EXHIBIT 10.2


                                AIA DOCUMENT A105

   STANDARD FORM OF AGREEMENT BETWEEN OWNER AND CONTRACTOR FOR A SMALL PROJECT

                 WHERE THE BASIS OF PAYMENT IS A STIPULATED SUM

                           1993 SMALL PROJECTS EDITION

  Because this document has important legal consequences, we encourage you to
 consult with an attorney before signing it. Some states mandate u cancellation
   period or require other specific- disclosures, including warnings for hone
 improvement contract, when document such as this will he used .for Work on the
Owner's :s personal residence. Your attorney should insert all language required
 by slate or local law to he included in ibis Agreement. Such statements may he
entered in the space provided below or if required by law, above the signatures
                                of the parties.

This  AGREEMENT  is  made:
(Date)

          June  1,  2004

BETWEEN  the  Owner:

          Quadk,  LLC
          8012  Rocking  Horse  Lane  Fair  Oaks  Ranch,  TX  78015

and  the  Contractor:

          College Oak Investments, Inc. 16161 College Oak, S. 101 San Antonio,
          TX 78249

for  the  following  Project:

          Office Building for: Stephen J. Kramer  Architecture & Design, Inc.

The  Architect  is:

          Stephen  J.  Kramer  Architecture  &  Design,  Inc.

The  Owner  and  Contractor  agree  as  follows.


<PAGE>


                                    ARTICLE 1
                             THE CONTRACT DOCUMENTS

The  Contractor  shall complete the Work described in the Contract Documents for
the  project.  The  Contract  Documents  consist  of:

..1     this  Agreement  signed  by  the  Owner  and  Contractor;

..2     AIA Document A205, General Conditions of the Contract for Construction of
       a  Small  Project,  current  edition;

..3     the  Drawings  and  Specifications  prepared  by the Architect, dated and
enumerated  as  follows:

Drawings:

          See  attached  sheet  index


Specifications:

          Contained  in  Drawings


..4     addenda  prepared  by  the  Architect  as  follows:

          N/A


..5     written  change  orders  or  orders  for minor changes in the Work issued
       after  execution  of  this  Agreement;  and

..6     other  documents,  if  any,  identified  as  follows:

          Subsurface exploration and foundation analysis  provided  by  Intec.


<PAGE>


                                    ARTICLE 2
              DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION DATE

The  date  of  commencement shall be the date of this Agreement unless otherwise
indicated  below. The Contractor shall substantially complete the Work not later
than
     December  15,  2004,
subject  to  adjustment  by  Change  Order.
(insert  the  date  or  number  of calendar days after the date of commencement)

                                    ARTICLE 3
                                  CONTRACT SUM

3.1     Subject  to  additions  and deductions by Change Order, the Contract Sum
        is:

              $329,067.28 (Three hundred twenty nine thousand sixty seven
              dollars and .28/100)

3.2     For  purposes of payment, the Contract Sum includes the following values
        related  to  portions  of  the  Work:


               PORTION  OF  WORK                    VALUE

               SEE  ATTACHED  PROPOSAL  AND  PRICING  BREAKDOWN


3.3     The  Contract  Sum  shall  include all items and services necessary
        for the proper  execution  and  completion  of  the  Work.


<PAGE>


                                    ARTICLE 4
                                     PAYMENT

4.1     Based  on  Contractor's  Applications  for  Payment  certified  by  the
        Architect,  the  Owner  shall  pay  the  Contractor  as  follows:
        (Here insert payment procedures and  provisions  for retainage if any.)

          The  period  covered  by  each  application  for  payment shall be one
          calendar  month. Provided that the application is received by the 25th
          of  the  month  the  architect  shall  act on the application within 5
          working days and the owner shall make payment within 5 working days of
          receipt  of  the  approved application. The application shall be based
          upon  the  Proposal  (Schedule  of  Values) referred to in Article 3.2
          herein  and shall reflect the percentage of work completed at the time
          of  the  application.  Monthly payment shall consist of the portion of
          the  Contract Sum properly allocated to completed work, less retainage
          of  10%.

4.2     Payments  due  and  unpaid  under  the  Contract  Documents  shall  bear
        interest  from  the  date  payment  is  due at the rate of ,  or in  the
        absence  thereof,  at  the  legal  rate prevailing at the place  of  the
        Project.
        (Usury  laws  and requirements under the Federal Truth in  Lending  Act,
        similar  state and local consumer credit laws and other  regulations  at
        the  Owners and Contractor's principal places of business  the  location
        of  the  Project  and  elsewhere  may  affect  the  validity   of   this
        provision.)


                                    ARTICLE 5
                                    INSURANCE

5.1     The  Contractor shall provide Contractor's Liability and other Insurance
        as  follows:
        (Insert  specific  insurance  required  by  the  Owner.)

              General  Liability
              Umbrella  Liability
              Owner  named  as  additional  insured

5.2     The  Owner  shall  provide  Owner's  Liability and Owner's Property
        insurance  as  follows:
        (Insert  specific  insurance  furnished  by  the  owner.)

