PURCHASE AND SALE AGREEMENT
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     THIS PURCHASE AND SALE AGREEMENT (the "Agreement") is made and entered into
as  of  the  _____  day  of  August, 2000, by and between Saxton Incorporated, a
Nevada  corporation ("Seller"), and Affordable Housing Acceptance L.L.C. dba The
Platinum  Investment  Group  (a licensed Mortgage Broker) ("Buyer").  Subject to
the  terms  and  conditions  set  forth  herein,  the  parties agree as follows:

                                    RECITALS

     A.     Seller  owns  100%  of the outstanding capital stock of the Homebanc
Mortgage  Corporation,  an  Arizona  corporation  ("Homebanc").

     B.     Seller  desires  to  discontinue the operations of Homebanc and sell
the  fixed  assets  of  Homebanc  to  Buyer.

     C.     Buyer  desires  to  purchase  the  fixed assets of Seller and assist
Seller  in  the  wind-up  of  the  Homebanc  operations.

     NOW,  THEREFORE,  in  consideration  of  the  promises  and  mutual
representations,  warranties,  covenants  and  agreements  contained herein, the
parties  hereto  agree  as  follows:

1.     The  Acquisition.  Subject to the terms and conditions of this Agreement,
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Buyer  shall  acquire  the  fixed  assets and Mortgage Pipeline of Homebanc (the
"Assets")  as  listed  on  Exhibit  A  hereto.

2.     Purchase  Price.  The  Purchase  Price  for  the  Assets  shall be Twelve
       ---------------
Thousand  Dollars  ($12,000.00).  The  Purchase  Price shall be paid as follows:

     a.  Upon  execution  of  this  Agreement,  Buyer  shall  pay to  Seller  in
     immediately available funds, the sum of Eight Thousand Dollars ($8,000.00);
     and

     b. The balance  shall be paid to Seller in two (2) monthly  payments of Two
     Thousand  Dollars  ($2,000.00) each payable on August 1, 2000 and September
     1, 2000.

     c.  Buyer  agrees to  sublease  the  Lease  Space on the terms set forth in
     Section 4(b), hereof.

     d.  Buyer  agrees to forego any salary or other  compensation  from  Seller
     after August 1, 2000.

3.     Title  to the Assets.  Seller shall convey all rights, title and interest
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in  and  to  the  Assets  to  Buyer,  free and clear of all encumbrances, liens,
property,  taxes,  and  assessments.


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4.     Discontinuation  of  Operations.
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     a.  Employees.  Effective  August  1,  2000,  Seller  shall  terminate  the
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     employment of all Homebanc employees,  save and except Buyer, who agrees to
     forego any salary or other  compensation  during the remaining  term of his
     employment with Homebanc. Seller hereby grants Buyer the right to negotiate
     with  the  Homebanc   employees  about  possible   employment  with  Buyer.
     Notwithstanding the above, Homebanc Mortgage will pay commissions earned in
     July and  payable  August  31,2000  (attached  as Exhibit  B) from  current
     operating account.

     b. Lease Space.  Effective  immediately,  Seller shall seek to sublease the
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     Homebanc  office  space  otherwise  known as Suite 380,  located at 2111 E.
     Highland,  Phoenix,  Arizona (the "Lease Space").  Until Seller enters into
     such a  sublease,  Seller  shall  sublease  the Lease Space to Buyer at the
     lease rate of $2,500.00/month. Seller shall give Buyer notice of a sublease
     as soon as  practicable  in order to afford  Buyer  with as much  notice to
     vacate as possible.

     c. Operating Funds. Effective immediately,  Seller shall take possession of
        ---------------
     any and all cash or other funds held by Homebanc,  estimated at Fifty Eight
     Thousand Dollars ($58,000.00).

     d.  Accounts  Payable.  Seller  shall be  liable  for any and all  accounts
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     payable and/or expenses  incurred by or on behalf of Homebanc  through July
     31, 2000. Any and all accounts  payable and/or  expenses  incurred by or on
     behalf  of  Homebanc  on or after  August  1,  2000,  shall be the sole and
     exclusive liability of Buyer.

     e.  Accounts  Receivable.  Seller  shall be entitled to receive any and all
         --------------------
     accounts  receivable  and/or proceeds received by Homebanc through July 31,
     2000. Any and all accounts  receivable and/or proceeds received by Homebanc
     on or after August 1, 2000, shall be the property of Buyer.

     f.  Continuing  Operations  of  Homebanc.  Until the Homebanc  Closing,  as
         ------------------------------------
     defined herein,  Buyer shall provide to Seller, on or before the 5th day of
     each month,  a monthly  financial  statement of the Homebanc  operations in
     such form and with such content as is deemed reasonable by Seller.

     g. Buyer's FHA  Licensing.  Buyer hereby  represents and warrants that upon
        ----------------------
     execution of this Agreement,  Buyer will actively pursue  obtaining his FHA
     license ("Buyer's License"). Buyer shall provide proof to Seller of Buyer's
     application for Buyer's License on or before September 15, 2000.

     h. Homebanc Trust Account.  The Homebanc Trust Account,  otherwise known as
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     Account No.  6315702880,  with Wells Fargo Bank,  shall be  transferred  to
     Buyer upon Buyer obtaining  Buyer's  License.  Until such transfer has been
     consummated,  Buyer shall continue to have sole access to the Trust Account
     as the Responsible  Party under the Homebanc license.  All records,  checks
     and account  information shall be in the possession of Buyer as responsible
     party.


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     i. Cessation of Operations.  Upon Buyer obtaining  Buyer's License,  Seller
        ------------------------
     shall cease  operations of Homebanc  (the  "Homebanc  Closing"),  but in no
     event shall the Homebanc Closing occur after November 1, 2000, irregardless
     of whether or not Buyer has obtained Buyer's License.

     j. Buyer's  Indemnification of Seller.  During Buyer's continued employment
        ----------------------------------
     with  Homebanc and until the Homebanc  Closing,  Buyer shall  indemnify and
     hold Seller harmless from and against any and all liability associated with
     or resulting from Buyer's operation of Homebanc.

5.     Fees.  Each  party shall bear its own legal and accounting fees and other
       ----
expenses  relating  to  this  transaction.

6.     No  Brokers.  Each  party  represents  and  warrants to the other that no
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broker,  finder  or middleman has been engaged by such party or is acting on its
behalf  in  connection  with  this  transaction.

7.     Governing  Law.  This  Letter  shall  be  governed  by  and  construed in
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accordance with the laws of the State of Nevada without regard to or application
of  choice  of  law  rules  or  principals.

8.     Venue.  The parties agree that any action or proceeding arising out of or
       -----
relating  to this Letter shall be commenced in a state or federal court of or in
Clark  County,  Nevada,  which the parties agree shall be the sole and exclusive
venue.

9.     Litigation.  If any litigation or other proceeding between the parties is
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commenced  in  connection with or related to this Letter, the losing party shall
pay  the  reasonable  attorneys'  fees  and costs and expenses of the prevailing
party  incurred  in  connection  therewith.

10.     Disclosure.  Without  the  prior  written  consent  of  the other party,
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neither  Seller nor Buyer will make any public disclosure of or relating to this
Letter  or  the  transactions  contemplated  hereby.

     IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first  written  above.

SAXTON  INCORPORATED,                      Affordable  Housing  Acceptance,  LLC
a Nevada Corporation                       dba, The  Platinum Investment Group

By:  __________________________            ________________________________
     James  C.  Saxton,  CEO               William  Cheatham


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