Exhibit 4.1

                                   Law Offices
                                       of
                               MICHAEL L. CORRIGAN

                         7770 Regents Rd. Suite 113-401
TELEPHONE (858) 362-1440    San Diego, CA 92122-1967    FACSIMILE (858) 362-1441


April 27, 2004


Augrid Corporation
M.J. Shaheed
10777 Westheimer Rd., Suite 1040
Houston, TX 77042

                              Engagement Agreement

Dear Mr. Shaheed:

     The  purpose  of  this  letter is to confirm our association as special and
limited  counsel  for  Augrid  Corp.,  a  Nevada  corporation  (the "Client") in
connection  with  the securities and other legal work to be performed by Michael
L.  Corrigan  (the  "Attorney")  on an ongoing basis for a period of one year as
requested by you.  Please pardon the formality of this letter but it is intended
to  set  out  the  details  of  our  relationship  as required by the California
Business  and  Professions  Code  section  6148  and  is intended to fulfill the
requirements  of  that section.  The Attorney's services will not include, among
other  areas  of  law,  (i)  litigation  of  any  kind,  whether  in  court,  in
administrative  hearings or before government agencies or arbitration tribunals,
(ii)  any  legal  services  relating  to  the  raising of capital, including the
preparation  of  securities  registration  statements, other securities offering
documents  or  documents relating to stock promotions. I will assist in locating
appropriate  legal  counsel  and  coordinate  any  litigation or capital raising
matters,  at  your  request.  This  letter  agreement (the "Agreement") will set
forth  in  writing,  signed by the Attorney and the Client, my understanding and
agreement  regarding  the scope of my representation. All agreements relating to
fees and responsibilities are contained within the provisions of this Agreement.

     This  Agreement  will  not  take  affect,  and I will have no obligation to
provide legal services, until you return a signed copy of this Agreement and pay
the  retainer,  if  any,  called  for  in  Paragraph  3  of  this  Agreement.

     1.     Scope  and  Duties  of  the  Attorney  and  the  Client.

     You  have  requested,  and  I  have  agreed,  subject  to the terms of this
Agreement,  to  provide  legal  services  in connection with such matters as you
shall  from  time  to time specifically refer to me for legal representation.  I
shall  provide those legal services reasonably required to represent the Client,
and  shall take reasonable steps to keep the Client informed of the progress and
to  respond  to  the  inquiries of the Client.  The Client agrees to be truthful
with  me,  cooperate  with  me,  keep me informed of developments, abide by this
Agreement,  pay  the  bills  on  time,  and  keep  me advised of its address and
telephone  number.  My  engagement will be strictly limited to those matters for
which I am specifically asked to render services, and I do not undertake to, and
shall  have  no  responsibility  for,  advice  with  respect to matters I am not
specifically  asked  to  address.  Nothing  in this Agreement and nothing in the
Attorney's  statements  to  Client  will  be construed as a promise or guarantee
about  the outcome of Client's matter, including registration of the securities.
The Attorney makes no such promises or guarantees. The Attorney's comments about
the  outcome  of  Client's  matter  are  expressions  of  opinion(s)  only.

     2.     Fees and Costs.


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     (a)     As  compensation  for  the services to be performed by the Attorney
pursuant  to  this  Agreement,  the Client agrees to pay fees to the Attorney as
provided  in Exhibit A to this Agreement. The Client and the Attorney will agree
on  the  scope  and  cost  of  the  services  as  they  are  requested.

     (b)     The  Client  agrees  to  pay  the Attorney, in accordance with this
subparagraph  2(b)  and  in addition to the fees designated in subparagraph 2(a)
herein,  all  costs  and  expenses  incurred  in  performing  legal  services in
connection  with the representation described in this Agreement.  Such costs and
expenses  may  include,  without  limitation,  long  distance  telephone  calls,
messenger  and  other  deliveries,  postage,  charges  for computer research and
outside  assisted  legal  research, expenses such as parking, airfare, meals and
hotel  accommodations  which  shall  be  in  addition  to  the  hourly rates for
photocopying  and  other  reproduction  charges,  clerical  staff overtime, word
processing  charges, charges for computer time, and other similar items.  Except
as  may  be listed on Exhibit A, all such items will be charged to the Client at
the Attorney's cost.  The charges for any items listed on the attached Exhibit A
are  subject  to  periodic  change upon reasonable notice by the Attorney to the
Client.  The  Client  agrees  to pay in advance all costs incurred in connection
with  the  representation described herein, however, as a courtesy, the Attorney
from  time to time will advance some of these minor costs and the Client will be
billed  for  such advances.  The Attorney will attempt to obtain an estimate for
any  major  expenses prior to incurring such an expense so that the Attorney may
clear  such  major  expense  with  the  Client.

