ASSET PURCHASE AGREEMENT

THIS  AGREEMENT  dated  the  27th  day  of  August,  1999

BETWEEN:

High Tech Venture Capital Inc., a company incorporated under the laws of British
Columbia  and  having  an  office  at  1740  Parker  Street,  Vancouver, British
Columbia,  V5L  2K8;

(the  "Vendor")

AND:

Predator  Ventures  Ltd.,  a corporation continued under the laws of Wyoming and
having  an  office  at 2200 - 885 West Georgia St., Vancouver, British Columbia,
V6C  3E8;

(the  "Purchaser")

AND:

Kirk Exner, business person, of 1740 Parker Street, Vancouver, British Columbia,
V5L  2K8;

("Exner")

WHEREAS:

A.     The Vendor is the registered holder of the Assets (as defined herein) and
is  desirous  of  selling,  assigning,  transferring  and  relinquishing  to the
Purchaser  all  of  its  right,  title and interest in and to the Assets, on the
terms  and  conditions  hereinafter  set  forth;

B.     The  Purchaser  is  desirous  of purchasing from the Vendor and of having
assigned,  transferred  and  relinquished  to  it  all  of  the right, title and
interest  of  the  Vendor  in  and  to  the  Assets, on the terms and conditions
hereinafter  set  forth;

C.     Exner  is  the  sole  shareholder  of  the  Vendor;

NOW  THEREFORE  in  consideration  of the premises and the respective covenants,
agreements  representations  and  warranties of the parties herein contained and
for  other good and valuable consideration (the receipt and sufficiency of which
is  hereby  acknowledged)  the  Parties  hereto  covenant  and agree as follows:

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1     DEFINITIONS  AND  INTERPRETATION

1.1     For  the  purposes  of  this  Agreement,  unless  the  context otherwise
requires,  the  following  terms will have the respective meanings set out below
and  grammatical  variations  of  such  terms  will have corresponding meanings:

(a)     "Administrative  Budget" means the administrative costs of the Vendor as
detailed  in  Schedule  "A"  which  costs  will  be  incurred  in furtherance of
developing  the Business and ensuring that the Business Plan is implemented in a
timely  manner;

(b)     "Advances"  means  the  Website Development funds and the Administrative
Budget  funds advanced by to the Vendor by the Purchaser as specified in section
7.1(f);

(c)     "Agreement"  means  this  Asset  Purchase  Agreement;

(d)     "Assets"  means  the  Business Assets, the Domain Names and the Material
Contracts;

(e)     "Business  Assets"  means  the  business  model  of  creating vertically
branded  channels  under  the name "Worldwide Broadcast Network" ("WWBC") and to
utilize  the  Domain  Names  for  the  purpose  of positioning WWBC as a leading
aggregator,  and  ultimately  broadcaster  of streaming media programming on the
Internet  as  detailed  in  the  Business  Plan;

(f)     "Business  Plan"  means  the  business  plan  of  the Vendor attached as
Schedule  "B";

(g)     "Closing  Date"  means  a  date  on  or before September 30, 1999 unless
extended  to  October  31,  1999  pursuant  to  section  10.2  hereof;

(h)     "Domain  Names"  means  the  following names under the InterNIC internet
domain  name  registration  service  and  includes  all  and  any  goodwill  and
intellectual  property  rights, including any trademarks or tradenames, that may
be  associated  with  the  Domain  Names:

(i)      worldwidebroadcast.net;
(ii)     wwbroadcast.net;
(iii)    wwbc.net;
(iv)     wwdrama.net;
(v)      wweducation.net;
(vi)     wwfamily.net;
(vii)    wwfashion.net
(viii)   wwgames.net;
(ix)     wwhealth.net;
(x)      wwbusiness.net;
(xi)     wwcomedy.net;
(xii)    wwkids.net;
(xiii)   wwmovies.net;
(xiv)    wwmusic.net;
(xv)     wwnews.net;
(xvi)    wwsports.net;  and
(xvii)   wwtravel.net;

(i)     "Management  Agreement"  means a management agreement between the Vendor
and  the  Purchaser  for  a  term  of  no  less than 12 months, which management
agreement shall provide for the retention of Exner's services in his capacity as
President  of  the  Purchaser  and  payment  by the Purchaser to the Vendor of a
monthly  fee of $7,000 per month and shall detail the functions which Exner will
perform  for  the  Purchaser  in his capacity as President and will also include
such other reasonable terms as the parties may negotiate such as confidentiality
and  non-competition  provisions;

(j)     "Material  Contracts"  means  the  Website Development Agreement and all
other contracts entered into by the Vendor and/or Exner in respect of the Domain
Names  or  the  Business  Assets  as  listed  on  Schedule  "C" attached hereto;

(k)     "Purchase Price" means the purchase price to be paid by the Purchaser to
the  Vendor  for  the  Assets,  as  provided  for  in  section  3.1;

(l)     "Purchase  Shares"  means  the  post-consolidated  common  shares of the
Purchaser  to  be  issued  to the Vendor on the Closing Date which will, be free
trading  shares  if  the  Purchase Shares are supported by the Valuation Report,
subject to a hold period imposed under B.C. securities laws of one year from the
date  of  the  Letter  Agreement  between  the  parties  dated  July  19,  1999;

(m)     "Regulatory  Approval"  means  the  approval  described  in section 9.3;

(n)     "Time  of  Closing"  means  10:00  a.m.  (Pacific  Standard Time) on the
Closing  Date;

(o)     "Valuation Report" means the valuation report prepared by an independent
third party acceptable to the Vendor, the Purchaser and the VSE on the Assets in
support  of  the  issuance  of  the  Purchase  Shares;

(p)     "VSE"  means  the  Vancouver  Stock  Exchange;

(q)     "Website  Development  Agreement"  means  the  draft website development
agreement between the Vendor and SunCommerce Corporation which will require that
expenditures  in  the  approximate amount of $100,000 be incurred over 80 to 100
days  following  July  9,  1999, which expenditures are detailed in Schedule "D"
attached  hereto.

