November 1, 2003


Mr. Frank J. Drohan
Alfa International Corp.
The Empire State Building
350 Fifth Avenue
Suite 1103
New York, NY 11308
U.S.A.


Dear Frank,

     The purpose of this letter agreement ("Agreement") is to
memorialize the relationship among Alfa International Corp., a
publicly held New Jersey, USA corporation ("Alfa"), Journey of
Light (Jersey) Ltd., a limited liability corporation organized
and existing under the laws of Jersey in the Channel Islands
[Registered Number 84848] ("JOL") and Journey of Light, Inc., a
Delaware, USA corporation (the "Company").  The parties
("Parties") to this Agreement are Alfa, JOL and the Company.

     Prior to this Agreement, Alfa and JOL executed an agreement
(the "March Agreement") as outlined in the letter agreement
between them dated March 4, 2003. This Agreement supersedes and
replaces the March Agreement.

     On April 30, 2003, JOL executed a memorandum of
understanding contract (the "Contract") with the Government of
Qatar ("Qatar"). A copy of the executed Contract is attached
hereto. Unless otherwise indicated herein, the capitalized terms
in this Agreement shall have the same meanings as in the Contract
or in the March Agreement, as the case may be.

     JOL and the Company have executed an assignment agreement
dated October 17, 2003 (the "Assignment Agreement") whereby JOL
has assigned all its rights and obligations under the Contract
to the Company. A copy of the Assignment Agreement is attached
hereto. It is the intention of the Parties (i) that the Company
execute and continue the Contract in Qatar in place of JOL, (ii)
that JOL be no longer involved in the Contract or any agreements
or business developing from the Contract, (iii) that the Company
execute and perform the Final Contract with Qatar and (iv) that
the Company replace JOL in respect to all agreements and
obligations between JOL and Alfa.

     In September 2003, Joannou & Paraskevaides (Overseas),
Ltd., a corporation organized under the laws of Guernsey in the
Channel Islands ("J&P) agreed in principal that J&P would,
subject to the terms of a definitive written agreement to be
executed by the Company and J&P, become a shareholder of the
Company and would cooperate in the design, construction and
financing of the Project.JOL, the Company and Alfa hereby
acknowledge and agree as follows:

     1.  that all final decisions regarding the design, content
and theme of the Project shall be made by Muftah Benomran,
Chairman & Chief Executive Officer of JOL, in his sole and
absolute discretion.

     2.
       (i).. that as of the date hereof, Alfa has made advances
("Advances") to JOL and the Company in excess of two hundred
fifty thousand U.S. dollars ($250,000) and that Alfa may, in its
sole discretion, make further Advances to the Company, and

       (ii)  that as of the date hereof, Muftah has made advances
of approximately $85,000 to JOL (the "Muftah Advances")

     3.

       (i)  that the Company has 50 million shares of  $0.0001
par value common stock (the "Company Common Stock") authorized
and that 15 million of such authorized shares of Company Common
Stock are issued and outstanding as of the date hereof, and

       (ii)  that prior to the date hereof and within the time
frame called for in the March Agreement, (a) Alfa gave notice to
JOL that Alfa was exercising its option to acquire 100,000 shares
of JOL's Common Stock and (b) the Parties have now agreed that
Alfa will not purchase any JOL Common Stock subject to the Option
Grant and (c) that the Option Grant is hereby cancelled, and

       (iii)  that the Parties have now agreed that Alfa will
purchase 100,000 shares of the Company Common Stock for a total
"Purchase Price" of ten (10) U.S. dollars. Alfa will pay the par
value of  $0.0001 per share in consideration of Alfa's assistance
to JOL and the Company in providing the Advances. Ten (10)
dollars of the aforementioned Advances shall be applied as
Alfa's payment in full of the Purchase Price, and

       (iv)  that the Company shall take such corporate action
as necessary to issue Alfa a certificate representing Alfa's
ownership of such 100,000 shares of Company Common Stock.

     4.  The Company's founding shareholders are Muftah, Frank,
Mohamed and Ali Al Sada  ("Ali") [collectively, the "Company
Founders") and they own shares of Company Common Stock as
follows: Muftah (7,950,000 shares); Frank (3,300,000 shares);
Mohamed (1,875,000 shares) and Ali (1,875,000 shares). In this
Agreement, the term "Company Shareholders" shall mean the
Company Founders as well as any new shareholders of the Company
other than Alfa up to the date of the Merger (as hereinafter
defined). Muftah, in his capacity as the majority shareholder of
the Company, hereby authorizes, directs and consents to the
election of Frank the Chairman, President and Chief Executive
Officer of the Company and as a director of the Company.


