EXHIBIT 10.6
                                                                    ------------

                                   AGREEMENT
                                   ---------

THIS  AGREEMENT  MADE  EFFECTIVE  AND  EXECUTED  AS  OF  JANUARY  14,  2001 (the
"Effective  Date").

BETWEEN:
                REACH  TECHNOLOGIES,  INC
                --------------------------

                Suite 103 - 1581H Hillside Ave
                Victoria,  B.C.
                V8T  2C1
                ("REACH")
AND:
                DDR  SYSTEMS,  INC.
                -------------------

                3650  West 30th  Ave
                Vancouver,  B.C.
                V6S  1W8
                ("DDR")
WHEREAS:
A.     REACH  (a  British  Columbia  Corporation)  is  in the business producing
Digital  Data  Recorders;
B.     DDR  (a  Washington Corporation) is a corporation specifically created to
market  REACH'S  Digital Data Recorders through a Licensing Agreement with REACH
dated  June  3,  1999;
C.     REACH and DDR wish to amend the Licensing Agreement dated June 3, 1999 as
it  pertains  to  minimum  purchase  requirements  (the  "Transaction");
D.     REACH  and  DDR  agree  that  this  Agreement  will  constitute a binding
agreement  upon  them in respect of the Transaction, such to be on the terms and
conditions  contained  herein;
NOW  THEREFORE  THIS  AGREEMENT WITNESSES that in consideration of the covenants
and  agreements  herein contained, the parties hereto do covenant and agree (the
"Agreement")  each  with  the  other  as  follows:
1.   REPRESENTATIONS  AND  WARRANTIES
     --------------------------------
     1.1  DDR  represents and warrants to REACH that DDR has good and sufficient
          right  and  authority  to  enter into this Agreement and carry out its
          obligations under this Agreement on the terms and conditions set forth
          herein, and this Agreement is a binding agreement upon DDR enforceable
          against  it  in  accordance  with  its  terms  and  conditions.
     1.2  REACH  represents  and  warrants  to  DDR  that  REACH  has  good  and
          sufficient  right and authority to enter into this Agreement and carry
          out  its  obligations under this Agreement on the terms and conditions
          set forth herein, and this Agreement is a binding agreement upon REACH
          enforceable  against  it  in accordance with its terms and conditions.


                                       10
<PAGE>
2.   LICENSE  AMENDMENT
     ------------------
     2.1  The parties agree that, in exchange for the payment by promissory note
          of  $5,000  by DDR to REACH and subject to the terms and conditions of
          this Agreement, REACH will not terminate the Licensing Agreement dated
          June 3, 1999 for failure to purchase $50,000 of the Reach Technologies
          Inc.  licensed  product  line  by  January  30,  2001.
     2.2  All  other  terms  in the Licensing Agreement dated June 3, 1999 shall
          remain  including  but  not  limited  to  the  commitment  to purchase
          $100,000  of  the  Reach  Technologies  Inc.  licensed product line by
          January  31,  2002,  and  a  further  $100,000 by January 31, 2003, to
          retain its license. If these minimum purchase levels are not achieved,
          REACH  shall  have  the right to terminate this agreement, immediately
          and  without  penalty.
3.   GENERAL
     -------
3.1     Time  and each of the terms and conditions of this Agreement shall be of
the  essence  of  this  Agreement.
3.2     This  Agreement  constitutes  the  entire  agreement between the parties
hereto  in  respect  of  the  matters  referred  to  herein.
3.3     The  parties hereto shall execute and deliver all such further documents
and  do  all such acts as any party may, either before or after the execution of
this  Agreement,  reasonably  require of the other in order that the full intent
and  meaning  of  this  Agreement  is  carried  out.
3.4     No  amendment  or interpretation of this Agreement shall be binding upon
the  parties  hereto  unless such amendment or interpretation is in written form
executed  by  all  of  the  parties  to  this  Agreement.
3.5     Any  notice  or  other  communication of any kind whatsoever to be given
under  this  Agreement shall be in writing and shall be delivered by hand, email
or  by  mail  to  the  parties  at:

     Reach Technologies,  nc.                        DDR  Systems,  Inc.
     Suite 103 - 1581H Hillside Ave                  3650  West  30th Ave
     Victoria,  B.C.                                 Vancouver,  B.C.
     V8T  2C1                                        Canada  V6S  1W8
     Attention:  Jeff Dilabough                      Attention:  Glenn Jones

or  to  such other addresses as may be given in writing by the parties hereto in
the  manner  provided  for  in  this  paragraph.
3.6     This  Agreement  shall  be  governed  by  the  laws  of Washington State
applicable  therein,  and  the  parties hereby attorn to the jurisdiction of the
Courts  of  Washington  State.
3.7     This  Agreement  may  be  signed  by  fax  and  in  counterpart.
IN WITNESS WHEREOF the parties have hereunto set their hands and seals effective
as  of  the  Effective  Date  first  above  written.


                                       11
<PAGE>
SIGNED,  SEALED  AND  DELIVERED  BY        SIGNED,  SEALED  AND  DELIVERED  BY
REACH  TECHNOLOGIES,  INC.                 DDR  SYSTEMS,  INC.

per:                                       per:

/S/  Mike  Frankenberger                   /S/  Glenn  Jones
---------------------------------------    -------------------------------------
Authorized  Signatory                      Authorized  Signatory

Name of Signatory: Mike Frankenberger      Name  of  Signatory:  Glenn  Jones

Title  of  Signatory:  Director            Title  of  Signatory:  Director


                 [This Space Has Been Intentionally Left Blank]


                                       12
<PAGE>
                                 PROMISSORY NOTE


                                                                January 14, 2001


     FOR  VALUE  RECEIVED,  DDR  Systems, Inc. of 3650 West 30th Ave, Vancouver,
B.C.  Canada  V6S  1W8  promises to pay to the order of Reach Technologies Inc.,
Suite  103  -  1581H  Hillside Ave Victoria, B.C. Canada V8T 1C1, or its assigns
("Holder"),  the  sum  of  five thousand dollars ($5,000.00 US) in the following
manner:

     Interest  shall  accrue  on the unpaid balance at the rate of seven percent
(7%)  per  annum  from  the  date  set  forth  above.

     Principle  and interest is due on July 14, 2001 or by earlier demand by the
Holder.  Prepayment  may  be  made  at  any  time.

          Upon  default  in  the  payment or of interest within ten (10) days of
when  payment  is  due, the whole of the principal sum then remaining unpaid and
all  interest accrued thereon shall, at the option of Holder, become immediately
due  and  payable, without demand or notice.  In the event any payment hereunder
is not made within ten (10) days of when payment is due, Reach Technologies, Inc
shall  have  the  right  to  terminate  Licensing  Agreement dated June 3, 1999,
immediately  and  without  penalty.

This  Note  shall  be  construed  in  accordance  with  the laws of the State of
Washington  and  venue  shall  lie  in  King  County,  Washington.

     This  Agreement  may  be  signed  by  fax  and  in  counterpart.

     EXECUTED  as  of  this  14th  day  of  January,  2001.



/S/  Glenn  Jones                              /S/  Mike  Frankenberger
-----------------                              ------------------------
DDR  Systems,  Inc.                            Reach  Technologies  Inc


                                       13
<PAGE>