Dated: 26th, October 1999

                     Re: NOT OF THIS WORLD (Fuori del mondo)


Gentlemen:

EnterTech  Releasing  Corp. (a member of EnterTech  Media Group  Incorporated  -
"EnterTech")  has offered to acquire from Intra Films the  "Producer"  rights in
"NOT OF THIS WORLD" upon the terms and conditions set forth below:

1.       Picture.

The  picture  is  "NOT OF THIS  WORLD"  ("the  Picture")  directed  by  Giuseppe
Piccioni. The Picture will be a colour motion picture in Italian starring Silvio
Oriando and Margherita _____.

2.       Advance.

EnterTech  will pay to Intra  Films,  an  advance  of  US$100,000  (one  hundred
thousand  dollars)  payable as  follows:  20%  ($20,000)  on  execution  of this
agreement  30%  ($30,000) on  Licensor's  notice of  initiatior  of Delivery (as
defined  in clause 6 hereof)  to be given on or  before  November  30th 1999 50%
($50,000) on completion of Delivery (see clause 5 - "Delivery") to be made on or
before  January 15th 2000  Recoupment of advance:  Cross  collaterization  among
licensed rights.

3.       Rights.

Producer  grants to  EnterTech  on an  exclusive  basis in the  "Territory"  the
copyright  and all other  rights to exploit the  Picture now known or  hereafter
devised including  without  limitation the theatrical,  television,  home video,
music publishing, print and the Internet.

Included in the  foregoing  rights are the  customary  rights to  advertise  and
promote the Picture in all media.

Authorized languages: Italian; dubbed and/or subtitled in English.





<PAGE>



4.       Territory.

The  "Territory" as used in this  agreement  means the United States and English
speaking Canada and their  territories  and  possessions  and Puerto Rico),  the
Caribbean Basin and ships and planes registered in the United States.

5.       Term.

The term for which EnterTech is granted the rights is 21 years from delivery.

6.       Delivery.

"Delivery"  means  the  delivery  to  EnterTech  of all of the  items  listed on
EnterTech  customary  delivery  schedule for feature  films which is attached to
this  agreement  as  Schedule  "A".  Producer  agrees  to cause  Delivery  to be
completed on or before January 15th 2000. Delivery will be effected at lab cost.

7.       Distribution Fees.

EnterTech  distribution  fee shall be a 30% on all  media  outlined  under  U.S.
rights granted.

8.       Distribution Expenses.

Distribution  expenses  will  amount to not less than  $50,000 and not more than
$250,000 unless specifically approved by licensor in writing. Such approvals are
not to be unreasonably withheld.

Distribution  expenses  will be recouped  from 70% of net income,  after the 30%
EnterTech distribution fee.

9.       Gross Receipts.

"Gross  Receipts"  means all monies  (exclusive of taxes)  actually  received by
EnterTech  from the  exploitation  of the rights  granted to it. When rights are
licensed to a sub- distributor or licensee. Gross Receipts means monies remitted
to EnterTech by the sub-distributor or licensee.

10.               Application of Gross Receipts.

Gross Receipts shall be applied as follows:

(a)   30% distribution fee
(b)   70% applied first against recoupment of distribution costs and expenses


<PAGE>



(c)   then, after recoupment of distribution costs and expenses:
(d)   30% distribution fee
(e)   70% applied against recoupment of the Advance
(f)   Thereafter 50% to EnterTech and 50% to Intra Films

In other words:

First, EnterTech shall take its 30% distribution fees.
Second EnterTech shall recoup all of its distributor expenses in connection with
the  Picture.  In this  respect  the  proceeds  of all  rights  shall  be  fully
crosscollateralized. Third EnterTech shall recoup the advance.
The balance remaining shall be divided 50% to EnterTech, 50% to Intra Films

11.   Changes.

No major change can be effected without Director's approval.

12.   Residuals, Particpation, Music Royalties

Residuals and participations and music licenses are Producers' responsibility.

13.   Television Holdback in Mexico

Producer will cause the owner of the Mexican television rights in the Picture to
restrict them in the manner required by EnterTech's television licensees.

      You and we agree to  enter  into a more  formal  agreement  including  the
customary   representations  and  warranties  and  other  provisions  which  are
customary  for  agreements  of this  nature.  Until such time as the more formal
agreement is signed this letter when signed and  exchanged by the parties  shall
constitute a binding agreement.

                                            Sincerely yours,

                                            EnterTech Releasing Corporation

                                            By/s/ Mark Tolner
                                            -----------------
                                                  Mark Tolner
Intra Films
Accepted and Agreed to:

By/s/
  -------



<PAGE>


                                  SCHEDULE - A


(a)   One new 35 mm print feature and/or access to internegative.
(b)   One new 35 mm trailer or access thereto.
(c)   One first class quality master of the picture.
(d)   M B E tracks.
(e)   One dialogue list.
(f)   One music cue sheet.
(g)   Stills/transparencies.
(h)   EnterTech will have access to existing artwork and publicity materials.








   /s/
   ---------------------