1.2     Unless  otherwise  indicated,  all  dollar amounts in this Agreement are
expressed  in  Canadian  funds.

1.3     The  division  of  this  Agreement into sections and subsections and the
insertion  of headings are for convenience of reference only and will not affect
the  interpretation of this Agreement. Unless otherwise indicated, any reference
in  this Agreement to a section or subsection refers to the specified section or
subsection  of  this  Agreement.

1.4     In this Agreement, words importing the singular number only will include
the  plural  and vice versa, words importing gender will include all genders and
words  importing  persons  will include individuals, corporations, partnerships,
associations,  trusts,  unincorporated  organizations,  governmental  bodies and
other  legal  or  business  entities  of  any  kind  whatsoever.

1.5     The  following  are  the  Schedules attached to and incorporated in this
Agreement  by  this  reference  and  deemed  to  form  a  part  hereof:

<PAGE>

Schedule  "A"     Administrative  Budget
Schedule  "B"     Business  Plan
Schedule  "C"     Material  Contracts
Schedule  "D"     Website  Development  Agreement
Schedule  "E"     Outstanding  Options,  Warrants  and  Convertible  Securities
Schedule  "F"     Vendor  Solicitor's  Opinion
Schedule  "G"     Vendor  Certificate
Schedule  "H"     Purchaser  Solicitor's  Opinion
Schedule  "I"     Purchaser  Certificate

2     PURCHASE  AND  SALE

2.1     Subject  to  the terms and conditions of this Agreement, effective as at
the  Closing  Time, the Vendor will sell, assign, transfer and relinquish to the
Purchaser  and  the  Purchaser will purchase from the Vendor the Assets free and
clear  of  all  encumbrances.

3     PAYMENT  OF  THE  PURCHASE  PRICE

3.1     The  Purchase  Price  shall  be  paid  by the Purchaser to the Vendor as
follows:

(a)     by  the  payment  of  $70,000  (the  "Cash  Payment");  and

(b)     by the issuance of a total of 3,000,000 Purchase Shares at a fair market
value  of  $0.05  per  share.

3.2     The  Vendor  and Purchaser each acknowledge to and agrees with the other
that the Purchase Shares, to the extent that their value is not supported by the
Valuation  Report,  may be subject to such escrow restrictions as imposed by the
VSE  as  a condition to the approval of the Agreement and that this Agreement is
subject  to  such  escrow  restrictions  being  acceptable to the Vendor and the
Purchaser.

3.3     The Purchaser will be liable for and pay all social service taxes, sales
taxes,  goods  and services tax, income taxes, registration charges and transfer
fees, if any, properly payable upon and in connection with the sale and transfer
of  the  Assets  by the Vendor to the Purchaser, provided that in no event shall
the  Purchaser  be liable for or pay, but instead the Vendor shall be liable for
and  pay,  any  social  service  taxes,  sales  taxes,  goods  and services tax,
registration  charges  and  transfer  fees which the Vendor failed to pay or was
exempted  from  paying  prior  to  the  date  of  this  Agreement.

4     VENDOR  REPRESENTATIONS  AND  WARRANTIES

4.1     The  Vendor and Exner jointly and severally represent and warrant to the
Purchaser, with the intent that the Purchaser will rely thereon in entering into
this  Agreement  and  in  concluding the transactions contemplated hereby, that:

(a)     the  Vendor is a corporation duly incorporated, validly existing, and in
good  standing  under the laws of British Columbia and has the power, authority,
and  capacity  to  enter  into  this  Agreement  and  to  carry  out  its terms;

(b)     each  of  the Vendor and Exner is a "Canadian" within the meaning of the
Investment  Canada  Act,  R.S.C.;

(c)     the  execution  and delivery of this Agreement and the completion of the
transaction  contemplated  hereby  have  been duly and validly authorized by all
necessary  corporate  action  on  the  part  of  the  Vendor, and this Agreement

<PAGE>

constitutes a valid and binding obligation of the Vendor enforceable against the
Vendor  in  accordance  with  its  terms;

(d)     the  Vendor  is  the  legal and beneficial owner of the Assets, free and
clear  of  all  encumbrances  whatsoever,  and is not a party to or bound by any
contract  or  any other obligation whatsoever that limits or impairs its ability
to  sell,  transfer,  assign  or  convey, or that otherwise affects, the Assets;

(e)     the  Vendor  has  the  right  to  convey  the  right, title, benefit and
interest  in  the  Assets  to  the  Purchaser  in  the  manner  provided herein;

(f)     the  Vendor  is the registered owner of the Domain Names and all fees or
other  costs  associated  with  maintaining the registration of the Domain Names
have  been  paid  as  at  the date of this Agreement and the registration of the
Domain  Names  is  in  good  standing  with  Network  Solutions,  Inc.;

(g)     no  person  other than the Purchaser has been granted any interest in or
right  to  use  all  or  any  portion  of  the  Assets;

(h)     to  the best of their knowledge, the Vendor's use and sale of the Assets
does  not  infringe  upon,  or induce or  contribute to the Infringement of, the
intellectual  property  rights,  domestic  or  foreign,  of  any  other  person;

(i)     to  the best of their knowledge, the Vendor is not aware of any specific
claim  of  infringement (or the inducing of or contribution to the infringement)
of  any intellectual property rights of any other person arising from the use of
the  Domain Names, nor has the Vendor received any notice that the use of any of
the  Domain Names infringes upon or breaches any intellectual property rights of
any  other  person;

(j)     the  Material  Contracts  listed  on  Schedule  "C"  to  this  Agreement
constitute all of the material contracts and agreements of the Vendor related to
the  Assets  and the Material Contracts are in good standing in all respects and
not  in  default  in  any  respect.

