EXHIBIT 10.6

                                MERGER AGREEMENT

         THIS MERGER AGREEMENT ("Agreement") is made and entered into as of the
19th day of October, 1998 by and between Oasis Resorts International Inc.,
a Nevada corporation (hereinafter "Oasis"), and Flexweight Corporation, a Kansas
corporation ("Flexweight"). Oasis and Flexweight are hereinafter sometimes
referred to collectively as the "Constituent Corporations."

         WHEREAS, Flexweight is a privately-held company;  and,

         WHEREAS, Oasis is a recently formed privately-held Nevada corporation;
and,

         WHEREAS, the Boards of Directors of Flexweight and Oasis have
determined that it is advisable that Flexweight merge with and into Oasis, and
that the shareholders of Flexweight exchange their shares of the capital stock
of Flexweight for shares of the capital stock of Oasis.  The transaction
contemplated hereby is hereinafter referred to as the "Merger";  and,


         WHEREAS, the Constituent Corporations desire to enter into and adopt
this Merger Agreement for the purpose of setting forth certain terms and
provisions that will govern the Merger and to consummate the Merger as a "change
in domicile merger" in accordance with the provisions of Section 368 (a)(2)(F)
of the Internal Revenue Code of 1986, as amended (the "Code");  and,

         WHEREAS, the principal purpose of the Merger is to effectuate a change
in corporate domicile from Kansas to Nevada.

         NOW, THEREFORE, in consideration of the agreements hereinafter set
forth, in accordance with the business corporation law of the State of Nevada
and the State of Kansas, and for the purpose of setting forth the terms and
conditions of the Merger, the mode of completing the Merger, and the manner of
converting the shares of the capital stock of Flexweight into shares of capital
stock of Oasis, the parties agree as follows:

1.    The Reorganization

      1.1      The Effective Time.  The Merger shall be accomplished by filing
               appropriate articles of merger with the Secretary of State of the
               State of Nevada and the Secretary of State of the State of Kansas
               in the form provided for by the business corporation laws of such
               States as soon as practicable after execution of this Merger
               Agreement.  The term "Effective Time" shall mean the time at
               which all necessary Certificates of Merger have been issued by
               the Secretary of State of the State of Nevada and the Secretary
               of State of the State of Kansas.
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      1.2      Manner of Merger.  At the Effective Time, Flexweight shall be
               merged into Oasis,  which shall be the corporation that survives
               the Merger.  The corporate existence of Oasis with all its
               purposes, powers and objects shall continue unaffected and
               unimpaired by the Merger; and, as the corporation surviving the
               Merger, Oasis shall be governed by the laws of the State of
               Nevada and shall succeed to all rights, assets,  liabilities and
               obligations of Flexweight, as provided in the business
               corporation laws of the State of Kansas. The separate existence
               and corporate organizations of Oasis and Flexweight shall cease
               at the Effective Time, and thereafter Oasis shall continue as
               Oasis under the laws of the State of Nevada under the new name of
               Oasis Resorts International Inc., a Nevada corporation.  All the
               property, real, personal, and mixed, and all debts of other
               obligations due to Flexweight, shall be transferred to and shall
               be vested in Oasis, without further act or deed, as provided in
               the business corporation laws of the States of Nevada and Kansas.

      1.3      Articles of Incorporation and Bylaws of Oasis.

               (a)   At the Effective Time, the Articles of Incorporation, as
                     amended, and By-Laws of Oasis, copies of which are attached
                     hereto as Exhibits "A" and "B" respectively, and
                     incorporated herein by reference, shall become the
                     surviving Articles and By-Laws of the Constituent
                     Corporations.

               (b)   The directors and officers of Oasis as of the Effective
                     Time shall be the directors and officers of Flexweight,
                     until their successors shall have been elected and
                     qualified, or as otherwise provided by the General
                     Corporation Law of the State of Nevada and in the Bylaws
                     of Oasis.  If at the Effective Time a vacancy exists in the
                     Board of Directors or in any of the offices of Oasis, such
                     vacancy shall thereafter be filled in the manner provided
                     in the Bylaws of Oasis.