     (5)  Muftah and Frank who own shares of JOL's Preferred
Stock now own shares of the Company Common Stock. The Company
presently has no preferred stock authorized.

     (6)  The Company acknowledges and agrees that it shall
conduct a private placement of the Company's securities for the
purpose of raising initial operating capital (the "Initial
Capital") for the Company to use in the conduct of its business.

     (7)  The Parties acknowledge and agree (i) that the Company
shall carry on its books, as a liability due to Alfa, an amount
equal to the total amount of any Advances in excess of the ten
dollar ($10) Purchase Price, and (ii) that subsequent to the
receipt by the Company of the Initial Capital, the Company shall
promptly reimburse Alfa without interest for the full amount of
any such Advances in excess of the ten dollar ($10) Purchase
Price.

     (8)  The Parties acknowledge and agree (i) that the Company
shall carry on its books, as a liability due to Muftah, an amount
equal to the Muftah Advances, and (ii) that subsequent to the
receipt by the Company of the Initial Capital, the Company shall
promptly reimburse Muftah without interest for the full amount of
such Muftah Advances.

     (9)  The Company hereby grants Alfa an option (the "Merger
Option") whereby Alfa, in its sole discretion, shall have the
absolute right to acquire and/or merge with the Company (the
"Merger") and thereby acquire from the Company Shareholders all
the shares of Company Common Stock that it doesn't already own.
The Merger may, in Alfa's sole discretion, be structured as a
merger of the Company with Alfa or a subsidiary of Alfa. The
Company and Alfa hereby agree that in the event that Alfa
exercises the Merger Option, Alfa may, prior to consummating the
Merger - and in its sole discretion - sell, spin off, or
otherwise dispose of any operating subsidiary(s) which Alfa may
have. Alfa may give notice to the Company of its intention to
exercise the Merger Option at any time from the date hereof up
to and including the date which is ninety (90) U.S. business
days after the signing of the Final Contract by the Company and
Qatar. If Alfa gives the Company such notice, then the Company
shall allow Alfa a sufficient amount of time which is reasonable
and customary in such transactions with publicly held U.S.
companies to secure the approval of its shareholders (the "Alfa
Shareholders") and to close the Merger. If unexercised, the
Merger Option will expire on the ninety-first business day in
the United States after the signing of the Final Contract by the
Company and Qatar.

     (10)  Alfa and the Company hereby agree that in the Merger,
the Company Shareholders will exchange all of their shares of
Company Common Stock for shares of Alfa's $0.01 par value common
stock (the Alfa Common Stock") such that (i) immediately after
the Merger, the former Company Shareholders will own at least
ninety (90) percent of Alfa's then outstanding Alfa Common Stock,
and (ii) the shares of Alfa Common Stock and Alfa preferred stock
owned by the Alfa Shareholders just prior to the Acquisition will
represent no more than ten (10) percent of the Alfa Common Stock
outstanding immediately after the Acquisition.

     The Parties hereby agree that no publicity or public notice
with respect to this Agreement shall be released to the general
public without the prior written consent of Alfa.

     This Agreement constitutes the entire agreement between the
Company, JOL and Alfa with respect to the subject matter hereof
and supersedes all other prior representations, agreements and
understandings, both written and oral, between the Parties with
respect to such subject matter.

     If you agree to the contents of this Agreement please
indicate your agreement by countersigning a copy of this
Agreement where indicated below and returning it to me.

Journey of Light (Jersey), Ltd.       Journey of Light, Inc.
a Jersey (Channel Islands)            a Delaware, USA corporation
corporation




By: /s/ Muftah Benomran           By: /s/ Frank J. Drohan
   -------------------               --------------------
     Muftah Benomran                Frank J. Drohan
     Chairman, C.E.O & Director     Chairman, C.E.O. &
                                    Director

AGREED TO AND ACCEPTED:

Alfa International Corp.
a New Jersey, USA corporation



By: /s/ Frank J. Drohan
    -------------------
    Frank J. Drohan
    President & Director











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