5     PURCHASER  REPRESENTATIONS  AND  WARRANTIES

5.1     The  Purchaser  represents  and  warrants  to  the  Vendor  and Exner as
follows, with the intent that the Vendor and Exner will rely thereon in entering
into this Agreement and in concluding the purchase and sale contemplated hereby,
that:

(a)     the  Purchaser is a corporation duly incorporated, validly existing, and
in  good  standing  under  the  laws  of  State  of  Wyoming  and has the power,
authority, and capacity to enter into this Agreement and to carry out its terms;

(b)     the  Purchaser  is  a  "reporting issuer" as that term is defined in the
Securities  Act  (British  Columbia);

(c)     the  Purchaser's common shares are listed and, as of the Effective Date,
posted  for  trading  on  the  VSE;

(d)     the  Purchaser  is  a  "Canadian"  within  the meaning of the Investment
Canada  Act,  R.S.C.;

<PAGE>

(e)     as  of  the  date of this Agreement, the authorized share capital of the
Purchaser  consisted  of  100,000,000  common  shares without par value of which
15,918,107  common  shares  were  issued  and  outstanding;

(f)     there  are  no commitments, plans or arrangements of any kind whatsoever
to  issue  shares  of  the  Purchaser,  nor  are  there any outstanding options,
warrants,  convertible securities or other rights of any kind whatsoever calling
for  the issuance of any of the unissued shares of the Purchaser save and except
as  listed  on  Schedule  "E"  attached  hereto;:

(g)     the  execution  and delivery of this Agreement and the completion of the
transactions  contemplated  hereby  has  been duly and validly authorized by all
necessary  corporate  action  on  the  part of the Purchaser, and this Agreement
constitutes  a  valid and binding obligation of the Purchaser in accordance with
its  term;

(h)     the  audited  financial  statements of the Purchaser for its fiscal year
ended  December  31,  1998  and  the  unaudited financial statements for the six
months ended June 30, 1999 (collectively the "Purchaser's Financial Statements")
are true and correct in every material respect and present fairly and accurately
the  financial  position  and results of the operations of the Purchaser for the
periods  then  ended and the Purchaser's Financial Statements have been prepared
in  accordance  with  generally  accepted  accounting  principles  applied  on a
consistent  basis;

(i)     there  are  no  liabilities  of the Purchaser, whether direct, indirect,
absolute,  contingent  or  otherwise which are not disclosed or reflected in the
Purchaser's Financial Statements except those incurred in the ordinary course of
business  of  the  Purchaser since June 30, 1999 which are recorded in the books
and  records  of  the  Purchaser.

6     VENDOR  COVENANTS

6.1     The  Vendor  and  Exner  hereby  jointly  and  severally covenant to the
Purchaser  (which  covenants  shall  survive  closing)  that:

(a)     from  and  including the date of this Agreement through to and including
the  Time  of  Closing,  permit  the Purchaser, through its directors, officers,
employees  and  authorized  agents  and  representatives  (collectively  the
"Purchaser's  Representatives")  at  its  own  cost, full access to the Vendor's
books,  records and property related to the Assets so as to permit the Purchaser
to  make  such  investigation (the "Purchaser's Investigation") of the Assets as
the  Purchaser  deems  necessary;

(b)     as  soon  as  reasonably  practicable, provide to the Purchaser all such
further  documents, instruments and materials and do all such acts and things as
may  be  required  by the Purchaser to obtain Regulatory Approval including, but
not  limited to, providing to the Purchaser a valuation opinion of the Assets in
a  form  and  by  a  party acceptable to the VSE so as to permit the Purchaser's
Shares  to be issued as "trading shares" as that term is defined in VSE Listings
Policy  Statement  No.  18;

(c)     it  shall complete, sign and return to the Purchaser as soon as possible
on  request  by  the  Purchaser  any  documents as may be required by regulatory
authorities,  stock  exchanges  and  applicable  law  or  as  directed  by  the
Purchaser's  solicitors;

<PAGE>

(d)     from  and  including the date of this Agreement through to and including
the  Time  of  Closing:

(i)     do  all  such  acts  and  things  necessary  to  ensure  that all of the
representations  and  warranties  of  the  Vendor  and  Exner or any one of them
contained  in  this Agreement or any certificates or documents delivered by them
or  any  one  of  them  pursuant  to  this  Agreement  remain  true and correct;

(ii)     keep  confidential  all  discussions  and communications (including all
information  communicated  therein)  between  the  parties,  and all written and
printed  materials  of  any kind whatsoever exchanged by the parties, and, if so
requested by the Purchaser, the Vendor and Exner shall arrange for any director,
officer,  employee,  authorized  agent  or representative of the Vendor to enter
into  and  Exner  himself  shall  enter into a non-disclosure agreement with the
Purchaser  in  a  form  acceptable  to  the  Purchaser  acting  reasonably;

(iii)     not  negotiate with any other person in respect of a purchase and sale
of  all  or  any  part  of  the  Assets.

7     PURCHASER  COVENANTS

7.1     The  Purchaser  hereby  covenants  with  the  Vendor  and  Exner  (which
covenants  shall  survive  closing)  that:

(a)     from  and  including the date of this Agreement through to and including
the  Time  of  Closing, permit the Vendor and Exner themselves and through their
authorized  agents  and  representatives  (collectively  the  "Vendors'
Representatives")  at  their  own cost, full access to the Purchaser's property,
books  and  records  including, without limitation, all of the assets, contracts
and  minute books of the Purchaser, so as to permit the Vendors' Representatives
to  make  such  investigation (the "Vendors' Investigation") of the Purchaser as
the  Vendor  and  Exner  deem  necessary;

(b)     use  its  best  efforts to obtain Regulatory Approval for this Agreement
and  the  transactions  contemplated  hereunder  on  or  before  the 30th day of
September,  1999;

