Ms.  Sally A.  Fonner,  President
The  Enchanted  Village,  Inc.
1407 N.  Fort Harrison, Suite F
Clearwater, Florida

Dear Ms. Fonner

         This  letter is a  purchase  and sale  agreement  between  the  Keating
Reverse Merger Fund, LLC, a Colorado limited liability company (the "Purchaser")
and The Enchanted Village, Inc., a Delaware corporation (the "Company"). Subject
to the conditions  set forth herein,  the Purchaser  agrees to purchase  500,000
shares of  company's  common  stock at a price of $0.10 per share.  The purchase
price shall be paid in full on or before  November 24, 2003. Upon request of the
Company,  the  purchase  price  may be  paid in one or  more  installments.  For
purposes of this agreement, any payments that the Purchaser makes to Continental
Stock  Transfer & Trust  Company or other  vendors who are or may be involved in
the  delivery of  replacement  stock  certificates  to the  stockholders  of the
Company shall be treated as partial payments of the purchase price which entitle
the Purchaser to immediate delivery of 10 shares of common stock for each dollar
so paid.

1.       Purchaser's Representations.

         In connection with the  subscription  evidenced  hereby,  the Purchaser
represents and warrants to the Company that it:

         (a)      has full power and  authority  to buy the common  stock on the
                  terms set forth herein.  This Agreement has been duly executed
                  and  delivered  by  the  Purchaser   and,   assuming  the  due
                  authorization,  execution and delivery  hereof by the Company,
                  constitutes  the legal,  valid and binding  obligation  of the
                  Purchaser enforceable in accordance with its terms;

         (b)      is acquiring the common stock solely for its own account,  for
                  investment,   and   not   with  a  view   to  any   subsequent
                  "distribution"  thereof  within  the  meaning  of that term as
                  defined in the Securities Act;

         (c)      has been given the  opportunity to review all of the files and
                  business  records of the  Company  including  the  articles of
                  incorporation,  by-laws,  documents  defining  the  rights  of
                  security holders, material contracts, and financial statements
                  and to ask questions of and receive answers from the officers,
                  directors,  attorneys  and  accountants  of the  Company  with
                  respect to the Common  Stock,  the business of the Company and
                  any other  matters  which he considered to be material and all
                  such questions have been answered to its full satisfaction;

         (d)      is purchasing  the Common Stock  without  being  furnished any
                  offering  literature or prospectus  and has not been presented
                  with or solicited by any leaflet,  public promotional meeting,
                  circular,  newspaper or magazine article,  radio or television
                  advertisement, or any other form of general advertising;

         (e)      has been  advised  that the Common  Stock  issuable  under the
                  terms of this letter  agreement has not been registered  under
                  the Act;

         (f)      is either an "Accredited  Investor" as that term is defined in
                  Securities and Exchange  Commission  Regulation D, promulgated
                  under  the   Securities   Act  of  1933,  as  amended,   or  a
                  non-accredited  investor who has  demonstrated  his  financial
                  sophistication  and  suitability  to the  satisfaction  of the
                  Company,  has  sufficient  financial  and other  resources  to

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                  provide for his  anticipated  financial  needs and has no need
                  for  liquidity  with respect to his  investment  in the Common
                  Stock;

         (g)      has  total  investments  in  illiquid   investments  that  are
                  reasonable  in  relation  to his net worth and can  afford the
                  total loss of his investment in the Common Stock;

         (h)      understands    that    pending   the    completion    of   the
                  reclassification  and reverse split described in the Company's
                  Schedule 14C  Information  statement  dated February 10, 2003,
                  such  shares  will  be  held in  uncertificated  form  and the
                  Company's  transfer  agent  will  act as the  duly  authorized
                  registrar with respect to such shares.

         (i)      understands   that  the  Company  will  issue  stop   transfer
                  instructions  to his transfer agent with respect to the Common
                  Stock and intends to place the following  restrictive  legend,
                  or a legend similar thereto, on each certificate  representing
                  such securities:

                     "THE SECURITIES  REPRESENTED BY THIS  CERTIFICATE HAVE BEEN
                     ACQUIRED  PURSUANT  TO A  TRANSACTION  EFFECTED IN RELIANCE
                     UPON  SECTION  4(2)  OF  THE  SECURITIES  ACT OF  1933,  AS
                     AMENDED,  (THE  "ACT")  AND HAVE NOT BEEN THE  SUBJECT OF A
                     REGISTRATION   STATEMENT   UNDER   THE  ACT  OR  ANY  STATE
                     SECURITIES  ACT.  THESE  SECURITIES  MAY  NOT  BE  SOLD  OR
                     OTHERWISE  TRANSFERRED IN THE ABSENCE OF SUCH  REGISTRATION
                     OR  APPLICABLE  EXEMPTION  THEREFROM  UNDER  THE ACT OR ANY
                     APPLICABLE STATE SECURITIES ACT."

