and the
Asset Purchase Agreement shall be resolved in favor of this Amendment. The terms
and conditions included in. this Amendment are material.

         In consideration of the promises, mutual covenants, and agreements
contained in this Amendment, Buyer and Seller agree as follows:

         1.       Paragraph 2 (b) shall be deleted, and replaced with the
                  following language:

                  $47,500.00 in eTravel Common Stock, based upon a price per
                  share equal to the average of the closing bid and asked prices
                  for such stock as of the close of business on Friday,
                  September 15, 2000.

         2.       Paragraph 3 shall be deleted, and replaced with the following
                  language:

                  Principals, Harriette Lipshultz and Roslyn O'Hearn, will
                  continue their present duties at the business for a period of
                  30 days at the fate of $450.00 per week, each, and thereafter
                  for an additional period of 30 days at no charge, in order to
                  acquaint Buyer with all aspects of the Business. If either or
                  both of the Principals are to be employed by Buyer beyond the
                  60 day transition period, the terms of such employment shall
                  be so forth in a separate agreement.

         3.       Buyer has previously tendered a deposit of $5,000.00, which
                  deposit is currently being held by Promulgated and Title
                  Corporation. Buyer agrees to tender an additional deposit of
                  $10,000.00, forthwith, to be held by Hume & Johnson P.A.

         4.       The closing of this transaction will take place on or before
                  Friday, October 6, 2000. If Buyer fails to perform this Asset
                  Purchase Agreement within the time specified, including
                  payment of all deposits, the deposit(s) paid by Buyer and
                  deposit(s) agreed to be paid, may be recovered and retained by
                  and for the account of Seller as agreed upon liquidated
                  damages, consideration for the execution of this Asset
                  Purchase Agreement and in full settlement of any claims;
                  whereupon, Buyer and Seller shall be relieved of all
                  obligations under this Asset Purchase Agreement.




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         5.       If Buyer fails to perform this Asset Purchase Agreement, Buyer
                  agrees to keep confidential all of the information discovered
                  during due diligence, including, but not limited to
                  information. revealed related to Seller's assets, books,
                  files, records and insurance policies.

         6.       Seller agrees to tender to Buyer at closing the sum of
                  $19,000.00 (as a credit against the agreed upon sum to be
                  tendered by Buyer in cash), representing a portion of the
                  signing bonus or Buyer assuming received from Amadeus Global
                  Travel Distribution LLC, in consideration for Buyer assuming
                  Seller's obligations under the Travel Services Agreement
                  between ROHL, Inc. and Amadeus Global Travel Distribution LLC
                  for the balance of the agreement. Buyer agrees to sign all
                  appropriate documentation confirming that Buyer will assume
                  and be bound by all of Seller's obligations under the Travel
                  Services Agreement, and further agrees to perform all
                  obligations under said Travel Services Agreement for the
                  duration of the Agreement. Buyer agrees to indemnify and hold
                  Seller harmless for any low suffered as a result of Buyer's
                  failure to perform any of its obligations under the Travel
                  Services Agreement.

         The parties have read and signed this Amendment on the dates set forth
below.

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ROHL, INC. SALE OF ASSETS TO PREFERRED TRAVEL & TOURS, INC.

                          SCHEDULE OF ASSUMED CONTRACTS

-        Commercial Lease with Continental Investments for Suite 95, Wilton
         Plaza;

-        Travel Services Agreement with Amadeus Global Travel Distribution,
         L.L.C., dated  April 20, 2000;

-        TRAMS (back office accounting and business services program)
         subscription paid through June, 2001.