(c)     from  and  including the date of this Agreement through to and including
the Time of Closing, do all such acts and things necessary to ensure that all of
the  representations and warranties of the Purchaser contained in this Agreement
or  any  certificates  or  documents  delivered by it pursuant to this Agreement
remain  true  and  correct;

(d)     on  or before the Time of Closing, the Purchaser shall seek all required
shareholder  and  regulatory  approvals  to:

(i)     consolidate  its  share capital on a two old for one new basis such that
after  the  consolidation there will be approximately 7,959,000 common shares of
the  Purchaser  issued  and  outstanding  not  including  the  Purchase  Shares;

(ii)     change  the  name  of  the  Purchaser  to  "wwbroadcast.net  inc.";

(iii)     implement  an  incentive  stock option plan (the "Option Plan"), which
Option  Plan  shall provide for the reservation for issuance of up to 20% of the
issued  and  outstanding  share capital of the Purchaser (on a post-consolidated

<PAGE>

basis)  and  structured in accordance with generally accepted industry standards
and  applicable  regulatory  policy, and formulated and adopted by the Purchaser
for  the  issuance  of  incentive  stock  options  to  directors,  employees and
consultants  at an exercise price to be determined in accordance with applicable
regulatory  policies;

(iv)     grant  to Exner under the Option Plan an option (the "Exner Option") to
purchase  300,000  shares (on a post-consolidated basis) at a price of $0.33 per
share  ($0.66  on  a  post-consolidated  basis);

(e)     except  for  the  stock  options  currently  outstanding  as detailed in
Schedule  "E"  attached  hereto and the proposed Purchase Shares to be issued to
the  Vendor as part of the acquisition of the Assets and any shares which may be
allocated pursuant to the Option Plan, including the Exner Option, Predator will
not  issue  any  further shares prior to the Closing Date without the consent of
the  Vendor;

(f)     the Purchaser will pay up to $200,000 to fund the activities detailed in
the  Administrative  Budget  as  set out in Schedule "A" hereto (the "Advances")
which  includes,  without  limitation,  the  costs  associated  with the Website
Development  Agreement;

(g)     from  and including the Effective Date through to and including the Time
of  Closing:

(i)     do  all  such  acts  and  things  necessary  to  ensure  that all of the
representations  and  warranties of the Purchaser contained in this Agreement or
any  certificates  or  documents  delivered  by  the  Purchaser pursuant to this
Agreement  remain  true  and  correct;

(ii)     subject  to  its  obligations  as a reporting issuer listed on the VSE,
keep  confidential all discussions and communications (including all information
communicated therein) between the parties, and all written and printed materials
of  any  kind  whatsoever  exchanged by the parties, and, if so requested by the
Vendor,  the  Purchaser shall arrange for any of the Purchaser's Representatives
to  enter  into,  and  the  Purchaser  itself shall enter into, a non-disclosure
agreement with the Vendor and Exner in a form acceptable to the Vendor and Exner
acting  reasonably;

(iii)     not  negotiate with any other person in respect of a purchase and sale
of  any  other  assets  or  shares.

8     INDEMNITY

8.1     Notwithstanding  the  completion  of the transactions contemplated under
this Agreement or the Purchaser's Investigation, the representations, warranties
and acknowledgements of the Vendor or Exner or any one of them contained in this
Agreement  or any certificates or documents delivered by them or any one of them
pursuant  to  this  Agreement  shall  survive the completion of the transactions
contemplated  by  this  Agreement  and  shall  continue in full force and effect
thereafter  for  the  benefit  of the Purchaser.  If any of the representations,
warranties  or  acknowledgements given by the Vendor or Exner or any one of them
in this Agreement are found to be untrue or there is a breach of any covenant or
agreement  in  this  Agreement  on the part of the Vendor or Exner or any one of

<PAGE>

them,  the  Vendor  and  Exner  shall  jointly  and severally indemnify and save
harmless  the  Purchaser  from and against any and all liability, claims, debts,
demands,  suits,  actions, penalties, fines, losses, costs (including legal fees
and  disbursements  as  charged  by  a  lawyer  to  his own client), damages and
expenses  of  any  kind  whatsoever  which  may  be  brought or made against the
Purchaser by any person, firm or corporation of any kind whatsoever or which may
be suffered or incurred by the Purchaser, directly or indirectly, arising out of
or  as  a  consequence  of  any  such  misrepresentation  or breach of warranty,
acknowledgement,  covenant  or  agreement.

9     CONDITIONS  PRECEDENT

9.1     The  Purchaser's obligation to carry out the terms of this Agreement and
to complete its transactions contemplated under this Agreement is subject to the
fulfilment  to  the  satisfaction  of  the  Purchaser  of  each of the following
conditions  that:

(a)     on  or before the Time of Closing, the Purchaser shall have been able to
complete  the  Purchaser's  Investigation  to  its  reasonable  satisfaction;

(b)     prior  to  the Closing Date, the Purchaser will enter into the following
agreements:

(i)     the  Management  Agreement;

(ii)     a  corporate advisory agreement with Sedun De Witt Capital Corp. ("SDW)
providing for the payment of fees to SDW in the amount of $10,000 a month, for a
term  of  12  months,  in  consideration  for  SDW  providing the Purchaser with
advisory  services relating to general corporate development, financial matters,
raising  of additional capital, strategic planning and other matters relating to
the  financial  affairs  of  the  Purchaser;

(c)     at  the Time of Closing, the board of directors of the Purchaser will be
comprised  of  Exner,  David  De  Witt  and Gregg Sedun and Exner will have been
appointed  the  President  of the Purchaser, and a person mutually acceptable to
Exner  and  the  Purchaser  will have been appointed as the Corporate Secretary;

(d)     on  the  Closing Date, the Purchaser will have in its treasury, clear of
all  liabilities,  that  sum  which  is  reflected  in the Purchaser's Financial
Statements  as  June  30,  1999,  less expenses and advances associated with the
completion  of the matters herein described less reasonable expenses incurred by
the  Purchaser  in  the  normal  course  of  its  operations;

(e)     at  the  Time of Closing, the solicitors for the Vendor and Exner  shall
provide  an  opinion  dated as of the Closing Date, the form of which appears as
Schedule  "F"  to  this  Agreement;

(f)     as of the Time of Closing, the Vendor and Exner shall have complied with
all  of  their  respective covenants and agreements contained in this Agreement;
and

(g)     as  of  the  Time  of Closing, the representations and warranties of the
Vendor  and Exner or any one of them contained in this Agreement or contained in
any  certificates  or documents delivered by them or any one of them pursuant to
this  Agreement  shall  be  completely  true  as  if  such  representations  and
warranties  had  been  made  by  the  Vendors  as  of  the  Time  of  Closing.

