Exhibit 10.257




                      ASSET AND WARRANT PURCHASE AGREEMENT



THIS  ASEET AND WARRANT PURCHASE AGREEMENT (the "Agreement") is made and entered
into  this  ___  day  of August, 2002, by and between EASTERN AIR LINES, INC., a
Delaware  corporation  ("Eastern")  and  MEGO  FINANCIAL  CORP.,  a  New  York
                         -------
corporation  ("Mego").
               ----


                                    RECITALS:
                                    ---------


WHEREAS,  Eastern  is  the  owner  of  100%  of  the  common stock of FareQuest;

WHEREAS, Eastern desires to sell, and Mego desires to purchase all of the assets
of  FareQuest  (the "FareQuest Assets"), pursuant to the terms and conditions of
this  Agreement;

WHEREAS, Eastern desires to retain a twenty percent (20%) interest in the future
business  opportunities  of FareQuest, and Mego desires to grant Eastern such an
interest;

WHEREAS, Eastern is the owner of 1,065,000 warrants on a split-adjusted basis in
ARINC  Incorporated,  pursuant  to a Warrant Agreement dated April 13, 1999 (the
"ARINC  Warrant  Agreement");

WHEREAS,  the  warrants  held  by  Eastern  in  ARINC are subject to all rights,
benefits  and  interests granted to Eastern pursuant to that Registration Rights
Agreement  dated April 13, 1999 (the "ARINC Registration Rights Agreement"); and

WHEREAS,  Eastern desires to sell, and Mego desires to purchase one and one-half
percent  (1.5%)  of  Eastern's  interest  in  the  ARINC  Warrants  (the  "ARINC
Warrants"),  pursuant  to  the  terms  and  conditions  of  this  Agreement.

     NOW, THEREFORE, in consideration of the mutual covenants and agreements set
forth  herein,  Eastern  and  Mego  agree  as  follows:

1.     Sale  of  the  FareQuest  Assets  and Warrants.  Subject to the terms and
       -----------------------------------------------
conditions  of  this  Agreement, at the Closing (as defined below), Eastern will
sell, transfer, convey and deliver to Mego, and Mego will purchase from Eastern,
the  FareQuest  Assets  and  the  ARINC  Warrants.

(a)     Such  sale  of  the FareQuest Assets shall include all of the following:

<PAGE>


     i.   All rights to the ATS license dated March 29, 2002 and license
          payments due thereunder (Exhibit 1);

     ii.  All definitive agreements and letters of intent by and between
          FareQuest and travel agents or other travel providers (Exhibit 2);

     iii. The URLs for FareQuest.com, FareQuest.net, FareQuest.biz and
          FareQuest.us (Exhibit 3);

     iv.  All of FareQuest's furniture, fixtures and equipment (Exhibit 4);


     v.   Software, copyrights, trademarks, or any other intellectual property
          (Exhibit 5);

     vi.  Such lease or contractual obligations as Mego determines to assume or
          acquire (Exhibit 6).

(b)     Such  sale  of  the  ARINC  Warrants shall include the sale, conveyance,
transfer  and  delivery  to  Mego of all right, title, interest and ownership of
15,975  ARINC  Warrants.  The  ARINC  Warrants  shall  be  subject  to all terms
conditions  and  restrictions set forth in the ARINC Warrant Agreement, which is
attached hereto as Exhibit 7, and the ARINC Registration Rights Agreement, which
is  attached  hereto  as  Exhibit 8, the terms of which are incorporated by
reference  herein.  Specifically,  Mego  agrees  to accept the assignment of the
ARINC  Warrants  and  agrees  to  be bound by Eastern's benefits and obligations
under the ARINC Warrant Agreement pursuant to Section 12(h) thereof as reflected
in the attached Exhibit 9.  In addition, Mego agrees to accept the assignment of
all  rights, benefits and obligations of the ARINC Registration Rights Agreement
and  shall  become a party to such Agreement pursuant to Section 3.6(c) thereof,
as  reflected  in  the  attached  Exhibit  9.

2.     Purchase  Price.  The  purchase  price for the FareQuest Assets and ARINC
       ----------------
Warrants  (the  "Purchase  Price")  shall  consist  of  the  following:

(a)     Mego  Shares.  At the Closing, Mego shall issue to Eastern 41,667 shares
        -------------
of  the  common  stock  of  Mego  (the  "Mego  Shares").  Mego  shall  have  the
obligation,  under  certain  circumstances,  to cause the registration under the
Securities  Act  of  the  shares  received by Eastern, pursuant to the terms and
conditions  of a registration rights agreement in the form of Exhibit 10 to this
Agreement  (the  "EAL  Registration  Rights  Agreement"),  for  the  stock to be
registered  on  or  before  December  31,  2002.

