October 14th, 2004


Mr. Dennis Lauzon
President
The Jackson Rivers Company
402 W Broadway, Suite 400
San Diego, CA 92101

Dear Dennis:

Over  the  long  weekend I gave considerable thought to our discussion last week
about  my  becoming a full time employee of Jackson Rivers Company as the CEO of
Jackson  Rivers  Technologies,  Inc.  (JRT)

I  agree  with  you  that an aggressive and a dedicated effort is needed to take
(JRT) to the next level and to fully leverage the opportunities offered by STEPS
to  make it successful.  Since this effort will require my undivided attention I
will  resign  from  the Board of Directors.  Please accept this letter as formal
notification  of  my  resignation  from the Board of Directors of Jackson Rivers
Company.

During  our  discussion, we agreed in principal on the terms of my employment as
CEO  of  JRT,  however, I would appreciate if we could complete the formal paper
work  as  soon  as  possible.

Finally, I want to thank you for your time and attention to this matter and look
forward to us working together to take JRT to the next level.

Sincerely,


Joseph M. Khan