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<FILENAME>stockpurchase-23.txt

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[Exhibit 2.3]





                            STOCK PURCHASE AGREEMENT



         This Stock Purchase Agreement ("Agreement") is made and entered as of

the 30th day of December, 2003, by and among the buyers detailed in Schedule "A"

("Buyer"), and the seller detailed in Schedule "B" ("Seller").



                                    RECITALS



         A. Seller owns 150,000 shares of common stock of American Busing

Corporation (herein "Company"), a Nevada corporation (herein "Shares").



         B. Seller desires to sell, assign, transfer, convey, deliver and set

over the Shares to Buyer, on the terms and subject to the conditions specified

by the provisions of this Agreement.



         C. Buyer desires to purchase and acquire the Shares from Seller, on the

terms and subject to the conditions specified by the provisions of this

Agreement.



         D. This purchase and sale transaction is a privately negotiated

transaction between arms length parties at a privately negotiated price and

shall close on or around January 5, 2004.





NOW, THEREFORE, IN CONSIDERATION OF THE RECITALS SPECIFIED ABOVE THAT SHALL BE

DEEMED TO BE A SUBSTANTIVE PART OF THIS AGREEMENT, AND THE MUTUAL COVENANTS,

PROMISES, UNDERTAKINGS, AGREEMENTS, REPRESENTATIONS AND WARRANTIES SPECIFIED IN

THIS AGREEMENT AND OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND

SUFFICIENCY OF WHICH ARE HEREBY ACKNOWLEDGED, WITH THE INTENT TO BE OBLIGATED

LEGALLY AND EQUITABLY, THE PARTIES DO HEREBY COVENANT, PROMISE, AGREE, REPRESENT

AND WARRANT AS FOLLOWS:



                                    ARTICLE I



                                   DEFINITIONS

                                   -----------



         For purposes of this Agreement, the following terms have the meanings

specified or referred to in this Article I:



         "Breach" -- a "Breach" of a representation, warranty, covenant,

obligation, or other provision of this Agreement or any instrument delivered

pursuant to this Agreement will be deemed to have occurred if there is or has

been (a) any material inaccuracy in or breach of, or any material failure to

perform or comply with, such representation, warranty, covenant, obligation, or

other provision, or (b) any material claim (by any Person) or other occurrence

or circumstance that is or was inconsistent with such representation, warranty,





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covenant, obligation, or other provision, and the term "Breach" means any such

material inaccuracy, breach, failure, claim, occurrence, or circumstance.



         "Buyer" -- as defined in Schedule "A" of this Agreement.



         "Closing" -- The closing of the Contemplated Transaction, which shall

occur on the Closing Date.



         "Closing date"- is on or around January 5, 2004.



         "Consent" -- any approval, consent, ratification, waiver, or other

authorization (including any Governmental Authorization).



         "Contemplated Transaction" -- the transaction contemplated by the

provisions of this Agreement, including:



         (a) the sale of the Shares by Seller to Buyer;



         (b) the performance by Buyer and Seller of their respective covenants

and obligations pursuant to this Agreement; and



         (c) Buyer's acquisition and purchase of the Shares from the Seller.



         "Contract" -- any agreement, contract, obligation, promise, or

undertaking (whether written or oral and whether express or implied) that is

legally obligating.



         "Encumbrance" -- any charge, claim, community property interest,

condition, equitable interest, lien, option, pledge, security interest, right of

first refusal, or restriction of any nature whatsoever, including any

restriction on use, voting, transfer, receipt of income, or exercise of any

other attribute of ownership.



         "Escrow Agent"--- Shall be Dennis Brovarone, Attorney at Law,

18 Mt. Laurel Drive,  Littleton, CO 80127.



         "Escrow Agreement"--- Is the Agreement attached hereto as Schedule "C".



         "Governmental Authorization" -- any approval, consent, license, permit,

waiver, or other authorization issued, granted, given, or otherwise made

available by or pursuant to the authority of any Governmental Body or pursuant

to any Legal Requirement.



                                       2

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         "Governmental Body" -- any:

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