(b)     Carried  Interest.  Mego  agrees to grant Eastern a twenty percent (20%)
        ------------------
carried  interest  in  the  results  of  FareQuest's  operations  and/or  the
consummation  of  any subsequent disposition of the FareQuest business or assets
to an unrelated third party (the "Carried Interest").  The Carried Interest will
be  represented  by a warrant exercisable immediately by Eastern for 20% of
the  Mego-FareQuest shares (the "Mego-FareQuest Warrant"), in the form set forth
in  the  attached  Exhibit  11.  The  Carried  Interest  and  representative
Mego-FareQuest  Warrant  may  be  adjusted  in  the  following  circumstances:

     i.   The Carried Interest will be reduced to seventeen percent (17%) in the
          event that Mego expends $400,000 or more to complete the technology
          development of FareQuest.

<PAGE>


     ii.  The Carried Interest will be further reduced to fifteen percent (15%)
          in the event that Mego expends $800,000 or more to complete the
          technology development of FareQuest.

3.     Repurchase  of  Carried  Interest.
       ----------------------------------

(a)     Mego  may  acquire the Carried Interest at any time during the 24 months
immediately following the sixth month after the Closing, at the then fair market
value,  as  determined  by  a  mutually agreed third party appraiser, or as
otherwise determined to the satisfaction of both parties.  The fair market value
may  be  satisfied  through  delivery  of  an equivalent value in number of Mego
common  stock,  as determined based upon the 10 day average of Mego common stock
during  the  10 days prior to the notice of Mego's intent to acquire the carried
interest  (the  "Carried  Interest  Repurchase  Shares").

(b)     In  the event Mego elects to acquire the Carried Interest utilizing Mego
common  equity, Mego shall register such shares within ninety (90) days from the
date  of  the election.  The Carried Interest Repurchase Shares shall be subject
to the same Registration Rights Agreement governing the Mego Shares and appended
hereto  as  Exhibit  9.

4.     Eastern  Put  Option.
       ---------------------

(a)     Eastern  may  require  Mego  to acquire the Carried Interest at any time
after  six  months  from  the Closing of the Agreement, for an exercise price of
$200,000  (the  "Put  Option").  Eastern  shall  receive  Mego common stock, the
number  of  shares  of which is based upon the 10 day moving average stock price
for the 10 days immediately preceding Eastern's notice of intent to exercise the
Put  Option  (the  "Put  Option Shares").  Alternatively, Mego may elect to
satisfy  the  Put  Option by surrendering its ARINC Warrant Interest to Eastern,
unless  the  Warrant  has  been previously exercised, in place of the Put Option
Shares.

(b)     In the event Mego elects to satisfy the Put Option utilizing Mego common
equity,  Mego  shall  register such shares within ninety (90) days from the
date  of  the  election.  The  Put  Option  Shares  shall be subject to the same
Registration  Rights  Agreement governing the Mego Shares and appended hereto as
Exhibit  9.

5.     Closing.  The  closing of the transactions contemplated by this Agreement
       --------
(the  "Closing")  will  occur  at  the offices of Eastern in Miami on August __,
       -------
2002,  or  such  other time, place and date which are mutually acceptable to the
parties  (the "Closing Date").  At the Closing, Eastern will deliver to Mego the
               ------------
FareQuest  Assets  as  well as all financial books and records of FareQuest, and
Mego  shall  execute and deliver to Eastern the certificates evidencing the Mego
Shares  and  the  Mego  Registration  Rights  Agreement.

6.     Representations,  Warranties  and  Covenants  of  Eastern.  Eastern
       ----------------------------------------------------------
represents,  warrants  and  covenants  to  Mego  as  follows:

<PAGE>


(a)     Corporate  Organization.  Eastern  is  a  corporation  duly  organized,
        ------------------------
validly  existing  and in good standing under the laws of the State of Delaware,
with  the  corporate  power to own its properties and to conduct its business as
presently  conducted.

