WITNESSETH

                                                                   EXHIBIT 10.10

                                   Agreement


     THIS AGREEMENT entered into this 29th day of January, 2004, by and between
Advanced Financial, Inc., a Delaware corporation, with its principal place of
business as 0000 Xxxxxxxxxx, Xxxxxxx, XX, 00000 hereinafter ("Advanced"), and
AFI Capital Corporation with its principal place of business at 00000 Xxx Xxxx
Xxxx, Xxxxx 0, Xxxxx, XX, 00000, hereinafter "Capital").



                                   WITNESSETH



     WHEREAS, Advanced and Capital entered into that certain agreement dated
June 20, 2001, under which Capital agreed to provide certain services in
connection with the proposed acquisition of Xxxxx Drilling Company (the "Xxxxx
Transaction") by Advanced and certain other defined services subsequent to the
Xxxxx Transaction; and

     WHEREAS, the operating results of Xxxxx no longer make Xxxxx a viable
acquisition which can be financed under economically reasonable terms and
conditions; and

     WHEREAS, Capital was unable to raise the funds necessary to close the Xxxxx
transaction because of the above circumstances over which Capital had no
control; and

     WHEREAS, Advanced acknowledges and agrees that Capital has incurred
substantial costs in the form of time and out of pocket expenses in connection
with the Xxxxx Transaction and wishes to compensate Capital for the Xxxxx
Transaction and terminate the June 20, 2001 agreement; and

     WHEREAS, Advanced and Capital have reached an agreement to cancel the June
20, 2001 agreement and desire to set forth herein the terms and conditions for
the termination of said agreement.

     NOW THEREFORE, in consideration of the foregoing, and in consideration of
the mutual covenants herein contained, the parties hereto agree as follows:

     1.   Advanced will issue to Capital or its designees 337,500 shares (such
          amount contemplates a 1 for 3 reverse split on or about March 31,
          2004) of its restricted common stock.

     2.   Upon the issuance of the common shares by Advanced, the June 30, 2001
          agreement will terminate, and the parties hereto shall have released
          each other from any and all obligations, current and future, resulting
          from said agreement.

     3.   Xxxxxxx X. Xxxxxxxxxx, the president of Advanced, shall tender any and
          all of his Capital shares to Capital for $1.00, and shall resign as an
          officer and director of Capital upon termination of the June 30, 2001
          agreement.




     4.   Capital, from time to time, may present to Advanced possible
          acquisition candidates including the financing of same. At such time a
          new agreement, with terms and conditions, including fee arrangements,
          specific to each case, will be entered into.






                                            ADVANCED FINANCIAL, INC.



                                            By:  /s/  Xxxxxxx X. Xxxxxxxxxx
                                               --------------------------------
                                                      Xxxxxxx X. Xxxxxxxxxx
                                                      President



                                            AFI CAPITAL CORPORATION


                                            By:  /s/  X. X. Xxxxxxx
                                               --------------------------------
                                                      X. X. Xxxxxxx
                                                      President