              General  Liability
              Builder's  Risk
              Replacement  Cost  of  Building  (not  to  exceed  $350,000)

5.3     The Contractor shall obtain an endorsement to its general liability
        insurance policy to cover the  Contractor's  obligations under Paragraph
        3.12  of  AIA  Document  A205, General  Conditions  of the  Contract for
        Construction of  Small  Project.

5.4     Certificates  of  insurance  shall be  provided  by  each  party showing
        their  respective  coverage's   prior  to  commencement   of  the  Work.


<PAGE>


                                    ARTICLE 6
                           OTHER TERMS AND CONDITIONS
(insert  any  other  terms  or  conditions  below.)

N/A


This  Agreement  entered  into  as  (of  the  day  and year first written above.
(If  required  by  law  insert cancellation period, disclosures or other warning
statements  above  the  signatures.)

OWNER


/s/ Stephen J. Kramer
------------------------------------
Quadk,  LLC  by  Stephen  J.  Kramer
------------------------------------
(Printed  name,  title  and  address)

8012  Rocking  Horse  Lane
--------------------------

Fair  Oaks  Ranch,  TX  78015
-----------------------------



CONTRACTOR

/s/ Carey Birmingham, President
------------------------------------


College  Oak  Investments,  Inc.
--------------------------------
(Printed  name,  title  and  address)

16161  College  Oak,  S.  101
-----------------------------

San  Antonio,  TX  78249
------------------------

LICENSE  NO.

JURISDICTION  Bexar  County,  TX
              ------------------









CAUTION: You should sign an original AIA document which has this caution printed
in  red. An original assures that changes will not be obscured as may occur when
documents  are  reproduced.  See  Instruction  Sheet  for  Limited  License  for
Reproduction  of  this  document.


<PAGE>


{LOGO}
COLLEGE  OAK  INVESTMENTS,  INC.
16161  COLLEGE  OAK
SUITE  101
SAN  ANTONIO,  TX  78249
210-408-6019  EXT.  1
FAX:  210-408-1856

<TABLE>
<CAPTION>


PROPOSAL

DATE:  MAY  15.04


KRAMER ARCHITECTS                   S.F. 3038.00
-----------------                   ------------

DESCRIPTION                      COST      COST/SF
-----------                      ----      -------
<S>                          <C>           <C>

GENERAL CONDITIONS              29,900.00     9.84
EQUIPMENT                        3,400.00     1.12
FINAL CLEANING                     759.50     0.25
DEMOLITION                           0.00     0.00
SITE FINISH WORK                 7,850.00     2.58
CONCRETE                        25,549.60     8.41
MASONRY                         26,660.00     8.78
STRUCTURAL                      44,768.00    14.74
CABINETS & MILLWORK             21,500.00     7.08
ROOFING                         25,505.00     7.41
DOORS & HARDWARE                 8,912.00     2.93
GLASS                           13,550.00     4.46
DRYWALL                          8,470.00     2.79
CEILINGS                             0.00     0.00
FLOORING                        10,032.00     3.30
SPECIALTIES                      9,305.75     3.06
PAINT & WALL COVERING           10,080.00     3.32
HVAC                            18,620.00     6.13
FIRE ALARM                           0.00     0.00
FIRE SPRINKLERS                      0.00     0.00
PLUMBING                        17,700.00     5.83
ELECTRICAL                      21,963.00     7.23
SUBTOTAL                       301,514.85    99.25
CONTRACTOR'S OVERHEAD & FEE     15,076.24     4.96
SALES TAX                       12,466.17     4.10
---------------------------  ------------  -------

TOTAL                          329,067.26   108.32
</TABLE>


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  SHEET INDEX

L1.0     LANDSCAPE  PLANTING  PLAN           TAS1.0  ACCESSIBILITY  STANDARDS
L1.1     LANDSCAPE  PLANTING  DETAILS        TAS1.1  ACCESSIBILITY  STANDARDS
1,.2.    LANDSCAPE  IRRIGATION  PLAN
L2.1     LANDSCAPE  IRRIGATION  DETAILS
                                             M1.0  MECHANICAL  FLOOR  PLANS
C1.0     DIMENSION  SITE  PLAN                     MECHANICAL  NOTES
         SITE  UTILITY  PLAN                 M2.0  MECHANICAL  SECTIONS,
         SITE  DETAILS                             SCHEDULES  8  DETAILS
C1.1     SITE  GRADING/DRAINAGE  PLAN        P1.0  PLUMBING  FLOOR  PLAN
         SITE  DETAILS                             RISER  8  DETAILS
                                             P2.0  PLUMBING  ENLARGED  PLAN
S1       STRUCTURAL  NOTES,  SECTION               NOTES  &  DETAILS
         AND  DETAILS                        E1.0  ELECTRICAL  FLOOR  PLAN
                                                   ELECTRICAL  NOTES
                                             E1.1  REFLECTED  CEILING  PLAN
                                                   LIGHTING  PLAN
A1.0  ROOF  PLAN  /  DETAILS
A2.0  FLOOR  PLANS  /  SCHEDULES
A4.0  WALL  SECTIONS  /  DETAILS  A5.0  CABINET  DETAILS
A5.1  INTERIOR  /  CABINET  ELEVS.
AS1.0  ARCHITECTURAL  SPECS.
AS1.1  ARCHITECTURAL  SPECS.
AS1.2  ARCHITECTURAL  SPECS.


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