The  conditions  set  forth above are for the exclusive benefit of the Purchaser
and  may be waived by the Purchaser in whole or in part on or before the Time of
Closing.

<PAGE>

9.2     The  Vendor's  and Exner's respective obligations to carry out the terms
of  this  Agreement  and  to complete their respective transactions contemplated
under this Agreement are subject to the fulfilment to their satisfaction of each
of  the  following  conditions  that:

(a)     on  or  before  the Time of Closing, the Vendors shall have been able to
complete  the  Vendors'  Investigation  to  their  reasonable  satisfaction;

(b)     at  the  Time of Closing, the solicitors for the Purchaser shall provide
an  opinion  dated as of the Closing Date, the form of which appears as Schedule
"H"  to  this  Agreement;

(c)     as of the Time of Closing, the Purchaser shall have complied with all of
its  covenants  and  agreements  contained  in  this  Agreement;  and

(d)     at  the  Time  of  Closing,  the  representations  and warranties of the
Purchaser  contained  in  this  Agreement  or  contained  in any certificates or
documents delivered by it pursuant to this Agreement shall be completely true as
if  such representations and warranties had been made by the Purchaser as of the
Time  of  Closing.

The  conditions  set  forth  above  are for the exclusive benefit of each of the
Vendors  and  may be waived by each of them in whole or in part on or before the
Time  of  Closing.

9.3     The  parties  acknowledge  and  agree  each  with  the  other  that this
Agreement  and  all  of  the  transactions contemplated under this Agreement are
subject  to  the  approval  ("Regulatory  Approval")  of  the  VSE.

10     EXTENSION  AND  REPAYMENT  OPTIONS

10.1     If  the  Closing  Date  does  not occur on or before September 30, 1999
then,  subject  to  section  10.2,  the  Vendor  and Exner may, at their option,
terminate this Agreement, in which case the Advances will be convertible into an
equity interest in the Vendor on the basis that for each $50,000 advanced to the
Vendor,  the  Purchaser will receive a 7.5% equity interest in the common shares
of  the  Vendor.

10.2     The  Purchaser  may,  at its option, extend the Closing Date to October
31,  1999  by advancing additional funds in the amount of $50,000 per month (the
"Additional Advance") to the Vendor, to be utilized by the Vendor in furtherance
of  the development of the Business Assets in accordance with the Business Plan.

10.3     If  the Purchaser exercises its option pursuant to section 10.2 but the
Closing Date has not occurred on or before October 31, 1999, then this Agreement
will terminate and, subject to section 10.4, the Advances will be converted into
equity  of  the  Vendor in accordance with the provisions of section 9.2 and the
Additional  Advance  will  be converted into a further 5% equity interest in the
common  shares  of  the  Vendor for each $50,000 received by the Vendor from the
Purchaser.

10.4     If  this  Agreement is terminated in accordance with section 10.3, then
in  lieu  of having the Advances and the Additional Advance (collectively called
the  "Total  Advances")  converted into equity of the Vendor, the Vendor may, at
its  option (the "Repayment Option"), repay the Total Advances to the Purchaser,
plus accrued interest calculated and compounded at the rate of prime plus 2% per
annum,  provided  that the Vendor gives the Purchaser notice of its intention to
exercise  the  Repayment  Option  on  or  before November 30, 1999 and the Total
Advances, together with accrued interest thereon, are repaid to the Purchaser in
full  on  or  before  April  30,  2000.

<PAGE>

11     CLOSING

11.1     The  completion  of  the transactions contemplated under this Agreement
shall be closed at the offices of Messrs. Campney & Murphy, P.O. Box 48800, 2100
-  1111  West Georgia Street, Vancouver, British Columbia at the Time of Closing
on  the  Closing  Date.

11.2     At  the  Time  of  Closing,  the  Vendor and Exner shall deliver to the
solicitors  for  the  Purchaser:

(a)     a  certified  true  copy  of  the resolutions of the shareholders of the
Vendor  evidencing that the directors of the Vendor have approved this Agreement
and  the  sale  of  the  Assets  to  the  Purchaser;

(b)     the solicitor's opinion referred to in section 9.1(e) of this Agreement;

(c)     a certificate of confirmation signed by the Vendor and Exner in the form
attached  as  Schedule  "G"  to  this  Agreement;  and

(d)     any  other  materials that are, in the opinion of the solicitors for the
Purchaser,  reasonably  required to complete the transactions contemplated under
this  Agreement.

11.3     At  the  Time of Closing, the Purchaser shall deliver to the solicitors
for  the  Vendor  and  Exner:

(a)     certified  true  copies  of  the  resolutions  of  the directors and, if
shareholder  approval  is  required,  of  the  shareholders  of  the  Purchaser,
evidencing  that  the  directors  and,  as  applicable,  the shareholders of the
Purchaser  have  approved  this  Agreement  and  all  of the transactions of the
Purchaser  contemplated  hereunder;

(b)     evidence  that  Regulatory  Approval  has  been  obtained;

(c)     the  Cash  Payment  as provided for in section 3.1(a) of this Agreement;

(d)     share certificates representing the Purchaser's Shares registered in the
name  of  the  Vendor  as  provided  for  in  section  3.1(b) of this Agreement;

(e)     the solicitor's opinion referred to in section 9.2(b) of this Agreement;
and

(f)     a certificate of confirmation signed by two directors or officers of the
Purchaser  in  the  form  attached  as  Schedule  "I"  to  this  Agreement.

