Exhibit 10.18  Portions of this exhibit have
been omitted pursuant to a request for confidential treatment filed with the
Securities and Exchange Commission. The omissions have been indicated by (***),
and each page containing confidential information is footnoted with the phrase FOIA
Confidential Treatment. The omitted text has been filed separately with the
Securities Exchange Commission.  From:
  Ronagold
  LimitedBedford
  House69-79 Fuham
  High StreetLondon SW6
  3JWTo:
  19 Recordings Limited33 Ransomes Dock35-37 Parkgate RoadLondon SW11 4NP  14
October, 2004  Dear Sirs:  Pop Idol/Idols  We refer to the option agreement between you and us dated 8 February
2002 (the Agreement).  In consideration of the sum of one pound (£l) now paid by us to you and
the mutual promises contained herein you and we have mutually agreed to vary
the Agreement as follows:-  1.INTENTIONALLY
DELETED  2.Clause 3.1 of
the Agreement shall be deemed amended with effect from the date of signature thereof
by the deletion from the seventh line of the words BMG/Bertelsmann group of
companies and the substitution therefor of the words Sony BMG Music
Entertainment group of companies or such groups customary licensee in the
Relevant Territory.  3.19 consents to
*** being present at recording sessions in addition to the representative of
the US Licensee pursuant to clause 3.2 of the US Licence attached to the
Agreement as Exhibit A. Ronagold shall obtain the consent of the US Designee to
the presence of  *** at such recording
sessions.  4.(a)           It
is agreed that BMG Records Africa PTY Limited (BMG Africa) has been
designated by Ronagold as the ROW Designee in respect of the first and second
Series for the Relevant Territory of South Africa.  (b)Ronagold
agrees that BMG Africa shall have the right to make up to two recordings by
each of the 11 Finalists of the first and second Series in South Africa (making
a total of up to 22 recordings in respect of each Series) for release as Idols
compilation albums, the first of which was released in South Africa on 11th
July 2002. The recordings shall be treated as Override Masters and the
compilation albums shall be treated as albums of Override Masters. Ronagold


agrees to procure that BMG Africa pays to 19
on Ronagolds behalf an advance of £*** in relation to each such compilation
album (to the extent not already paid prior to the date hereof) and Ronagold
shall account and, subject to recoupment of the said advance, pay Override
Royalties to 19 calculated at the rates set out in paragraph Al of Schedule 2
to the Agreement on all sales of the said compilation albums. For the avoidance
of doubt, Ronagolds liability to pay Override Royalties to 19 in respect of
records embodying the said albums shall be limited to the foregoing sentence,
so that Ronagold shall not be liable to pay 19 a double royalty in respect
thereof.  (c)Ronagold
agrees to procure the payment by BMG Africa of an advance of ZAR *** to the
Winner of the Competition within 14 days after the final episode of the first
Series. 19 acknowledges that Ronagold has complied with the said obligation.
Ronagold agrees to procure the payment by BMG Africa (if not already made prior
to the date hereof) of an advance of ZAR *** (less ZAR *** payable to the
management designee in South Africa) to the Winner of the Competition within 14
days after the final episode of the second Series.  5.(a)It
is agreed that BMG Poland Ltd (BMG Poland) shall be the ROW Designee in
respect of the first, second and third Series for the Relevant Territory of
Poland.  (b)19
agrees that BMG Poland shall have the right to make up to two recordings by
each of the 10 Finalists of each Series in Poland (making a total of up to 20
recordings in respect of each Series) for release on Idols compilation
albums, the first of which was released in Poland in August 2002. The
recordings shall be treated as Override Masters and each compilation shall be
treated as an album of Override Masters. Ronagold agrees to procure that BMG
Poland pays to 19 on Ronagolds behalf an advance of £*** within 14 days after
the date hereof in relation to the compilation album for the first Series
(receipt of which is hereby acknowledged) and Ronagold shall account for and,
subject to recoupment of such advance, pay Override Royalties to 19 at the
rates set out in paragraph Al of Schedule 2 to the Agreement on all sales of
the compilation albums. There shall be no advance for the compilation album for
the second Series. For the avoidance of doubt, Ronagolds liability to pay
Override Royalties to 19 in respect of records embodying the said albums shall
be limited to the foregoing sentence, so that Ronagold shall not be liable to
pay 19 a double royalty in respect thereof.  (c)INTENTIONALLY
DELETED.  6.(a)In
Clause 3.3 the second sentence (beginning The form of .. and ending 
country concerned) shall be deemed deleted in respect of Series commencing
after the date of signature hereof and replaced with:  
 *** FOIA Confidential Treatment


