Exhibit 4.2

                              [MaxxZone letterhead]

                                  June 1, 2004

David M. Otto
The Otto Law Group,  PLLC
900 Fourth Avenue, Suit 3140
Seattle, WA 98164

Dear Mr. Otto:

         This letter  agreement  memorializes  our agreement as to amending that
certain  Consulting  Services  Agreement dated February 12, 2004, by and between
maxZone.com,  Inc.,  a Nevada  corporation,  and The Otto Law  Group,  PLLC (the
"Agreement"),  as amended on April 22, 2004 and May 19,  2004.  All  capitalized
terms used  herein  shall be  ascribed  those  definitions  provided  for in the
Agreement.

         Section 6 of the Agreement is hereby  amended so that the Company shall
issue an additional  twelve million  (12,000,000)  shares of common stock of the
Company to Consultant  for the  performance  of the  Consulting  Services to the
Company.

         If you agree with the foregoing, please sign below and return a copy of
this letter to me by facsimile today and the original by overnight delivery.

                                            Sincerely,

                                            Walter H. Roder II

Agreed and Accepted:

The Otto Law Group,  PLLC

By:  _______________________________
     Name:  ________________________
     Title:  _______________________

Date:  __________________________