EXHIBIT 10.6

                     THIRD AMENDMENT TO REAL ESTATE SALE AND
                               PURCHASE AGREEMENT


         THIS THIRD AMENDMENT TO REAL ESTATE SALE AND PURCHASE AGREEMENT (this
"Amendment") is made as of the 24th day of June, 2002, by and between CHARLES
B. HICKS, an individual and resident of the State of Tennessee (hereinafter
referred to as the "Seller"), and RONALD A. POTTS, an individual and resident of
the State of Florida ("Potts") and PEGGY EVANS, an individual and resident of
the State of Georgia ("Evans") (Potts and Evans are hereinafter collectively
referred to as "Purchaser").

                                 WITNESSETH THAT:

         WHEREAS, Purchaser and Seller are parties to that certain Real Estate
Purchase and Sale Agreement dated April 16, 2002, as amended by that certain
Amendment to Purchase and Sale Agreement dated April 16, 2002, and as further
amended by that certain Second Amendment to Purchase and Sale Agreement dated as
of April 23, 2002 (as amended, the "Agreement"), with respect to certain real
property located in Sauk County, Wisconsin, as more particularly described in
the Agreement; and

         WHEREAS, Purchaser and Seller desire to further modify and amend the
Agreement in certain respects;

         NOW, THEREFORE, for and in consideration of the premises and other good
and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, Purchaser and Sellers hereby agree as follows:

         1.       Defined Terms. All terms used in this Amendment with an
initial capital letter which are not otherwise defined herein shall have the
meanings given to such terms in the Agreement.

         2.       Purchaser. From and after the date hereof, the Agreement is
hereby amended by amending the definition of the term "Purchaser" to include
"Peggy Evans, an individual and resident of the State of Georgia ("Evans")."

         3.       Purchase Price. From and after the date hereof, the Agreement
is hereby amended by deleting subsection 3(a) in its entirety and inserting the
following in lieu thereof: "In consideration for the Property, Purchaser shall
pay to Seller the sum of Six Million Seven Hundred Ninety-Eight Thousand Two and
No/100 Dollars ($6,798,002.00) as follows: at Closing, Purchaser shall deliver
to Seller a total of Four Million Three Hundred Fifty-Two Thousand Five Hundred
(4,352,500) shares of Oasis Group, Inc. common stock consisting of One Million
Six Hundred Thousand shares held by Evans, and Two Million Seven Hundred
Fifty-Two Thousand Five Hundred (2,752,500) shares held by Potts."

         4.       Ratification. Except as expressly modified hereby, the
Agreement shall remain unamended and in full force and effect and is hereby
ratified and confirmed by the parties hereto.


         5.       Counterparts. This Amendment may be executed in multiple
counterparts, each of which shall constitute an original and all of which taken
together shall constitute one and the same instrument.


                      [SIGNATURES APPEAR ON FOLLOWING PAGE]


                                       2


        IN WITNESS WHEREOF, Purchaser and Seller have entered into this
Amendment as of the day and year first above written.


                                   PURCHASER:



                                   /s/ Ronald A. Potts                    (SEAL)
                                   ---------------------------------------
                                   RONALD A. POTTS

Date of Execution:


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



                                   /s/ Peggy Evans                        (SEAL)
                                   ---------------------------------------
                                   PEGGY EVANS

Date of Execution:


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

                                   SELLER:



                                   /s/Charles B. Hicks                    (SEAL)
                                   ---------------------------------------
                                   CHARLES B. HICKS

Date of Execution:


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


                                       3