EXHIBIT 10.2

EXHIBIT 10.2


GENERAL TENANCY AGREEMENT (Not to be used for Residential Tenancies)


Memorandum of Agreement made the November day 15th of 2003

BETWEEN Autumlee Pty Ltd of Unit 206 Suncity Gold Coast Hgw Surfers Paradise in
the state of Queensland (hereinafter called the Landlord)


And of

STWA Inc of 5125 Lankersham Boulevard North Hollywood California 91601 in "the
state Queensland (hereinafter called the Tenant)

,
..

WHEREBY in consideration of the rent hereinafter reserved and the covenants and
conditions hereinafter contained on the part of the Tenant to be observed and
performed the 'Landlord agrees to let to the Tenant and the Tenant agrees to
take from the Landlord the ...FACTORY unit

. . .
and premises situated In Taree Street the land
being described as Factory 1 lot 94 Taree St Andrews
County of Ward Parish of Mudgeeraba Town of Burleigh Junction Qld

Area 2152 Sq. feet more or less, being the property known as ...................
and last occupied by..................................to be held by the said
STWA Inc ...............................................as Tenant at the rental
of $1292.00 AUD per calendar Month SUCH tenancy to commence on November day
of..................15th ...........,2003 the year and such tenancy is to
continue
.

for the term of 2 years + 2 X 2 Year Option.
The rent is to be paid by the Tenant to the Landlord or his agent in advance on
the 15th day of each and every Month of the tenancy, the first of such payments
to be made on November day 15 the year of 2003

The Tenant hereby agrees:-

1. To keep and at the end of this tenancy to deliver up the said Unit
1.....................................,. and premises to the said Landlord in a
clean condition and in good order and repair as at present, fair wear





and tear and damage by fire, storm, flood, tempest or any act of God excepted.

2. Not to make, nor suffer to be made, any material alteration in the
said...Unit #1 ................,.........and premises or any part thereof
without the consent in writing of the said Landlord.

3 Not to use or permit to be used the premises or any part hereof for any
purpose other than a research on vehicle parts or carry on or permit to be
carried upon the same any noisome dangerous or offensive trade business or
process nor do nor suffer to be done anything which may annoy persons in the
neighborhood of the premises or which may render the Landlord liable to pay more
than the present amount of water rates or sewerage Of cleansing charges or.,
which may Render the Landlord liable to pay in respect of the buildings or any
part thereof more than the ordinary or present rate of premium for insurance
fire or which may make void or unavoidable any policy for such for such
insurance.

4 To keep clean any drains or water pipes on the said premises.

5. To indemnify the Landlord against all losses damages and expenses which he
may sustain; expend or-be put unto by reason of any neglect, misconduct, or
misperformance on the part of the Tenant of any of the covenants and agreements
herein before contained.

7. That the Landlord may by himself or his agent at all reasonable times enter
into and upon the said described premises and view the state of repair thereof.

8. AND the Tenant will upon the date of expiration or-determination of the
tenancy hereby created deliver up to the Landlord peaceably and quietly the
possession of the demised premises and every part thereof together with all
erections, buildings, improvements, and fixtures, which he is not entitled in
terms of his tenancy to remove.

9. The Tenant will keep the furniture and effects (if any) which are now hereby
leased with the premises and a list of which is contained in the schedule hereto
attached marked "A" in .god, condition and at the end of the tenancy leave the
said furniture and effects clean and in as good state condition and repair as
they are now in and will make compensation 'for any damage done or for any
article missing (reasonable wear and tear and damage by accidental fire'
excepted).

10. If at any time during the said term the buildings on the said land or any
part thereof shall be damaged by fire then and in every such case all moneys
received. by the Landlord in respect of such damage shall be forthwith laid out
and expended in reinstating the same so far as the said moneys will extend and
as from the date of such damage until the said Insurance moneys shall have been
'laid out in making good such damage the 'said rental shall abate by a fair and
just proportion PROVIDED ALWAYS that if at anytime during 'the said term the
buildings on the said land shall be completely destroyed by f)re or so damaged
by fire as to be uninhabitable then and in any such case these presents shall
ipso facto determine and should any dispute or difference arising touching or
concerning any matter or thing in this clause of these presents referred to then
the same shall be determined by a single arbitrator to be agreed upon by the
parties hereto and failing such agreement then the dispute or difference shall
be referred to the arbitration of two arbitrators (and in case of their
disagreeing by their umpire) one of such arbitrators to be appointed by the
Tennant and every such reference shall be deemed to be an arbitration within the
meaning of the "Arbitration Act of 1973" and be subject to the provisions as to
Arbitration contained in the said Act.

11. In case the rent payable hereunder or any part thereof shall be unpaid on
any day on which the same ought to be paid and shall remain unpaid for seven
days thereafter whether lawfully demanded or not in case the Tenant becomes
bankrupt or insolvent or in case of the breach non-observance or non-performance
by



the Tenant of any agreement or stipulation herein on the Tenant's part contained
or implied then and in every such case it shall be lawful for the Landlord
forthwith or at any time thereafter without notice or Suit to 'enter upon any
part of the said lands in the flame of the whole and determine the estate of the
Tenant under these presents but without releasing the Tenant from liability in
respect of any breach of any of the same agreements and stipulations and it is
hereby declared that the power of re-entry implied in leases by "Property Law
Act 1974-1978" shall be implied herein but shall be modified accordingly.

- --------------------------------------------------------------------------------

AS WITNESS the hand of the said parties the day and the year first above.

Signed by the said


/s/ MICHAEL WHIRLDON Director
.....................................
In the presence of Autumlee Pty Ltd.
...................................
[ILLEGIBLE] Landlord
.....................................



Signed by the said /s/ JOHN KOSTIC
.................

.....................................
In the presence of JOHN KOSTIC STWA INC.
...................................
[ILLEGIBLE] Tenant
.....................................



I _


ANNEXURE' A'

1. Term of tenancy to be 2 year plus 2 x 2 year's option. The first
year rent is $1292.00 including all outgoings per month.

2. Rental increase for the 1st year of the 2x2 YEAR option period
is to be 5% or C.P.I. (whichever is the greater) being added to
be rental of the preceding month.

3. Lessee agrees to conduct the business wholly within the confines
of the demised premises and not to obstruct the vehicle access
to other occupants of the adjacent building.

4. Lessee has the right to change or attach signage to the outside
walls of the demised premises but only after obtaining the
consent from the' Lessor as to the size and placement of the
signage. This is to have Council approval if necessary, cost
paid by the Lessee.

5. Tenancy to commence November 15th 2003.

6. Lessee to give 2 months notice in writing prior to the
expiration of the initial 2 year period. Such notice being of
the intention to take up the option offered.

7. C.P.l.(Consumer Price Index) as mentioned in the preceding
clauses will be as for the City of Brisbane.

8. The Lessee acknowledges that it has not relied upon any
representation by the Lessor or any other person or Corporation
in and about entering into this agreement other than is set out
herein.


LESSOR /s/ MICHAEL WHIRLDON LESSEE /s/ JOHN KOSTIC
................................ .....................


WITNESS [ILLEGIBLE] WITNESS
............................. ......................