EXHIBIT 4.8

                                 AMENDMENT NO. 1
                                       TO
                          CONSULTING SERVICES AGREEMENT

         THIS FIRST AMENDMENT TO CONSULTING  SERVICES  AGREEMENT,  dated January
12,  2004 (the "First  Amendment"),  is by and among  Bartholomew  International
Investments  Limited,  Inc.  (the  "Consultant"),  and  NANNACO,  Inc.,  a Texas
corporation (the "Client").

                                    RECITALS

         A. The  Consultant  and the Client  entered into a Consulting  Services
Agreement dated November 17, 2003, a copy of which is attached hereto as Exhibit
A (the "Agreement"),  pursuant to which the Consultant agreed to provide certain
consulting services to the Client.

         B. Client and  Consultant  wish to amend  Section 2 of the Agreement to
extend the duration of the Agreement and provide for additional consideration in
exchange for additional consulting services.

                                    AGREEMENT

         NOW,  THEREFORE,  in  consideration  of the  foregoing,  and the mutual
agreements, representations,  warranties and covenants contained herein, and for
other  good  and  valuable   consideration   the  receipt  of  which  is  hereby
acknowledged, the parties hereto agree as follows:

A.       Section 2 of the  Agreement  shall be deleted in its entirety and shall
         read as follows:

"2.      Consideration.

         Client agrees to pay Consultant,  as his fee and as  consideration  for
services  provided,  Three  Million  (3,000,000)  shares of common  stock of the
Client.  By amendment  dated January 12, 2004 Client agrees to pay Consultant an
additional 15,000,000 shares of common stock of the Client."




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EXECUTED on the date first set forth above.

                                CLIENT:

                                NANNACO, INC.




                                By: _________________________
                                    Andrew DeVries, III - CEO




                                CONSULTANT:

                                BARTHOLOMEW INTERNATIONAL INVESTMENTS
                                LIMITED, INC.



                                By:
                                   -----------------------------------
                                   Name: Terry Byrne
                                   Its:




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