12     GENERAL

12.1     Time and each of the terms and conditions of this Agreement shall be of
the  essence  of  this Agreement and any waiver by the parties of this paragraph
7.1  or any failure by them to exercise any of their rights under this Agreement
shall  be  limited  to the particular instance and shall not extend to any other
instance  or matter in this Agreement or otherwise affect any of their rights or
remedies  under  this  Agreement.

12.2     The  Schedules  to  this  Agreement  incorporated  by reference and the
recitals  to  this  Agreement  constitute  a  part  of  this  Agreement.

<PAGE>

12.3     This  Agreement  constitutes  the  entire Agreement between the parties
hereto  in  respect  of the matters referred to herein and supersedes the letter
agreement  between  the  parties  dated  July  19,  1999  and  there  are  no
representations,  warranties,  covenants  or  agreements,  expressed or implied,
collateral  hereto  other  than  as  expressly  set forth or referred to herein.

12.4     The  headings  in  this  Agreement  are  for  reference only and do not
constitute  terms  of  the  Agreement.

12.5     The  provisions  contained  in  this  Agreement  which, by their terms,
require  performance by a party to this Agreement subsequent to the Closing Date
of  this  Agreement,  shall  survive  the  Closing  Date  of  this  Agreement.

12.6     No  alteration,  amendment,  modification  or  interpretation  of  this
Agreement or any provision of this Agreement shall be valid and binding upon the
parties hereto unless such alteration, amendment, modification or interpretation
is in written form executed by the parties directly affected by such alteration,
amendment,  modification  or  interpretation.

12.7     Whenever  the  singular or masculine is used in this Agreement the same
shall  be  deemed to include the plural or the feminine or the body corporate as
the  context  may  require.

12.8     The parties hereto shall execute and deliver all such further documents
and  instruments and do all such acts and things as any party may, either before
or  after  the  Closing  Date, reasonably require in order to carry out the full
intent  and  meaning  of  this  Agreement.

12.9     Any  notice,  request, demand and other communication to be given under
this  Agreement  shall  be  in  writing  and  shall  be  delivered by hand or by
telecopier  to  the  parties  at  their  following  respective  addresses:

To  the  Vendor  or  Exner:
c/o  High  Tech  Venture  Capital  Inc.
1740  Parker  Street
Vancouver,  British  Columbia
V5L  2K8
Attention:  Kirk  Exner
Telecopier:  (604)  681-7116

To  the  Purchaser:
Predator  Ventures  Ltd.
2200  -  885  West  Georgia  St.
Vancouver,  British  Columbia,  V6C  3E8
Attention:  David  DeWitt
Telecopier:  (604)  681-7116

or  to  such other addresses as may be given in writing by the parties hereto in
the  manner  provided  for  in  this paragraph, and shall be deemed to have been
received,  if  delivered  by  hand,  on the date of delivery, or if delivered by
telecopier,  on  the  date  that  it  is  sent.

<PAGE>

12.10     This  Agreement  may  not  be assigned by any party hereto without the
prior  written  consent  of  all  of  the  parties  hereto.

12.11     This  Agreement  shall  be  subject  to, governed by, and construed in
accordance  with  the  laws  of  the  Province  of  British  Columbia.

12.12     This Agreement may be signed by the parties in as many counterparts as
may  be  deemed  necessary,  each  of  which  so signed shall be deemed to be an
original,  and  all such counterparts together shall constitute one and the same
instrument.

IN WITNESS WHEREOF the parties have executed and delivered this Agreement on the
------  day  of  August,  1999.

PREDATOR  VENTURES  LTD.
Per:
     Authorized  Signatory

HIGH  TECH  VENTURE  CAPITAL  INC.
Per:
     Authorized  Signatory

SIGNED,  SEALED  &  DELIVERED  by       )
KIRK  EXNER  in  the  presence  of:     )
                                        )    -----------------------
Signature  of  Witness                  )     KIRK EXNER
Name  of  Witness:                      )
Address  of  Witness:                   )
                                        )
Occupation  of  Witness:                )

<PAGE>
                                  SCHEDULE "A"
                                  ------------
                              Administrative Budget
                              ---------------------



<PAGE>
                                  SCHEDULE "B"
                                  ------------
                                  Business Plan
                                  -------------


<PAGE>
                                  SCHEDULE "C"
                                  ------------
                               Material Contracts
                               ------------------


<PAGE>
                                  SCHEDULE "D"
                                  ------------
                          Website Development Agreement
                          -----------------------------


<PAGE>
                                  SCHEDULE "E"
                                  ------------
            Outstanding Options, Warrants and Convertible Securities
            --------------------------------------------------------


<PAGE>
                                  SCHEDULE "F"
                                  ------------
                           Vendor Solicitor's Opinion
                           --------------------------
               (letterhead of solicitors for the Vendor and Exner)
,  1999

Predator  Ventures  Ltd.
c/o  Campney  &  Murphy
Barristers  and  Solicitors
P.O.  Box  48800
2100-1111  West  Georgia  Street
Vancouver,  B.C.  V7X  1K9

Attention:  Paula  Palyga
-------------------------
Dear  Sirs:

Re:     Asset  Purchase  Agreement  (the  "Agreement")  made
        effective  as  of  the  27th  day  of August, 1999 between High
        TechVenture Capital  Inc.
        (the  "Vendor"),  Kirk  Exner  ("Exner")
        and  Predator  Ventures  Ltd.  (the  "Purchaser")
        -------------------------------------------------

We  are  the  solicitors  for  the  Vendor  and  Exner.  We provide this opinion
pursuant  to  subparagraphs  9.1(e)  and 11.2(b) of the Agreement.  We have also
acted  as  counsel  for the Vendor and Exner in connection with the negotiation,
execution  and  completion  of  the  Agreement.

