EXHIBIT 4.8
                                    CONTRACT

Customer: FOCUS Enhancements, Inc.

Date: December 22, 1998

Term of Contract:  One Year

Contract Begins: January 1, 1999

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The undersigned,  acting on behalf of FOCUS Enhancements, Inc. ("the customer"),
hereby contracts with R. J. Falkner & Company, Inc., ("Falkner") for a period of
not less than one year, for the provision of consulting  services to include the
following:

(1) The preparation of at least two "Research  Profile"  reports during the next
twelve months, and one each six months thereafter;

(2)  Distribution  of such reports to the brokerage  community,  money managers,
mutual funds, and individual  investors,  upon request,  or as instructed by the
customer,  along  with  exposure  of  such  reports  on the  StreetNet  investor
information  site on the  Internet  and on the R. J.  Falkner  &  Company,  Inc.
website (www.rjfalkner.com);

(3)  Assistance in the writing and editing of  shareholder  communiques,  annual
reports,  etc.,  in order to  optimize  their  effectiveness  in  conveying  the
messages desired by management;

(4) The handling of all logistics involving the release of news to the financial
media and to the investment community, including "blast fax" exposure to brokers
and money managers;

(5)  Interfacing  with  Nasdaq  StockWatch  to  assure  that  new  releases  are
distributed  in  accordance  with  appropriate  regulations,  and that Nasdaq is
notified in advance of pending news releases;

(6) Distribution of such communiques to the brokerage  community,  institutional
and individual  investors,  and research analysts at over 5,000 firms throughout
the U. S., Europe, and Canada;

(7)  Telephone  and  personal   meetings  with   individual   investor   groups,
regional/national   brokerage  firms,  and/or  institutional   investors,   when
appropriate;

(8)  Arrangement of management  presentations  to stockbroker  groups,  research
analysts,  and/or  portfolio  managers,  on a selective basis, in various cities
around the U. S. and Canada; and

(9) Any other services involving investor relations,  upon request (at an hourly
rate, when appropriate).

A cash retainer fee for these services will be payable at the rate of $3,000 per
month, in advance.  In addition to such monthly  retainer,  the customer will be
invoiced for  reimbursement  of expenses  directly  incurred in the provision of
these  services  on a  monthly  basis.  Such  expenses  will  primarily  involve
publishing,  printing and postage costs


<PAGE>
related to the  distribution  of  "Research  Profile"  reports  and  shareholder
communiques;  telephone  calls  placed  on the  customer's  behalf;  and  travel
expenses  required  to visit the  customer  and/or for trips to visit  brokerage
firms/investor groups/institutions on behalf of the customer (such trip expenses
are pro-rated among several customers).  Documentation of these expenses will be
provided on each monthly  invoice,  and the  customer  agrees to reimburse R. J.
Falkner & Company,  Inc. for such expenses  within 30 days following  receipt of
such  invoices.  Such  reimbursable  expenses  shall not exceed  $500 per month,
unless pre-approved by an officer of FOCUS Enhancements, Inc.

In addition to the cash  compensation  outlined  above,  R. Jerry Falkner (as an
individual) and Richard W. West will each be granted a 5-year option to purchase
15,000  shares of FOCUS  Enhancements,  Inc.  common  stock  (after  taking into
account a planned  reverse stock split),  with such option to be issued no later
than January 15, 1999.  The exercise  price on the option will be  equivalent to
the market  price of the  common  stock on the  closing  transaction  price,  as
reported by Nasdaq, on December 31, 1998. Customer hereby agrees to register the
shares  underlying  this option  whenever any other option shares are registered
with the SEC,  or within  twelve  months of the "start  date" of this  contract,
whichever occurs sooner.

This contract may be cancelled by the Customer after twelve months, upon written
notice to be received by R. J.  Falkner & Company  prior to January 1, 2000.  If
such notice is not  forthcoming,  the services of R. J. Falkner & Company,  Inc.
will continue on a  month-to-month  basis.  At any time after  completion of the
initial one-year term of the contract's  starting date,  either party may cancel
the services of R. J. Falkner & Company,  Inc. upon 30 days' written notice.  If
the customer chooses to terminate the services of R. J. Falkner & Company,  Inc.
prior to January 1, 2000,  customer agrees to pay R. J. Falkner & Company,  Inc.
all advance retainer fees for the months  remaining in the initial  twelve-month
term of the contract, plus unreimbursed expenses.