(b)     Authorization.  Eastern  has  full  legal  right, power and authority to
        --------------
enter  into and perform this Agreement, and the execution and delivery hereof by
Eastern  and  the consummation of the transactions contemplated hereby have been
duly  authorized by all required corporate action of Eastern. This Agreement has
been  duly  executed  and delivered on behalf of Eastern and constitutes a valid
and binding agreement of Eastern, enforceable against Eastern in accordance with
     its  terms,  subject  to  applicable  bankruptcy, insolvency and other laws
affecting  the  enforceability  of  creditors  rights  generally.

(c)     Approvals.  No  governmental  or  other  authorization, approval, order,
        ----------
license,  permit, franchise or consent, and no registration, declaration, notice
or  filing  by Eastern with any governmental authority (including the bankruptcy
court  with  jurisdiction  over the estate of Eastern) is required in connection
with  the  execution,  delivery  and  performance  of this Agreement by Eastern.

(d)     Absence  of  Conflicting  Agreements,  Etc.  Neither  the  execution and
        -------------------------------------------
delivery  of  this  Agreement,  nor  the  consummation  of  the  transactions
contemplated  hereby,  will  conflict  with  or result in a breach of any of the
terms,  conditions  or provisions of the Certificate of Incorporation or By-laws
of  Eastern or of any agreement or instrument to, which Eastern is a party or by
which Eastern or any of its property is bound, or constitute a default under any
of  the foregoing, or violate any law, rule, regulation, judgment or decree
by  which  Eastern  or  any  of  its  property  is  bound.

(e)     Ownership  of  Assets.  Eastern  is  the  sole  and  exclusive legal and
        ----------------------
equitable  owner  of  and  has  good  and marketable title to the ARINC Warrants
described in Exhibit 7 to this Agreement and such Warrants are free and clear of
all  encumbrances  unless otherwise indicated herein.   No Person or Entity
has  an  option  to purchase, right of first refusal or other similar right with
respect  to  all  or  any  part  of  the  ARINC  Warrants.

(f)     Litigation.  There  is  no  action,  suit,  proceeding  or investigation
        -----------
pending  or,  to  the  knowledge of Eastern currently threatened against Eastern
that  questions  the  validity  of  this  Agreement  or  any  other  agreement
contemplated  by  this  Agreement,  or  the  right of Eastern to enter into such
agreements  or  to  consummate  the  transactions  contemplated  hereby.

(g)     Audit.  The  FareQuest  operating results for 2001 were subject to audit
        ------
as  part  of  the audit of Eastern's consolidated 2001 operating results, and to
the  best of Eastern's knowledge the audit determined that FareQuest's operating
results  were  fairly  stated  in  all  material  respects.

7.     Representations,  Warranties  and  Covenants  of  FareQuest.  FareQuest
       ------------------------------------------------------------
represents,  warrants  and  covenants  to  Mego  as  follows:


<PAGE>


(a)     Corporate  Organization.  FareQuest  is  a  corporation  duly organized,
        ------------------------
validly  existing  and in good standing under the laws of the State of Delaware,
with  the  corporate  power to own its properties and to conduct its business as
presently  conducted.

(b)     Authorization.  FareQuest  has  full legal right, power and authority to
        --------------
enter  into and perform this Agreement, and the execution and delivery hereof by
FareQuest and the consummation of the transactions contemplated hereby have been
duly  authorized  by  all  required  corporate  action  of  FareQuest. This
Agreement  has  been  duly  executed  and  delivered  on behalf of FareQuest and
constitutes  a  valid  and  binding  agreement of FareQuest, enforceable against
FareQuest  in  accordance  with  its  terms,  subject  to applicable bankruptcy,
insolvency  and  other  laws  affecting  the  enforceability of creditors rights
generally.

(c)     Approvals.  No  governmental  or  other  authorization, approval, order,
        ----------
license,  permit, franchise or consent, and no registration, declaration, notice
or filing by FareQuest with any governmental authority is required in connection
with  the  execution,  delivery  and  performance  of  this  Agreement  by
FareQuest.

(d)     Absence  of  Conflicting  Agreements,  Etc.  Neither  the  execution and
        -------------------------------------------
delivery  of  this  Agreement,  nor  the  consummation  of  the  transactions
contemplated  hereby,  will  conflict  with  or result in a breach of any of the
terms,  conditions  or provisions of the Certificate of Incorporation or By-laws
of FareQuest or of any agreement or instrument to, which FareQuest is a party or
     by which FareQuest or any of its property is bound, or constitute a default
under  any  of  the foregoing, or violate any law, rule, regulation, judgment or
decree  by  which  FareQuest  or  any  of  its  property  is  bound.