Ronagold
shall ensure that the form of and terms contained in the Recording Agreements
shall comply with clause 3.18 below but Ronagold shall not be in breach of the
Agreement if its choice as to the Local Record Company refuses to contract on
all such terms.  (b)A
new clause 3.18 shall be deemed added to the Agreement in respect of recording
agreements entered into after the date of signature hereof in the following
terms:  3.18
The Recording Agreement to be entered into by the Winning Artist and any Finalist
pursuant to clause 3.3 above:  (i)shall
be based on the ROW Designees usual exclusive recording agreement;  (ii)shall
provide for an initial firm recording commitment of a minimum of one album;  (iii)shall
provide for advances, creative controls, royalties and approvals commensurate
with such terms available in ROW Designees agreements to an artist who has
already had one platinum selling album prior to signature in the country
concerned;  (iv)shall
provide a commitment to release the first album in the country concerned within
a reasonable time following delivery of the completed album;  (v)shall
not attempt to obtain any merchandising (it being acknowledged and agreed that
for the purposes of this sub-clause (v) the term merchandising shall exclude
so-called electronic merchandising e.g. ringtones whether they do or do not
embody master recordings), sponsorship, advertising or endorsement rights from
the artist concerned;  (vi)shall
not restrict the artists ability to perform live concerts (provided no
recording of such concert is to be made by any party whatsoever (including but
not limited to 19 and any other company within the 19 group of companies) other
than the ROW Designee and other than to satisfy local series TV broadcast obligations
(but not in any event on a pay-per-view basis or subscription basis));  (vii)shall
not attempt to obtain the songwriting services of the artist, obtain assignment
or licence of rights in musical compositions written by the artist (other than
normal warranties concerning so-called controlled compositions) or require
the artist to grant such rights to any third party;  (viii)shall
PROVIDED ALWAYS THAT 19 have served the relevant notice upon Ronagold pursuant
to sub-clause 3.2 above be supplied to 19


promptly following 19s request therefor
solely in order to enable 19 to check that the same complies with this
sub-clause 3.18; and  (ix)shall
be executed by the ROW Designee promptly following execution of the agreement
by each Finalist.  7.In the first
line of clause 3.4 of the Agreement the word BMG shall be deemed deleted with
effect from signature of the Agreement and replaced with the word Ronagold.  8.(a)In
the event that Ronagold exercises its option to be the Local Record Company in
respect of the Third Series in the Relevant Territory of the United Kingdom
pursuant to clause 4.12 of the Agreement, 19 hereby grants to Ronagold an
exclusive irrevocable option (the Third Series Compilation Option) to enter
into a licence agreement with 19 for the Third Series compilation album and any
and all proposed single releases (Group Singles) embodying recordings by
predominantly all of the Finalists (Group Recordings). 19 shall not make more
than one such compilation album in relation to the Third Series without
Ronagold s prior written consent.  (b)Ronagold
shall have the right to exercise the Third Series Compilation Option pursuant
to sub-clause 8(a) above by notice in writing served on 19 within 21 days after
receipt by Ronagold of notice from 19 complying with the provisions of
sub-clause (c) below confirming:  (i)that
19 intends to make a compilation album (and, if applicable, one or more Group
Recordings) featuring recordings by the Finalists of the Third Series in the
Relevant Territory of the United Kingdom;  (ii)19s
bona fide estimate of the recording costs and the producer advances to be
incurred by 19 in making the compilation album (and any applicable Group
Recordings) (which the parties do not intend should exceed £*** per track in
aggregate);  (iii)the
bona fide amount payable directly to the Finalists by way of advances against
royalties in respect of tracks for the compilation album (and any Group
Recordings);  (iv)the
proposed release date(s);  (v)the
proposed track listing(s);  (vi)any
restriction upon, or dilution of, the Artist Rights (as defined in sub-clause
(c) below.  
 *** FOIA Confidential Treatment


(c)19
shall serve such notice no earlier than seven (7) days after broadcast in the
UK of the first programme following selection of all of the Finalists, and no
later than six (6) weeks prior to the broadcast in the UK of the last programme
in the series (the period between the said two (2) dates being hereinafter
referred to as the Notice Period)). 19 shall use its commercial endeavours to
secure from the Finalists the necessary rights to enable 19 to enter into the
applicable compilation album licence agreement with Ronagold (the Artist
Rights).  If 19 is unable to secure the
Artist Rights, 19 shall notify Ronagold to that effect within the Notice
Period, and if 19 (prior to, during or after the Notice Period) acquires the
Artist Rights it shall then serve a notice on Ronagold in accordance with
sub-clause (b) above and Ronagold shall have the Third Series Compilation Album
Option on the terms set out above. If Ronagold exercises its option pursuant to
sub-clause 8(a) above, 19 and Ronagold will promptly thereafter execute an
agreement (the Third Series Compilation Licence) on the terms contained in
the agreement of even date herewith between 19 and Ronagold regarding the
compilation album for the second Series in the United Kingdom mutatis mutandis
save that it is acknowledged and agreed that if the Profit (as defined therein)
is a negative amount, i.e. a loss has been made by Ronagold, 19 shall have no
liability to make a contribution to Ronagold in respect of such loss.  (d)For
the avoidance of doubt, no additional advances or royalties will be payable by
Ronagold in respect of the making or exploitation of the recordings comprised
on the Third Series Compilation Album and any Group Recordings other than
pursuant to the Third Series Compilation Licence (for example, Ronagold will
not be obliged to pay any advances and/or royalties for such recordings under
any Licence Agreement entered into in respect of the Winning Artist or any
other Finalist in respect of whom Ronagold has exercised its option to be the
Local Record Company in the United Kingdom).  (e)INTENTIONALLY
DELETED  (f)If
Ronagold so wishes, Ronagold may create and maintain a website relating to the
Third Series Compilation Album, the costs of which shall be subject to 19s
approval (such approval not to be unreasonably withheld or delayed) and shall
be a Cost within the meaning of sub-clause (vi) above. 19 shall supply to
Ronagold all materials (at cost price) and co-operation reasonably required by
Ronagold in connection therewith.  (g)19
shall not release a long-form video (whether in VHS format, DVD format or any
other format) featuring the Finalists which is substantially similar, in terms
of musical content, to the Third Series Compilation Album.  8A.If Ronagold exercises its
option pursuant to clause 4.19 of the Option Agreement to enter into a Licence
Agreement with 19 for the Winning Artist of the fourth Series in the Relevant
Territory of the United Kingdom, 19 hereby grants to Ronagold an exclusive
irrevocable option to enter into an agreement with 19 for the compilation album
to be released in association with the fourth Series in the