      1.4      Status and Conversion of Shares.  The manner of converting the
               shares of capital stock of Flexweight outstanding immediately
               prior to the Merger into shares of common stock of Oasis shall be
               as follows:

               (a)    At the Effective Time, each share of the issued and
                      outstanding $0.10 par value common stock of Flexweight
                      shall, by virtue of the Merger and without any action on
                      the part of the holder thereof, become and be converted
                      into one (1) share of the $.001 par value common stock of
                      Oasis.

               (b)    Any shares of the capital stock of Flexweight held in
                      treasury as of the Effective Time shall become an equal
                      number of shares held in the treasury of Oasis.
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               (c)    After the Effective Time, each holder of a certificate or
                      certificates theretofore representing outstanding shares
                      of the capital stock of Flexweight may surrender such
                      certificate or certificates to such agent or agents as
                      shall be appointed by Oasis (the "Exchange Agent"), and
                      shall be entitled to receive in exchange therefor a
                      certificate or certificates representing the number of
                      whole shares of capital stock of Oasis into which the
                      shares of capital stock of Flexweight theretofore
                      represented by the certificates so surrendered have been
                      converted.

               (d)    If any certificate evidencing shares of the capital stock
                      of Flexweight is to be issued in a name other than the
                      name in which the certificate surrendered is registered,
                      the certificate so surrendered shall be properly endorsed
                      and shall otherwise be in proper form for transfer.  The
                      person requesting the transfer shall pay to the Exchange
                      Agent any transfer or other fees or taxes required by
                      reason of the issuance of a certificate in name other than
                      that of the registered holder of the certificate
                      surrendered.

               (e)    Oasis may, without notice to any person, terminate all
                      exchange agencies at any time after 120 days following the
                      Effective Time.  After such termination,  all exchanges,
                      payments and notices provided for in this Agreement to be
                      made to or by the Exchange Agent shall be made to or by
                      Oasis or its agent.

               (f)    On or before October 19, 1998, notice of the proposed
                      merger will be given to all shareholders of record of
                      Flexweight, and such holders of a majority of the
                      outstanding shares of the $0.10 par value common stock,
                      representing all classes of capital stock of Flexweight
                      entitled to vote on and approve or reject the Merger.  In
                      such Notice to Shareholders, all Flexweight shareholders,
                      shall be made aware of any dissenter's rights under Kansas
                      law and, in particular, that they will have waived any
                      dissenter's rights under the Business Corporation Act of
                      the State of Kansas by voting in favor of such merger.

               (g)    The sole share of $.001 par value common stock of Oasis
                      owned by Flexweight shall be canceled as of the Effective
                      Time and shall not thereafter be issued or outstanding.
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2.    Miscellaneous

       2.1    Amendments.  This Merger Agreement may be amended with the
              approval of the Boards of Directors of the Constituent
              Corporations at any time before or after the approval hereof by
              their respective shareholders, but after any such approval no
              amendment shall be made that substantially and adversely changes
              the terms hereof as to any party without the approval of the
              shareholders of such party.

       2.2    Extension; Waiver.  At any time before the Effective Time, the
              Board of Directors of either of the Constituent Corporations may
              (a) extend the time for the performance of any of the obligations
              or other acts of another party hereto, or (b) waive compliance by
              another party with any of the agreements or conditions contained
              herein.  Any such extension or waiver shall be valid only if set
              forth in an instrument in writing duly executed and delivered on
              behalf of such party.

              IN WITNESS WHEREOF, the Constituent Corporations have executed
this Merger Agreement as of the day and year first above written.

                                           "Oasis"
                                           Oasis Resorts International Inc.,
                                           a Nevada corporation



                                           By: /s/    Fred G. Luke
                                           Name:      Fred G. Luke
                                           Title:     President

                                           "Flexweight"
                                           Flexweight Corporation,
                                           a Kansas corporation



                                           By:  /s/   Walter G. Sanders
                                           Name:      Walter G. Sanders
                                           Title:     President/CEO