         (j)      will not assign,  sell,  transfer,  convey or hypothecate  any
                  interest  in the  Common  Stock to any  person,  unless in the
                  opinion of counsel reasonably  satisfactory to the Company the
                  proposed transfer may be lawfully effected pursuant to Section
                  4(1)  of  the  Act  or  under  the  applicable  provisions  of
                  Securities and Exchange Commission Rule 144;

2.       Representations of the Company

         In connection with this  agreement,  the Purchaser has been informed of
the following  express  representations  and warranties of the Company:

         (a)      The Company is a corporation duly organized, validly existing,
                  and in good  standing  under the,  laws of Delaware  with full
                  corporate  power  and  authority  to own  its  properties  and
                  conduct its  business,  and is duly  qualified  to conduct the
                  business in which it is engaged in all jurisdictions where the
                  conduct of its business requires  qualification,  except those
                  jurisdictions where the failure to be qualified would not have
                  a  material  adverse  effect  on  the  business  or  financial
                  condition of the Company;

         (b)      All  documents  that  have  been  previously  provided  to the
                  Purchaser  are  true,  correct  and  complete  copies  of  the
                  original documents.

         (c)      The  issuance  and sale of the Common  Stock has been duly and
                  validly  authorized  by all required  corporate  action of the
                  Company and will not result in a breach or violation of any of
                  the terms or provisions of, or constitute a default under, (i)
                  any indenture,  mortgage, deed of trust, loan agreement, bond,
                  debenture,  note agreement, or other evidence of indebtedness,
                  lease, contract, or other agreement or instrument to which the
                  Company is a party or by which the  property of the Company is
                  bound,  (ii) the Company's  certificate  of  incorporation  or
                  bylaws, or (iii) any statute or any order, rule, or regulation
                  of  any  court  or   governmental   agency   or  body   having
                  jurisdiction over the Company or its properties;

         (d)      Upon  delivery  to the  Purchaser,  the  Common  Stock will be
                  validly  issued,  fully  paid,  nonassessable,   and  free  of
                  preemptive rights;

         (e)      There  are  no  material  legal  or  governmental  proceedings
                  pending or  threatened  to which the  Company is a party or of
                  which the  business  or property of the Company is the subject
                  that are not disclosed in materials previously provided to the
                  undersigned;

3.  Arbitration of Disputes.  In the event a dispute  between the parties hereto
arises out of, in  connection  with, or with respect to this  Agreement,  or any

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breach  thereof,  such  dispute  shall,  on the  written  request  of one  party
delivered  to the other  party,  be  submitted  to and  settled  by  arbitration
conducted  in  Denver,  Colorado  before a single  arbitrator  appointed  by the
American Arbitration  Association in accordance with the commercial  arbitration
rules of the American Arbitration  Association then in effect. The award of such
arbitrator shall be final and may be entered by any party hereto in any court of
competent  jurisdiction.  The  party  against  whom  the  arbitrator's  award is
rendered  shall pay all costs  and  expenses  of such  arbitration,  unless  the
arbitrator shall  specifically  allocate costs in a different manner because the
award is not entirely in favor of either party.

4. Notices.  All notices or other  communications which are, or may be, required
or  permitted  to be given or made  hereunder  shall be in writing  and shall be
delivered or mailed by registered or certified mail,  return receipt  requested,
postage prepaid, to the parties at their respective addresses set forth below.

5.  Governing  Law.  The offer and other  transactions  contemplated  under this
agreement  shall be construed in accordance with and governed by the laws of the
State of Delaware.

         IN  WITNESS  WHEREOF,  the  parties  have  executed  this  Subscription
Agreement on the date first written above.

KEATING REVERSE MERGER FUND, LLC
5251 DTC Parkway, Suite 1090,
Greenwood Village CO  80110-2739



By:
      -------------------------------------------


THE ENCHANTED VILLAGE, INC.
1407 North Fort Harrison
Clearwater, Florida 33755



By:
      -------------------------------------------
           Sally A. Fonner, President


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