EXHIBIT 10.111

                                ESCROW AGREEMENT

     THIS ESCROW AGREEMENT is made as of the 21 day of November 2000 among
BounceBack Technologies.com, Inc., a Minnesota corporation ("Seller"), On Stage
Entertainment, Inc., a Nevada corporation ("Buyer") and Schnader Harrison Segal
& Lewis, LLP ("Escrow Agent").

                                    RECITALS
                                    --------

     Buyer and Seller are parties to a Letter of Intent, dated as of even date
herewith (the "Letter of Intent"). Pursuant to the Letter of Intent, Buyer
wishes to deposit in escrow with Escrow Agent the Escrowed Property (as defined
below) and Buyer and Seller wish to have the Escrowed Property released by the
Escrow Agent in accordance with the provisions set forth below.

     NOW, THEREFORE, the parties hereto, in consideration of the mutual
obligations herein provided, and each intending to be legally bound hereby, do
hereby agree as follows:

     I.   Receipt and Escrow of Escrowed Property. The Escrow Agent hereby
     acknowledges receipt from Seller of One Hundred Thousand and 00/100 Dollars
     ($100,000), which, together with any interest or income earned thereon, is
     defined in this Escrow Agreement as the "Escrowed Property".

          II.  Disbursement of Escrowed Property.

               A. The Escrow Agent shall continue to hold and invest the
               Escrowed Property in accordance with Section 3 of this Escrow
               Agreement until instructed to disburse the same, in accordance
               with the following:

                    1. At the earlier of the closing of the transactions
                    contemplated by the Letter of Intent (the "Closing") or 5:00
                    p.m. EST on January 31, 2001, the Escrowed Property and any
                    interest earned thereon shall be delivered by Escrow Agent's
                    check or wire transfer to Seller; provided, however, that in
                    the event Escrow Agent is notified in writing by Buyer (a)
                    prior to 5:00 p.m. EST on December 29, 2000 of the
                    occurrence of one or more of the events set forth in Section
                    1.2 footnote (1) subparagraph (ii) of the Letter of Intent
                    or (b) prior to 5:00 p.m. EST on January 31, 2001 of the
                    occurrence of the event set forth in Section 1.2 footnote
                    (1) subparagraph (i) of the Letter of Intent, Escrow Agent
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                    shall send to Seller a copy of Buyer's written notice and
                    Escrow Agent shall only pay the Escrowed Property, together
                    with any interest earned thereon, to the party entitled
                    thereto pursuant to the joint written instructions of Seller
                    and Buyer; or

                    2. A final, non-appealable order of a court of competent
                    jurisdiction. The Escrow Agent may require that such court
                    order be accompanied by a legal opinion by counsel for the
                    presenting party (which counsel shall be reasonably
                    acceptable to the Escrow Agent satisfactory to the Escrow
                    Agent to the effect that the order is final and
                    non-appealable. The Escrow Agent shall be entitled to act on
                    such court order and legal opinion (if any) without further
                    question.

               B.   In the event of any dispute between Buyer and Seller
               concerning the disbursement of the Escrowed Property or if the
               entire Escrowed Property shall not have been disbursed within six
               (6) months after the date hereof, the Escrow Agent may pay the
               entire Escrowed Property into court and shall thereafter have no
               further obligation under this agreement.

          III. Investment of Escrowed Property.

               A.   Buyer and Seller hereby instruct Escrow Agent to invest the
               Escrowed Property as follows:

                    1. Escrow Agent shall hold, pursuant to the terms hereof,
                    the Escrowed Property and shall invest and reinvest, as
                    directed in writing by the Seller, any money or property
                    which may at any time form a part of the Escrowed Funds in
                    securities and obligations of the United States government
                    or in certificates of deposit or other obligation issued by
                    banks having a net worth of more than $20 million.

               B.   Buyer and Seller shall bear sole responsibility for the
               investment instructions set forth above. In particular, Escrow
               Agent does not guarantee any rate of return on the investments,
               nor shall the Escrow Agent have any liability in the event the
               Escrowed Property is lost due to the failure (including, but not
               limited to, a bankruptcy, receivership or seizure) of any banking
               or financial institution into which the Escrowed Property may
               have been deposited by the Escrow Agent in accordance with or
               pursuant to the investment instructions.


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                    C. If Escrow Agent shall be instructed to deposit the
                    Escrowed Property in an interest-bearing account, Buyer or
                    Seller, as the case may be, shall provide Escrow Agent with
                    a tax identification number. If no tax identification number
                    shall be provided, Escrow Agent shall deposit the Escrowed
                    Property in a non-interest bearing account.

               IV.  Taxes

                    A. To the extent that the Escrow Agent becomes liable for
                    the payment of taxes, including withholding taxes, in
                    respect of income derived from the investment of the
                    Escrowed Property held hereunder or any payment made
                    hereunder, the Escrow Agent may pay such taxes from the
                    Escrowed Property. The Escrow Agent may withhold from any
                    payment of monies held by it hereunder such amount as the
                    Escrow Agent estimates to be sufficient to provide the sum
                    withheld for that purpose.

