Matrixx Resource Holdings, Inc.(fka MXXH)

[rwa3848]

From TXHE Update On Clovelly Sale


"The Company reported in its Form 8-K filing made with the Commission on May 25, 2007, that it had entered into a Letter Agreement with Matrixx Resource Holdings Inc. (“Matrixx”) to sell its 11% working interest in the property known as the Clovelly Prospect (the “Clovelly Prospect”) for $150,000. In connection with and pursuant to the Letter Agreement, we expected to receive an earnest money deposit of $25,000 on or about May 25, 2007, with the remainder of the purchase price to be paid on or before June 30, 2007; however, we have not received any funds or any deposit from Matrixx and the Letter Agreement has been terminated. "-------The agreement required a concommitant downpayment with signing. Why sign an agreement that you cannot pay for other than to acquire bargaining rights on the property vis-a-vis financiers.

TXHE 8k 6-21 cont.

"On or about May 31, 2007 we sold 4,800,000 shares of our restricted common stock pursuant to a subscription agreement to an individual for aggregate consideration of $60,000 or $0.0125 per share. We claim an exemption from registration afforded by Section 4(2) of the Securities Act of 1933, for the above issuance, since the issuance did not involve a public offering, the recipient took the securities for investment and not resale and the Company took appropriate measures to restrict transfer. No underwriters or agents were involved in the issuance and no underwriting discounts or commissions were paid by the Company. " THIS IS THE DEAL MAKER GETTING HIS For finding FINANCIERS

"On or about June 5, 2007, we sold 18,000,000 shares of our common stock to Hobart Global Limited, a British Virgin Islands company, in consideration for $225,000 or $0.0125 per share. We also agreed to provide Hobart piggy-back registration rights in connection with the sale. We claim an exemption from registration afforded by Section 4(2) of the Securities Act of 1933, for the above issuance, since the issuance did not involve a public offering, the recipient took the securities for investment and not resale and the Company took appropriate measures to restrict transfer. No underwriters or agents were involved in the issuance and no underwriting discounts or commissions were paid by the Company

I am shifting points of view about MXXR entering into another financial agreement. Bankers will provide loans for production if there are no obstacles because they have the guaranteed return of a share in the produce.