Falkner  represents,  warrants,  and  covenants  that:  (i) all  work  performed
hereunder will be performed with care, skill, and diligence,  in accordance with
the  highest   applicable   professional   standards   recognized  by  Falkner's
profession;  (ii) it is  responsible  for the  professional  quality,  technical
accuracy,  completeness  and  coordination  of all reports,  designs,  drawings,
plans,  information,  specifications,  and other services  furnished  under this
Agreement;  (iii) it shall comply with all applicable  federal,  state and local
laws,  ordinances,  codes and regulations in performing its services;  (iv) that
all work shall be performed to Customer's  reasonable  satisfaction of Customer;
(v) that it has the right to disclose all  information  transmitted  to Customer
under this  Agreement and that it has all rights and title  necessary to provide
the services and deliverables  outlined herein;  (vi) that all work and services
hereunder  will  be  performed  by  fully  trained,  experienced  and  qualified
personnel;  (vii)  that it has not and will not  enter  into any  agreements  or
arrangements  which preclude  compliance  with the provisions of this Agreement;
and (ix)  that  its  invoice  charges  under  this  Agreement  will  not  exceed
comparable   rates  it  charges  other   customers  in   substantially   similar
transactions.

Falkner  will  keep  the  Proprietary  Information  of the  Customer  in  strict
confidence and shall not, without the prior written approval of the Customer (a)
disclose  any  Proprietary  Information  to a third party,  (b) use  Proprietary
Information  in any way for the  benefit  of any  third  party,  and/or  (c) use
Proprietary  Information  in any  way  other  than  for  the  purposes  of  this
Agreement.  The Falkner will limit  access to  Proprietary  Information  to only
those  employees  who  have  an  absolute  need  to  know  of  such  Proprietary
Information  in order to accomplish  the purposes of this  Agreement and who are
aware of and have agreed to respect the relevant  provisions of this  Agreement.
Third party access to Proprietary Information shall be restricted to those third
parties who have first executed a confidentiality  agreement  protecting against
disclosure of such Proprietary  Information and naming Customer as a third party
beneficiary  of the  confidentiality  agreement so that Customer can enforce the
provisions of the  confidentiality  agreement in Customer's  own name.  Further,
prior to entering a confidentiality  agreement with a third party, Falkner shall
obtain  approval to communicate or transfer  Proprietary  Information  under the
confidentiality  agreement,  such approval being given at the sole discretion of
Customer.  For the purposes of this Agreement,  "Proprietary  Information" means
technical and/or business information which is disclosed to Falkner by Customer,
whether  orally,  or in written or other tangible  form.  This Agreement and the
terms  hereof  shall  be   considered   Proprietary   Information.   Proprietary
Information does not include, and no obligation is imposed on, information which
(i) is already in or  subsequently  enters the public domain through no fault of
Falkner;  (ii) is  supplied  by  Customer  to  another  party  without a duty of
confidentiality  to  Customer;  (iii)  is  disclosed  pursuant  to the  order or
requirements of a governmental  administrative agency or other governmental body
provided that such disclosure is pursuant to a protective order and Customer has
been notified of such a disclosure  request in advance.
<PAGE>

Falkner agrees that for the term of this Agreement,  the terms and conditions of
this Confidentiality provision shall survive termination of this Agreement.

Falkner  shall,  at its  expense,  defend  any claim or action  brought  against
Customer,  and  Customer's  subsidiaries,   affiliates,   directors,   officers,
employees,  agents and independent contractors, to the extent it is based upon a
claim that the Falkner acted negligently,  willfully disseminated misinformation
or otherwise  acted with willful  misconduct.  Customer  shall have the right to
employ  separate  counsel and participate in the defense of any claim or action.
Falkner  shall  reimburse  Customer  upon demand for any  payments  made or loss
suffered  by it at any  time  after  the  date  hereof,  based  upon  the  final
adjudication  of of any  judgement  by a court  of  competent  jurisdiction,  or
pursuant to a bona fide compromise or settlement of claims, demands, or actions,
in respect to any damages related to any claim or action.  Falkner would only be
liable for  damages  which the court  determined  were the result of  negligence
and/or  misconduct  on the part of Falkner.  Falkner may not settle any claim or
action  under  this  Section  on  Customer's   behalf  without  first  obtaining
Customer's  written  permission,  which  permission  will  not  be  unreasonably
withheld.  In the event  Customer and Falkner agree to settle a claim or action,
Falkner  agrees  not  to  publicize  the  settlement   without  first  obtaining
Customer's  written  permission,  which  permission  will  not  be  unreasonably
withheld.

