Exhibit 10.58
                                SERVICE AGREEMENT

BETWEEN:

TECNOCHANNEL TECHNOLOGIES SDN. BHD.
Block G Unit G G605/606
Phileo Damansara 1
No 9 Jalan 16/11
Off Jalan Damansara
46350 Petaling Jaya

hereinafter referred as "TecnoChannel"

AND

MPH BOOKSTORES SDN. BHD.
No 28 & 30 Jalan PJS 11/16
Bandar Sunway
P.O. Box 3092 Subang Jaya
47590 Petaling Jaya

hereinafter referred to as "MPH"

WHEREAS

The parties hereby agree that TecnoChannel  shall be appointed by MPH to develop
and maintain a website on the Internet located at www.mph.com.my (the "Website")
and to conduct e-commerce by selling MPH products (the "Products").

WHEREBY THE PARTIES AGREE as follows: -

1.   TERM OF AGREEMENT

     The term of this agreement shall commence on 1 November 1999 for the period
     of 1 (one) year.  This agreement shall be deemed to continue to be in force
     on a yearly  basis  unless  either  party gives to the other party not less
     than 60 days notice of termination in writing.


2.   CONDITION PRECEDENT

     TecnoChannel  hereby represents to have obtained and to be in possession of
     all  necessary  Government  approvals,  licenses  and permits  required for
     TecnoChannel  to carry out its  functions and  obligations  as set forth in
     this  agreement  and that the said  licenses and  approvals  continue to be
     existing and valid during the continuance of this Agreement.

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3.   SERVICE OBLIGATIONS BY TECNOCHANNEL
     TecnoChannel shall:

     a.  introduce the Products onto the  Website and  to conduct  e-commerce on
         behalf of MPH;

     b.  create and ensure  that the  Website is updated  from time to time with
         the latest information from MPH in respect of the Products;

     c.  use its best  endeavor to ensure  that the Website is well  designed to
         attract consumers and enhance MPH products;

     d.  record  and administer  all  responses  from the  customers  which will
         form a database (the "Customer Database").  The ownership and copyright
         of  the Consumer  Database  shall belong jointly to MPH BOOKSTORES SDN.
         BHD. and TECNOCHANNEL TECHNOLOGIES SDN. BHD.;

     e.  furnish to MPH the Customer Database whenever requested by MPH;

     f.  respond to all orders from the consumers by raising  Purchase Orders to
         MPH,  sending  the  Purchase  Orders  to MPH  together  with  confirmed
         financial transactions;

     g.  be responsible for all payments on all purchased orders raised for MPH;

     h.  ensure that the payments less the commission  charge to MPH is effected
         on a weekly basis,  ie monies are credited into a bank to be advised by
         MPH. Confirmation of such crediting will be way of written advice given
         to MPH on the day of payment;

     i.  present to MPH a monthly summary of the Purchase Orders;

     j.  collect all Klang Valley orders from agreed MPH  collection  points and
         deliver to customers  within 3 (three)  working days of the order.  All
         collection and delivery  charges for a 3 (three) month period  starting
         from  the  date  when the said  Website  commences  [***].  Thereafter,
         delivery charges will be reviewed with MPH;

     k.  in respect of outstation  orders,  an additional  [***] charge per book
         will be imposed on the  customer.  Outstation  orders will be delivered
         within 5 (five) working days of the order;

     l.  TecnoChannel  will use its best  endeavors  to provide a search  engine
         within the Website to facilitate customer inquiries and searches.


4.   SERVICE OBLIGATION BY MPH
     MPH shall:

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     a.  respond  to all  orders  from  TecnoChannel,  and  make  available  the
         Products  to  TecnoChannel  once a  purchase  order has been  issued by
         TecnoChannel  within the time to enable  delivery to  customers  in the
         time stipulated in Sections 3(i) and (j) above;

     b.  incorporate the Website into their Advertising and promotion campaigns;

     c.  allow a banner  space to appear on the  front  page of MPH page,  which
         contents shall be first approved by MPH.


5.   PRICING, COMMISSION AND OUT-OF-STOCK ADVISE

     (a) MPH shall  reserve  the right to  determine  the price of the  Products
         featured in the Website and to change any of its product pricing.

     (b) TecnoChannel shall be entitled to [***] as follows:

                          Accumulated Sales Volume [***] actual sales

         First Level              [***]                              [***]
         Second Level             [***]                              [***]
         Last Level               [***]                              [***]

     (c) MPH shall be provided a password to log into the Website  server to key
         in  out-of-stock  advise  on  product(s)  featured,  whenever  it deems
         necessary.

     (d) MPH will subsidize TecnoChannel delivery cost as detailed in Appendix
         B.

     (e) The total cost of the  development and of updating the Website [***] by
         TecnoChannel.

6.   AGENT/ REPRESENTATIVE

     It is  specifically  understood  and agreed  that this  Agreement  does not
     constitute TecnoChannel as the agent or legal representative of the Company
     for any purpose whatsoever.  Accordingly,  TecnoChannel has no authority to
     assume  or to  create  any  obligation  on  behalf of or in the name of the
     Company.


7.   CONFIDENTIALITY
     TecnoChannel shall keep this Agreement  confidential and shall not disclose
     to any third parties or employees  regarding the Company,  its Products and
     its business.

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8.   TERMINATION

     Either party may terminate this Agreement by giving the other party 60 days
     notice in writing.


9.   NON-ASSIGNABILITY

     TecnoChannel  shall not assign or  sub-contract  any rights or  obligations
     under this  Agreement in whole or in part to any third party  without prior
     consent from MPH.


10.  BINDING ON SUCCESSORS

     This  Agreement  shall  be  binding  on the  successors  in  title  and the
permitted assigns of the Parties hereto.


In witness whereof the parties hereto set their hands the day and above written.




Signed by         :    MS. PATRICIA CHEN      ]        /s/ Patricia Chen
                   ---------------------------        ---------------------
For and behalf of MPH BOOKSTORES SDN. BHD.    ]


In presence of    :   MR. LOO KIT CHONG       ]        /s/ Loo Kit Chong
                   ---------------------------        --------------------


Signed by         :   MR. C.W. WONG            ]       /s/ C.W. Wong
                   ----------------------------       --------------------
For and behalf of TECNOCHANNEL TECHNOLOGIES SDN. BHD.
Company's chop:                                ]
               --------------------------------
I/C No        :                                ]
               --------------------------------


In the presence of   MS. CHUNG SEE PEI         ]       /s/ Chung See Pei
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