Exhibit 99
Letter of Intent

                         Mortgage Assistance Corporation
                                 P.O. Box 131618
                                Dallas, TX 75313
                               Tel. (214) 670-005
                               Fax (214) 670-0001
May 14, 2004

Dale Hensel
Safe Alternatives Corp of America, Inc.
2614 Main St.,
Dallas, TX 75226

Re:      Letter of Intent Business Combination
         -------------------------------------

Board of Directors:

         Subject  to  your  shareholders'  approval  based  on a your  board  of
directors' recommendation, Mortgage Assistance Corporation offers to be acquired
by Safe  Alternatives  Corporation of America,  Inc. on the following  terms and
conditions:

         SACA board will call a special shareholder meeting or obtain a majority
shareholder  consent  in lieu of a  special  meeting  according  to the  Florida
Business Corporation Statutes and recommend and approve the following actions:

1.   Effect a reverse  split of the SACA common  shares on a One for Two Hundred
     Fifty (1:250) basis;

2.   Effect  a  corporate   name   change  from  SACA  to  Mortgage   Assistance
     Corporation.

3.   Change your authorized common stock capital to 50,000,000 shares;

4.   Authorized a business  combination  whereby SACA will  exchange  12,000,000
     post  reverse  split  common  shares for all of the issued and  outstanding
     common stock of Mortgage Assistance Corporation.

5.   Any such further recommendations as may be considered reasonable and in the
     best interest of the shareholders.

If  the  following  proposal  is  acceptable,  I  will  commence  with  document
preparation.  I represent that  sufficient  funds are presently held in trust in
anticipation of closing.

MORTGAGE ASSISTANCE CORPORATION



 /s/ Dale Hensel
- ----------------
By: Dale Hensel
Title: President


Subject to shareholder approval and SACA accepts your proposal.

SAFE ALTERNATIVES CORPORATION OF AMERICA, INC.



 /s/ Dale Hensel
- ----------------
By: Dale Hensel
Title: President