We  have  considered  such  questions  of  law  and  examined  such statutes and
regulations,  corporate  records, certificates and other documents and have made
such  other  examinations,  searches  and  investigations  as we have considered
necessary  for  the  purpose  of  the  opinion  hereinafter  expressed.  In such
examination,  we  have  assumed  the  genuineness  of  all  signatures  and  the
authenticity of all documents submitted to us as originals and the conformity to
original  documents  of  all  documents  submitted  to  us  as  certified  or as
photocopies.

Based  on  and  subject  to  the  foregoing,  we  are  of  the  opinion  that:

1.     to  the  best  of  our  knowledge, the Vendor has all requisite corporate
power and authority to conduct the business now carried on by it, and to own its
property  and  assets  as  described  in  the  Agreement  and the Vendor has all
requisite  corporate  power  and  authority  to  enter  into  and to perform its
obligations  under  the  Agreement.

2.     all  necessary steps and corporate action and proceedings have been taken
to  authorize  the  execution  and  delivery  of the Agreement by the Vendor and
Exner.

<PAGE>

3.     to  the best of our knowledge, neither the execution and delivery of, nor
the  performance  of  its  obligations  under  the  Agreement by the Vendor will
conflict  with  or constitute a breach or default under the constating documents
of  The  Vendor  or  any  commitment, agreement or other instrument to which The
Vendor  is  a  party  or  by  which  it  is  bound.

4.     the  Vendor  is  the registered owner of the Domain Names and all fees or
other  costs  associated  with  maintaining the registration of the Domain Names
have  been  paid  as  at  the date of this Agreement and the registration of the
Domain  Names  is  in  good  standing  with  Network  Solutions,  Inc.;

5.     to  the  best  of  our knowledge, the Vendor's use and sale of the Assets
does  not  infringe  upon,  or induce or  contribute to the Infringement of, the
intellectual  property  rights,  domestic  or  foreign,  of  any  other  person;

6.     to  the  best  of our knowledge, there are no claims, judgement, actions,
suits,  litigation, proceedings or investigations, actual, pending or threatened
against  the  Vendor  which  might  materially  affect any business, properties,
assets,  prospects  or  conditions, financial or otherwise, of the Vendor or the
Assets  being  sold  pursuant  to  the  Agreement.

7.     all  necessary steps and corporate action and proceedings have been taken
to  effect  the  valid  transfer  of the Assets to the Purchaser as contemplated
under  the  Agreement.

The opinion expressed is subject to the qualification that enforceability of the
Agreement  may  be  limited  by  applicable bankruptcy, insolvency or other laws
affecting  creditors'  rights generally, and that equitable remedies such as the
remedies  of  specific  performance  or  injunction are in the discretion of the
court  from  which  they  are  sought.
Yours  truly,

Per:


<PAGE>
                                  SCHEDULE "G"
                                  ------------
                               Vendor Certificate
                               ------------------
                           Certificate of Confirmation
                           ---------------------------

Pursuant  to subparagraph 11.2(c) of the Asset Purchase Agreement made effective
as  of  the 27th day of August, 1999 (the "Agreement") between High Tech Venture
Capital Inc.(the "Vendor"), Kirk Exner ("Exner") and Predator Ventures Ltd. (the
"Purchaser"),  the  Vendor  and  Exner  jointly  and  severally  confirm  to the
Purchaser  that  the  representations  and  warranties  of  the Vendor and Exner
contained  in  paragraph  4.1  of  the  Agreement, elsewhere in the Agreement or
contained  in  any  certificates  or documents delivered by them pursuant to the
Agreement are true and correct in every respect as of the Time of Closing of the
Agreement  being  o'clock  a.m.  local  time  in  Vancouver, B.C. on the  day of
September,  1999.

Dated  at  Vancouver,  B.C.,  this      day  of  September,  1999.

     High  Tech  Venture  Capital  Inc.
     Per:

     Kirk  Exner


     Kirk  Exner


<PAGE>
                                  SCHEDULE "H"
                                  ------------
                          Purchaser Solicitor's Opinion
                          -----------------------------
                  (letterhead of solicitors for the Purchaser)
,  1999

High  Tech  Venture  Capital  Inc.  and  Kirk  Exner
c/o
Barristers  and  Solicitors

Attention:
----------

Dear  Sirs:

Re:     Asset  Purchase  Agreement  (the  "Agreement")  made
        effective  as  of  the  27th  day  of August, 1999 between
        High TechVenture Capital  Inc.
        (the  "Vendor"),  Kirk  Exner  ("Exner")
        and  Predator  Ventures  Ltd.  (the  "Purchaser")
        -------------------------------------------------

We  are  the  solicitors for the Purchaser.  We provide this opinion pursuant to
subparagraphs 9.2(b) and 11.3(e) of the Agreement.  We have acted as counsel for
the  Purchaser  in  connection with the negotiation, execution and completion of
the  Agreement.

We  have  considered  such  questions  of  law  and  examined  such statutes and
regulations,  corporate  records, certificates and other documents and have made
such  other  examinations,  searches  and  investigations  as we have considered
necessary  for  the  purpose  of  the  opinion  hereinafter  expressed.  In such
examination,  we  have  assumed  the  genuineness  of  all  signatures  and  the
authenticity of all documents submitted to us as originals and the conformity to
original  documents  of  all  documents  submitted  to  us  as  certified  or as
photocopies.

Based  on  and  subject  to  the  foregoing,  we  are  of  the  opinion  that:

1.     The  Purchaser  is a company duly incorporated and validly existing under
the laws of the Province of British Columbia.  The Purchaser is in good standing
with  respect  to  the  filing  of  annual  reports  with  the B.C. Registrar of
Companies.