UK on the same terms and conditions as apply
in respect of the compilation album to be released in association with the
third Series in the UK.  8B.The following sentence
shall be deemed added with effect from the date of signature hereof to sub-clauses
3.2, 4.13 and 4.20 of the Agreement:-


19 shall
serve such confirmatory notice on Ronagold by no later than 30 days prior to
first transmission of the first programme in the Series in question, whether or
not any formal agreement in respect of the relevant Television Rights has yet
been concluded, and if 19 fails to serve such notice prior to 90 days prior to
first transmission of the first programme in the Series in question, Ronagold
shall be entitled (but not obliged) to treat such notice as having been served.
In any event, 19 shall send to Ronagold all available information regarding the
Series as soon as the same is available without prejudice to Ronagolds right
to proceed as aforesaid.  8C.The words if available
shall be deemed inserted with effect from the date hereof in sub-clauses
3.2(b),4.13(b) and 4.20(b) of the Agreement, in each case after the word same
and before the parenthesis.  9.(a)For
the avoidance of doubt Ronagold and/or Ronagolds ROW Designee shall be
entitled in relation to any compilation album and Group Single(s) to which it
acquires rights hereunder to (i) refer to the title of the Series on the
packaging of Records embodying the same and in all promotional and marketing
materials therefor and (ii) to incorporate the Series logo on the packaging of
all Records embodying such compilation album/Group Single, and in all
promotional and marketing materials therefor.  (b)In
the event that Ronagold does not exercise its rights to acquire the Third
Series compilation album or the Fourth Series compilation album in the UK then
19 may offer rights in the applicable compilation album to third parties but 19
may not grant rights in respect of any such album to any third party on terms
which are less favourable to 19 in any respect unless it first gives Ronagold
(by notice in writing) the opportunity to match the terms upon which it
proposes to grant the said rights, and in the event that Ronagold (by notice in
writing) so matches such terms within 10 days of receipt of 19s notice 19
shall promptly enter into an agreement with Ronagold pursuant to which 19 shall
grant such rights to Ronagold upon such terms. In the event that Ronagold
declines to match such terms, 19 shall procure that the release of the
applicable compilation shall not take place within the period commencing on the
date 3 months prior to, and ending on the date 3 months after, any release by
Ronagold of an album embodying performances by the winner from the applicable
Series; 19 shall procure that neither the applicable compilation album nor any
Group Single shall be released in the week of release of any single embodying
performances by the winner of the applicable Series; and 19 shall procure that
the names and likenesses of artists in respect of whom Ronagold exercises its
option pursuant to the Agreement shall not, in the packaging and marketing of
the applicable compilation, be given more prominence than the other artists
featured thereon.  10.INTENTIONALLY DELETED.  11.INTENTIONALLY DELETED.


12.INTENTIONALLY DELETED.  13.With effect from
signature hereof, a new clause 14 shall be deemed inserted into the Agreement
as follows:  It is acknowledged and agreed that all option notices
to be served by 19 upon all ROW Designees shall be served by 19 upon the
applicable ROW Designee but with a copy of each notice being simultaneously
sent to Ronagold, and that the applicable ROW Designee shall be the entity
which serves the applicable notice (rather than Ronagold) on 19 to exercise the
applicable option, which 19 agrees shall be a valid exercise thereof.  14.Save as varied hereby
the Agreement shall remain in full force and effect.  15.This agreement shall
be governed by the laws of England whose courts shall have exclusive
jurisdiction.  If the above correctly reflects your understanding of our agreement
please sign where indicated below.  Yours faithfully
  Accepted and Agreed/s/
  
  /s/For and on behalf of Ronagold Limited
  For and on behalf of 19 Recordings Limited