EFINANCIAL DEPOT.COM, INC.
                          #150 - 1875 CENTURY PARK EAST
                        CENTURY CITY, CALIFORNIA   90067

June  8,  2000

Alan  Cohen,
Winford  Holdings  Group  Limited  and
Trade-Fast,  Inc.

Dear  Sirs:

Re:     Share  Purchase  Agreement  dated  November  30,  1999
        (the  "Share  Purchase  Agreement")
        ------------------------------------------------------

          This  letter will serve to confirm our agreement wherein, for good and
valuable consideration, the receipt and sufficiency of which is acknowledged, we
have  agreed  to  amend  the  Share  Purchase  Agreement  as  follows:

1.     By  extending the "Closing Date" as defined in section 1.1(f), to June 8,
2000;

2.     By  increasing  the  "Purchase  Price"  as  defined in section 1.1(aa) to
$22,500,000;

3.     By  amending  the  definition of "Purchaser Shares" as set out in section
1.1(cc)  to  increase  the  number  of  shares  from 4,000,000 to 5,000,000; and

4.     By  amending  section  5.1  by  adding  as  5.1(d)  thereof:

"(d)  to loan a total of $1,500,000 to Winford Holdings Group Limited, said loan
to  have  a  term  of  three years from the date of the initial advance, to bear
interest  at  6%  per  annum,  payable  on  repayment of the principal and to be
secured  by a pledge of 1,000,000 shares of the Purchaser, said shares to be the
sole  recourse  of  the  Purchaser  in  the  event  of  default."

          In  all  other respects the Share Purchase Agreement continues in full
force  and  effect  provided  that  it  is  acknowledged  that:

(a)     the  conditions  providing  for  the  release of the "Escrow Shares", as
detailed  in  section  3  of  the Share Purchase Agreement, have been satisfied;

(b)     the  conditions  for  the "Closing Escrow", as detailed in section 19 of
the  Share  Purchase  Agreement, have been satisfied such that the completion of



the  transactions  contemplated  by  the  Share  Purchase  Agreement can proceed
unconditionally;

(c)     a  total of $1,000,000 of the loan referred to in point 4 above has been
advanced  to  date;  and

(d)     a  total  of $1,000,000 of the $3,500,000, referred to in section 5.1(a)
of  the  Share  Purchase  Agreement,  has  been  invested  to  date.

          Accepting  that  the  above actually details your understanding of our
agreement  in  this regard, could you please execute this letter where indicated
and  return  the  same  at  your  early  convenience.

Yours  truly,

eFinancial  Depot.com,  Inc.

Per: /s/ John Huguet
        John  Huguet
           President

Acknowledged  and  Agreed  to  this  8th  day  of  June,  2000

/s/ Alan Cohen
   Alan  Cohen


Winford  Holdings  Group  Limited

Per: /s/ signed
     Authorized  Signatory

Trade-Fast,  Inc.

Per: /s/ Alan Cohen
     Authorized  Signatory