(e)     Ownership  of  Assets.  FareQuest  is  the  sole and exclusive legal and
        ----------------------
equitable  owner of and has good and marketable title to the assets described in
Section  1(a)  and Exhibits 1-6 to this Agreement and such Warrants are free and
clear  of  all  encumbrances  unless  otherwise indicated herein.   No Person or
Entity  has an option to purchase, right of first refusal or other similar right
with  respect  to  all or any part of the FareQuest Assets.  All of the personal
property  of  FareQuest used in the operation of its business is in good working
order  and repair, ordinary wear and tear excepted, and is suitable and adequate
for  the  uses  for  which  it  is  intended  or  is  being  used.

(f)     Litigation.  There  is  no  action,  suit,  proceeding  or investigation
        -----------
pending or, to the knowledge of FareQuest currently threatened against FareQuest
that  questions  the  validity  of  this  Agreement  or any other agreement
contemplated  by  this  Agreement,  or the right of FareQuest to enter into such
agreements  or  to  consummate  the  transactions  contemplated  hereby.

(g)     Audit.  The  FareQuest  operating results for 2001 were subject to audit
        ------
as  part  of  the audit of Eastern's consolidated 2001 operating results, and to
the  best  of  FareQuest's  knowledge  the  audit  determined  that  FareQuest's
operating  results  were  fairly  stated  in  all  material  respects.


<PAGE>

8.     Representations,  Warranties  and  Covenants  of  Mego.  Mego represents,
       -------------------------------------------------------
warrants  and  covenants  to  Eastern  as  follows:

(a)     Corporate  Organization.  Mego  is a corporation duly organized, validly
        ------------------------
existing  and in good standing under the laws of the State of New York, with the
corporate  power  to own its properties and to conduct its business as presently
conducted.

(b)     Authorization.  Mego  has full legal right, power and authority to enter
        --------------
into  and  perform  this  Agreement  and  each of the Exhibits to this Agreement
(collectively,  the  "Transaction  Documents"),  and  the execution and delivery
                      ----------------------
thereof  by  Mego  and the consummation of the transactions contemplated thereby
have  been  duly  authorized  by  all  required  corporate action of Mego.  This
Agreement  has  been duly executed on behalf of Mego and constitutes a valid and
binding  agreement  of  Mego,  enforceable  against  Mego in accordance with its
terms,  subject to applicable bankruptcy insolvency and other laws affecting the
enforceability  of  creditors  rights  generally.

(c)     Approvals.  No  governmental  or  other  authorization, approval, order,
        ----------
license,  permit, franchise or consent, and no registration, declaration, notice
of filing by Mego with any governmental authority is required in connection with
the  execution,  delivery  and  performance of this Agreement and the other
Transaction  Documents  (except  as  specified  in  the  Registration  Rights
Agreement).

(d)     Absence  of  Conflicting  Agreements,  Etc.  Neither  the  execution and
        -------------------------------------------
delivery  of  this  Agreement  and  the  other  Transaction  Documents,  nor the
consummation  of the transactions contemplated hereby and thereby, will conflict
with  or result in a breach of any of the terms, conditions or provisions of the
Certificate  of  Incorporation  or  By-laws  of  Mego  or  of  any  agreement or
instrument  to  which Mego is a party or by which Mego or any of its property is
bound,  or  constitute a default under any of the foregoing, or violate any law,
rule,  regulation,  judgment  of  decree by which Mego or any of its property is
bound.

(e)     Litigation.  There  is  no  action,  suit,  proceeding  or investigation
        -----------
pending  or  to  the  knowledge  of Mego, currently threatened against Mego that
questions the validity of this Agreement or any other agreements contemplated by
this  Agreement,  or  the right of Mego to enter into such agreements or to
consummate  the  transactions  contemplated  hereby  or  thereby.

9.     Conditions  to  Closing.
       ------------------------

(a)     The  obligation  of  Mego to consummate the transactions contemplated by
this  Agreement is subject to the fulfillment and satisfaction of each and every
one of the following conditions on or prior to the Closing, any or all which may
be  waived  in  whole  or  in  part  by  Mego:

(1)     The  representations  and  warranties  of  both  Eastern  and  FareQuest
contained  in  this Agreement shall be true and correct in all material respects
as  of  the date when made and shall be deemed to be made again at and as of the
Closing  Date and shall be true at and as of such time in all material respects.