Falkner  agrees  that it is  strictly  an  independent  contractor  and shall so
represent  itself to all third parties.  Neither party has the right to bind the
other  in  any  manner  whatsoever  and  nothing  in  this  Agreement  shall  be
interpreted to make either party the agent or legal  representative of the other
or to make the parties joint  venturers.  In no event shall Falkner be deemed in
any way to be an employee of Customer. Falkner acknowledges and agrees that this
consulting  arrangement  shall not give or extend to  Falkner  any  rights  with
respect to  contributions  by the  Customer to any deferred  compensation  plan,
bonus plans,  or fringe  benefits  (including,  but in no way limited to holiday
pay,  medical or life insurance  benefits,  sick pay or paid vacation) except as
otherwise provided herein, and further agrees to hold the Customer harmless from
any employment, income or other taxes or any other damages which may be assessed
in connection  with payments to Falkner or which may be suffered by Customer due
to any breach of the foregoing warranties.

Falkner  convents  and agrees that it has,  in full force and  effect,  Workers'
Compensation,  Public Liability and Property Damage insurance,  and that Falkner
further  indemnifies  Customer  against  loss  resulting  from injury to Falkner
during the course of performance of service work under this  Agreement.  Falkner
further  assumes  full  responsibility  for any acts of damage  or  destruction,
including  personal injury,  caused directly or indirectly by the Falkner during
the course of such work.

All notices  under this  Agreement  shall be made in writing and shall be deemed
properly delivered when (i) delivered personally, or (ii) by the mailing of such
notice to the parties entitled  thereto,  registered or certified mail,  postage
prepaid to the  parties at the  addresses  set forth  above,  and in the case of
Customer,  to the  attention of Thomas  Massie,  Chief  Executive  Officer,  cc.
General Counsel.

Falkner shall not subcontract or assign the Agreement,  or otherwise  dispose of
its right,  title,  or interest  therein or any part thereof to any third party,
without  obtaining the prior written consent of the Customer.  The hiring or use
of outside services, subcontractors by Falkner in connection with this Agreement
shall not be permitted without the prior written approval of Customer.

This  Agreement  contains the entire  agreement  between the parties  hereto and
supersedes all prior and contemporaneous agreements, arrangements,  negotiations
and  understandings  between the parties hereto,  relating to the subject matter
hereof. There are no other understandings,  statements, promises or inducements,
oral or  otherwise,  contrary to the terms of this  Agreement.  No waiver of any
term,  provision,  or  condition  of  this  Agreement,  whether  by  conduct  or
otherwise,  in any one or more  instances,  shall  be  deemed  to be,  or  shall
constitute,  a waiver of any other provision hereof, whether or not similar, nor
shall such waiver constitute a continuing waiver, and no waiver shall be binding
unless executed in writing by the party making the waiver.

No supplement,  modification or amendment of any term, provision or condition of
this Agreement shall be binding or enforceable unless executed in writing by the
parties  hereto.   The  subject   headings  of  the  articles,   paragraphs  and
subparagraphs  of this Agreement are included solely for purposes of convenience
and reference only, and shall not be deemed to explain,  modify,  limit, amplify
or aid in the meaning,  construction or  interpretation of any of the
<PAGE>

provisions  of this  Agreement.  Should  any  part,  term or  provision  of this
Agreement or any document  required  herein to be executed be declared  invalid,
void or  unenforceable,  all remaining parts,  terms and provisions hereof shall
remain in full force and effect and shall in no way be invalidated,  impaired or
affected thereby.

The  parties  acknowledge  that this  contract  is entered  into in the state of
Colorado and that performance of the contract will be accomplished in the states
of Colorado and Massachusetts.

This contract cannot be assigned without the agreement of both parties.

Signed:


/s/ Thomas L. Massie
Thomas L. Massie
Chairman and Chief Executive Officer
FOCUS ENHANCEMENTS, INC.


/s/ R. Jerry Falkner, CFA
R. Jerry Falkner, CFA
President
R. J. Falkner & Company, Inc.

Date:

Note:  Please retain one original  copy of this  contract for your records,  and
return one original copy to R. J. Falkner & Company, Inc.