     3.     Retainer.

     The  Client  hereby  agrees to deliver, upon execution of this Agreement, a
retainer  in  the  amount provided in Exhibit A to this Agreement. The shares of
common  stock delivered as retainer shall be deposited in the Attorney's account
and  shall  remain  in the account for so long as this Agreement shall remain in
effect.  Upon  termination  of  this  Agreement,  as set forth below, the shares
representing  the  retainer  shall be returned to Client or, if mutually agreed,
applied  against  any  outstanding fees, costs or expenses. This Agreement shall
not  become  effective  until  the  Attorney  has  received  such  retainer.

     4.     Billings.

     The Attorney will send the Client an invoice for fees and costs incurred on
a  quarterly  basis.  Invoices  shall  be  payable upon receipt.  The Attorney's
invoice  shall  clearly state the basis for a charge, including the amount, rate
and  basis  for calculation (or other method of determination) of the Attorney's
costs  and expenses.  The Attorney's invoices shall clearly show the application
of  any  retainer amounts to the payment for the fees and costs incurred, as Ill
as  the  remaining  amount  of  any  retainer  deposited  with  the  Attorney.

     5.     Termination of Services.

     The  Client  shall  have  the right at any time to terminate the Attorney's
service  upon written notice to the Attorney, and the Attorney shall immediately
after  receiving  such  notice  cease  to  render  additional  services.  Such
determination  shall  not,  however, relieve Client of the obligation to pay the
fees  due  for  services  rendered  and costs incurred prior to such termination
subject to Exhibit A hereto.  If the Client fails to meet any of its obligations
under  this  Agreement,  the  Attorney  shall  have  the right to terminate this
Agreement, and the Client shall take all steps necessary to free the Attorney of
any  obligation to perform further, including, without limitation, the execution
of  any  documents necessary to complete the Attorney's discharge or withdrawal.
The  right  of the Attorney hereunder is in addition to those created by statute
or  recognized  by  Rules  of  Professional  Conduct.

     In  the  event  it  becomes  necessary  for the Attorney to institute legal
action  to  recover  any amount due pursuant to the terms of this Agreement, the
prevailing party in such action will be entitled to reasonable attorney fees and
costs  incurred  in  such  action  and  enforcement  of  any  judgment.

     6.     Conflicts  of  Interest.


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     The  parties  to  this  letter  agreement  acknowledge  that  there  may be
conflicts  of  interest  in  having  the  Attorney  represent any members of the
Client.  To  the  extent  that  certain  agreements and arrangements may be made
among various members of the Client, the Attorney may have conflicts of interest
if  it  represented any such members.  Therefore, the parties hereby acknowledge
and  agree that the Attorney represents only Augrid Corp. and does not represent
any  other party, person or entity.  Furthermore, the Client hereby acknowledges
that  in connection with this engagement agreement, the Client is represented by
independent  legal  counsel  and  that  the  Company  has  had  the  benefit  of
independent  legal  advice.

     7.     Miscellaneous.

     Please  be advised that the Attorney does not maintain Errors and Omissions
insurance  or  any  other  professional  liability  insurance.

     If  you  have  any  questions  with  regard to any matter set forth in this
Agreement,  or  if  you have some different understanding of any portion of this
Agreement,  please  contact  the  undersigned  immediately so that I can discuss
those  items  and  determine  if I will be able to reach an agreement by which I
will  represent  you.

     If  the  foregoing correctly sets forth understanding and agreement, please
date,  sign and return this Agreement in the return envelope, indicating that it
meets  with  your approval.  A copy of this Agreement is enclosed for your file.
I  appreciate  the  confidence you have expressed by asking me to represent you.

Sincerely,

MICHAEL L. CORRIGAN

/s/ Michael L. Corrigan
__________________________________
Michael L. Corrigan
Attorney at Law

THE  UNDERSIGNED HAS READ THE FOREGOING LETTER, APPROVED IT, AND AGREES WITH ALL
OF  ITS  TERMS  AND  CONDITIONS.

Dated:  May 25, 2004

                                     CLIENT

                                     Augrid Corporation


                                         /s/ M.J. Shaheed
                                     By: ______________________________
                                         M.J. Shaheed, CEO


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                                    EXHIBIT A

     1.     Retainer:    None.

     2.     Fees:        In  consideration  of the Attorney providing the Client
                         with  professional services subsequent to the execution
                         of  this  Agreement,  within  5  days  following  the
                         execution of this Agreement, Client agrees to register,
                         via a Securities Act of 1933 S-8 Registration Statement
                         ("S-8"), twenty five million (25,000,000) shares of the
                         Client's  common  stock.

                         Pay  to  the  Attorney  a  total of twenty five million
                         (25,000,000)  non-restricted, freely tradable shares of
                         the Client's common stock, due within 10 days following
                         the  execution  of  this  Agreement.


     3.     Costs and Expenses Charged to Client above the Attorney's Cost:

            Photocopying             $0.20 per copy

            Facsimile (Outgoing)     $0.55 per page

            Other                    at Attorney's Cost


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