<PAGE>

(2)     Eastern and FareQuest shall have performed and complied, in all material
 respects,  with all agreements and conditions required by this Agreement to
be  performed  and  complied  with  by  it  prior  to  or  on  the Closing Date.

(3)     Eastern  and  FareQuest  shall  have  delivered  the  FareQuest  Assets.

(4)     Eastern  shall  have  delivered documents evidencing the ARINC Warrants.

     (b)  The  obligation of Eastern to consummate the transactions contemplated
by  this  Agreement  are subject to the fulfillment and satisfaction of each and
every  one of the following conditions on or prior to the Closing, any or all of
which  may  be  waived,  in  whole  or  in  part,  by  Eastern:

(1)     The  representations  and warranties of Mego contained in this Agreement
shall be true and correct in all material respects when made and shall be deemed
     to  be made again at and as of the Closing Date and shall be true at and as
of  such  time  in  all  material  respects.

(2)     Mego  shall  have  performed  and  complied  with  all  agreements  and
conditions  required  by this Agreement to be performed or complied with by Mego
prior  to  or  on  the  Closing  Date.

(3)     Mego shall have executed and delivered the stock certificates evidencing
     the  Mego  Shares,  the  EAL  Registration  Rights  Agreement  and  the
Mego-FareQuest  Warrants.

10.     Termination.
        ------------

(a)     This Agreement may be terminated at any time on or prior to the Closing:

(1)     by  mutual  consent  of  Eastern  and  Mego;  or

(2)     at  the  election  of Mego if:  (aa) Eastern or FareQuest has materially
breached  or  failed  to  perform  or  comply  with  any of its representations,
warranties,  covenants  or  obligations under this Agreement, or (bb) any of the
conditions  set  forth  in Section 9(a) is not satisfied as and when required by
this  Agreement.

(3)     at  the  election  of  Eastern,  if (aa) Mego has materially breached or
failed  to  perform  or  comply  with  any  of  its representations, warranties,
covenants and obligations under this Agreement or (bb) any of the conditions and
proceedings set forth in Section 9(b) is not satisfied as and when required
by  this  Agreement.  or  (cc) if the Closing has not been consummated by August
___,  2002.


<PAGE>


(b)     Written  notice  of any termination pursuant to this Section 10 shall be
given by the party electing termination of this Agreement to the other party and
such  notice  shall  state  the  reason  for  the  termination.  Upon  the
termination  of  this  Agreement  prior  to  the  consummation of the Closing in
accordance  with the terms hereof, this Agreement shall become null and void and
have  no  effect,  and none of the parties shall have any liability to the other
except  that:

          (1)  if  Eastern refuses to close, or otherwise intentionally breaches
     any  of  its representations, warranties and covenants hereunder, then Mego
     shall  have  the  right to pursue any and all remedies available at law and
     equity,  including  the  remedy  of  specific  performance;  and

          (2)  if Mego refuses to close, or otherwise intentionally breaches any
     of  its representations, warranties or covenants under this Agreement, then
     Eastern  shall  have  the right to pursue any and all remedies available at
     law  and  equity,  including  the  remedy  of  specific  performance.

11.     Break-Up  fee.  If  this  agreement  shall  be Terminated due to another
        --------------
offer  received  by  Eastern  under  which  Eastern  shall receive consideration
greater than the Purchase Price, upon subsequent execution of the agreement made
by  the competing purchaser, Eastern shall become obligated to pay Mego the
sum  of  $50,000  in immediately available funds.  Such payment shall be made no
later than three days after such transaction's consummation, in consideration of
the  time  and  expense  incurred  by  Mego  in  association  with this proposed
transaction.

12.     Miscellaneous.
        --------------

(a)     Expenses.  Each  of  the parties hereto shall bear and pay all costs and
        ---------
expenses  incurred  by  it  or on its behalf in connection with the transactions
contemplated  hereunder,  including  fees  and  expenses  of  its  own financial
consultants,  investment  bankers,  accountants  and  counsel.

(b)     Waiver  and Amendment.  Any provision of this Agreement may be waived at
        ----------------------
any  time by the party that is entitled to the benefits of such provision.  This
Agreement  may not be modified, amended, altered or supplemented except upon the
execution  and  delivery  of a written agreement executed by the parties hereto.