2.     The  Purchaser  has  all requisite corporate power and authority to enter
into  and  to  perform  its  obligations  under  the  Agreement.

3.     All  necessary steps and corporate action and proceedings have been taken
to  authorize  the  execution  and  delivery  of the Agreement by the Purchaser.

<PAGE>

4.     To  the best of our knowledge, neither the execution and delivery of, nor
the  performance  of  its  obligations under the Agreement by the Purchaser will
conflict  with  or  constitute  a  breach  of  or  default  under the constating
documents  of  the Purchaser or any commitment, agreement or other instrument to
which  the  Purchaser  is  a  party  or  by  which  it  is  bound.

5.     To  the  best  of our knowledge, there are no claims, judgement, actions,
suits,  litigation, proceedings or investigations, actual, pending or threatened
against  the  Purchaser  which might materially affect any business, properties,
assets,  prospects  or  conditions,  financial or otherwise, of the Purchaser or
which  could  result  in  any  material  liability  to  the  Purchaser.

6.     As  at the Effective Date of the Agreement, the authorized capital of the
Purchaser  consisted  of  common shares without par value of which  were validly
authorized,  created,  allotted, issued and outstanding, and, to the best of our
knowledge,  fully  paid  for  and  non-assessable.

7.     All  necessary steps and corporate action and proceedings have been taken
to  effect  the  valid  issuance  of  the  Purchaser's  Shares  to the Vendor as
contemplated  under  the  Agreement.

The opinion expressed is subject to the qualification that enforceability of the
Agreement  may  be  limited  by  applicable bankruptcy, insolvency or other laws
affecting  creditors'  rights generally, and that equitable remedies such as the
remedies  of  specific  performance  or  injunction are in the discretion of the
court  from  which  they  are  sought.

Yours  truly,

CAMPNEY  &  MURPHY
Per:
     Paula  M.  Palyga

<PAGE>

                                  SCHEDULE "I"
                                  ------------
                              Purchaser Certificate
                              ---------------------
                           Certificate of Confirmation
                           ---------------------------

Pursuant  to subparagraph 11.2(c) of the Asset Purchase Agreement made effective
as  of  the 27th day of August, 1999 (the "Agreement") between High Tech Venture
Capital Inc.(the "Vendor"), Kirk Exner ("Exner") and Predator Ventures Ltd. (the
"Purchaser"),  the  Purchaser  confirms  to  the  Vendor  and  Exner  that  the
representations  and  warranties  of the Purchaser contained in paragraph 5.1 of
the  Agreement,  elsewhere  in the Agreement or contained in any certificates or
documents  delivered  by  them pursuant to the Agreement are true and correct in
every  respect  as  of  the Time of Closing of the Agreement being  o'clock a.m.
local  time  in  Vancouver,  B.C.  on  the  day  of  September,  1999.

Dated  at  Vancouver,  B.C.,  this       day  of  September,  1999.

     Predator  Ventures  Ltd.
     Per:

     ,  Director

     Per:

     ,  Director

<PAGE>
                      AMENDMENT TO ASSET PURCHASE AGREEMENT

THIS  AGREEMENT  dated  as  of  the  29th  day  of  October,  1999

BETWEEN:

High Tech Venture Capital Inc., a company incorporated under the laws of British
Columbia  and  having  an  office  at  1740  Parker  Street,  Vancouver, British
Columbia,  V5L  2K8

(the  "Vendor")

AND:

Predator  Ventures  Ltd.,  a corporation continued under the laws of Wyoming and
having  an  office  at 2200 - 885 West Georgia St., Vancouver, British Columbia,
V6C  3E8

(the  "Purchaser")

AND:

Kirk Exner, business person, of 1740 Parker Street, Vancouver, British Columbia,
V5L  2K8;

("Exner")

WHEREAS:

A.          The Vendor, the Purchaser and Exner are parties to an Asset Purchase
Agreement  dated  August  27,  1999  (the  "Asset  Purchase  Agreement');

B.          The "Closing Date" (as defined in the Asset Purchase Agreement) has,
as  detailed  in  section 10 of the Asset Purchase Agreement, been extended from
September  30,  1999  to  October  31,  1999;

C.          The Parties wish to further extend the Closing Date on the terms and
conditions  hereinafter  set  forth;

1.     FOR  THE  SUM  OF $1.00 AND OTHER VALUABLE CONSIDERATION (the receipt and
sufficiency  of  which  is  hereby  acknowledged  among the Parties) the Parties
hereto  covenant  and  agree each with the other to extend the Closing Date from
October  31,  1999  to  November  15,  1999.

2.     Except  as specified amended herein, the Asset Purchase Agreement remains
in  full  force  and  effect.

<PAGE>

IN  WITNESS  WHEREOF  the  parties  have  executed  and  delivered this Amending
Agreement  on  the  day  set  forth  above.

PREDATOR  VENTURES  LTD.

Per:          /s/  signed
              -----------
     Authorized  Signatory

HIGH  TECH  VENTURE  CAPITAL  INC.

Per:          /s/  signed
              -----------
     Authorized  Signatory

                                          )
                                          )
SIGNED,  SEALED  &  DELIVERED  by       )
KIRK  EXNER  in  the  presence  of:     )
                                        )
/s/  M.  Vandekamp                      )
------------------                      )
Signature  of  Witness                  )
                                        )
Name  of  Witness:   M.  Vandekamp      )
                   ---------------      )
                                        )
Address  of  Witness:  2200-885  W.     )
Georgia                                 )
-----------------------------------     )
Vancouver,  BC  V6C  3E8                )
----------------------------------      )
                                        )      /s/  Kirk  Exner
                                        )       -----------------
Occupation  of  Witness:                )        KIRK EXNER
Exec.  Assistant                        )
----------------                        )