(c)     Entire  Agreement: Severability.  This Agreement and the exhibits hereto
        --------------------------------
constitute  the  entire  agreement  and  supersede  all  prior  agreements  and
understandings,  both  written and oral, between the parties with respect to the
subject  matter hereof.  If any term, provision, covenant or restriction of this
Agreement  is  held  by  a court of competent jurisdiction or a federal or state
regulatory  agency  to  be  invalid, void or unenforceable, the remainder of the
terms,  provisions, covenants and restrictions of this Agreement shall remain in
full  force and effect and shall in no way be affected, impaired or invalidated.


<PAGE>

(d)     Governing  Law.  This  Agreement  shall  be  governed  and  construed in
        ---------------
accordance  with  the  laws  of  the  State  of  New  York without regard to any
applicable  conflicts  of  law  rules.

(e)     Descriptive Headings.  The descriptive headings contained herein are for
        ---------------------
     convenience  of  reference only and shall not affect in any way the meaning
or  interpretation  of  this  Agreement.

(f)     Notices.  All  notices  and  other  communications hereunder shall be in
        --------
writing  and  shall  be  deemed  given if delivered personally, telecopied (with
confirmation)  or  mailed  by  registered  or  certified  mall  (return  receipt
requested)  to  the parties at the following addresses (or at such other address
for  a  party  as  shall  be  specified  by  like  notice):


If  to  Mego  to:
-----------------
Mego  Financial  Corp.
4310  Paradise  Road
Las  Vegas,  Nevada  89109
Attn:  Edward  J.  Wegel
Facsimile:  (702)  369-4398


With  a  copy  to:
------------------
Jon  A.  Joseph
3960  Howard  Hughes  Center
Suite  850
Las  Vegas,  NV  89109

If  to  Eastern  to:
--------------------
1221  Brickell  Avenue
Suite  1780
Miami,  Florida  33131
Attn:  John  Sicilian,  Esq.
Facsimile:  (305)  536-2243

With  a  copy  to:
------------------
1221  Brickell  Avenue
Suite  1780
Miami,  Florida  33131
Attn:  Ronald  T.  Bevans  Jr.,  Esq.
Facsimile:  (305)  536-1018

(g)     Counterparts.  This  Agreement and any amendments hereto may be executed
        -------------
in  counterparts,  each  of which shall be considered one and the same agreement
and  shall  become  effective when both counterparts have been signed by each of
the  parties  and  delivered  to  the other party, it being understood that both
parties  need  not  sign  the  same  counterpart.


<PAGE>

(h)     Further  Assurances.  The  parties  shall  execute and deliver all other
        --------------------
documents  and  instruments  and  take  all  other action that may be reasonably
necessary  in  order  to  consummate  the  transactions  contemplated  by  this
Agreement.

(i)     Specific  Performance.  The parties hereto agree that this Agreement may
        ----------------------
be  enforced by either party through specific performance, injunctive relief and
other  equitable relief. Both parties further agree to waive any requirement for
the securing or posting of any bond in connection with the obtaining of any such
equitable  relief and that this provision is without prejudice to any other
rights  that  the  parties  hereto  may  have  for  any  failure to perform this
Agreement.

(j)     Successors  and Assigns.  This Agreement shall be binding upon and shall
        ------------------------
inure  to  the  benefit  of and be enforceable by and against the successors and
assigns  of  the  parties  hereto.

(k)     Survival  of  Representations,  Warranties  and  Agreements.  All
        ------------------------------------------------------------
representations,  warranties, covenants and agreements made herein shall survive
the  Closing.

(l)     Brokers  and Finders.  Neither Mego nor Eastern has engaged or otherwise
        ---------------------
dealt  with  any person or entity in any manner which might give rise to a claim
against the other party hereto for any commission, fee or payment of any kind to
any broker, finder or other agent and each party hereto shall indemnify the
other  against  any  such  claim  or  expense  associated  therewith,  including
attorneys'  fees.

(m)     Public Announcements.  Other than as may be required by law, no party to
        ---------------------
this  Agreement  will make any public announcements regarding the execution
of  this  Agreement or its terms without the prior written approval of the other
party.

     IN  WITNESS WHEREOF, Eastern and Mego have caused this Agreement to be duly
executed  as  of  the  day  and  year  first  above  written.


                                   EASTERN  AIR  LINES,  INC.

                         By: _________________________________

                         Name: _______________________________

                         Its: ________________________________



<PAGE>

                                   FAREQUEST,  INC.

                         By: _________________________________

                         Name: _______________________________

                         Its: ________________________________


                                MEGO  FINANCIAL  CORP.

                         By: _________________________________

                         Name: _______________________________

                         Its: ________________________________

<PAGE>