                    B. Buyer shall pay or reimburse the Escrow Agent upon
                    request for any transfer taxes relating to the Escrowed
                    Property incurred in connection herewith and shall indemnify
                    and hold harmless the Escrow Agent from any amounts that it
                    is obligated to pay in the way of transfer taxes.

               V.   Rights, Duties and Obligations of Escrow Agent.

                    A. The Escrow Agent shall not be under any duty to give the
                    Escrowed Property held by it hereunder any greater degree of
                    care than it gives its own similar property and shall not be
                    required to invest any funds held hereunder except as
                    directed in this Escrow Agreement. Un-invested funds held
                    hereunder shall not earn or accrue interest. The Escrow
                    Agent shall have a first lien against the Escrowed Funds to
                    secure the obligations of the parties hereunder.

                    B. This Escrow Agreement expressly sets forth all the duties
                    of the Escrow Agent with respect to any and all matters
                    pertinent hereto. No implied duties or obligations shall be
                    read into this agreement against the Escrow Agent. The
                    Escrow Agent shall not be bound by the provisions of any
                    agreement among the other parties hereto except this Escrow
                    Agreement.

                    C. The Escrow Agent shall not be liable, except for its own
                    gross negligence or willful misconduct and, except with
                    respect to claims based upon such gross negligence or
                    willful misconduct that are successfully asserted against
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                    the Escrow Agent, the other parties hereto shall jointly and
                    severally indemnify and hold harmless the Escrow Agent (and
                    any successor Escrow Agent) from and against any and all
                    losses, liabilities, claims, actions, damages, and expenses,
                    including out of pocket expenses and reasonable attorneys'
                    fees and disbursements, arising out of and in connection
                    with the Escrow Agreement, and including, but without
                    limitation, a suit in interpleader brought by the Escrow
                    Agent. Without limiting the foregoing, the Escrow Agent
                    shall in no event be liable in connection with its
                    investment or reinvestment of any cash held by it hereunder
                    in good faith, in accordance with the terms hereof,
                    including without limitation any liability for any delays
                    (not resulting from its gross negligence or willful
                    misconduct) in the investment or reinvestment of the
                    Escrowed Property, or any loss of interest incident to any
                    such delays.

                    D. The Escrow Agent shall be entitled to rely upon any
                    order, judgment, certification, demand, notice, instrument
                    or other writing delivered to it hereunder without being
                    required to determine the authenticity or the correctness of
                    any fact stated therein or the propriety or validity or the
                    service thereof. The Escrow Agent may act in reliance upon
                    any instrument or signature believed by it to be genuine and
                    may assume that any person purporting to give notice or
                    receipt or advice or make any statement or execute any
                    document in connection with the provisions hereof has been
                    duly authorized to do so.

                    E. The Escrow Agent may act pursuant to the advice of
                    counsel with respect to any matter relating to this Escrow
                    Agreement and shall not be liable for any action taken or
                    omitted in accordance with such advice.

                    F. The Escrow Agent makes no representation as to the
                    validity, value, genuineness or the collectibility of any
                    security or other document or instrument held by or
                    delivered to it.

                    G. If, prior to the termination of the escrow created
                    hereby, the Escrow Agent receives or becomes aware of
                    conflicting demands or claims with respect to this escrow,
                    the rights of any of Buyer and Seller hereto, or the
                    Escrowed Property or any securities, property or documents
                    deposited with Escrow Agent or affected hereby, the Escrow
                    Agent shall have the right to discontinue any or all further
                    acts on its part until such conflict is resolved to Escrow
                    Agent's satisfaction.


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                    H. The Escrow Agent shall have the further right to commence
                    or defend any action or proceedings for the determination of
                    such conflict. In the event the Escrow Agent files a suit in
                    interpleader, it shall thereupon be fully released and
                    discharged from all further obligations to perform any and
                    all duties or obligations imposed upon it by this Escrow
                    Agreement.

                    I. The Escrow Agent (and any successor Escrow Agent) may at
                    any time resign as such by delivering the Escrowed Property
                    to any successor Escrow Agent jointly designated by the
                    other parties hereto in writing, or to any court of
                    competent jurisdiction, whereupon the Escrow Agent shall be
                    discharged of and from any and all further obligations
                    arising in connection with this Escrow Agreement. The
                    resignation of the Escrow Agent will taken effect on the
                    earlier of (a) the appointment of a successor (including a
                    court of competent jurisdiction) or (b) the day which is 30
                    days after the date of delivery of its written notice of
                    resignation to the other parties hereto. If at that time the
                    Escrow Agent has not received a designation of a successor
                    Escrow Agent, the Agent's sole responsibility after that
                    time shall be to safekeep the Escrowed Property until
                    receipt of a designation of successor Escrow Agent or a
                    joint written disposition instruction by Buyer and Seller or
                    a final order of a court of competent jurisdiction.

                    J. No printed or other matter in any language (including
                    without limitation prospectuses, notices, reports and
                    promotional material) which mentions the Escrow Agent's name
                    or the rights, power, or duties of the Escrow Agent shall be
                    issued by the other parties hereto or on such parties'
                    behalf unless the Escrow Agent shall first have given its
                    specific written consent thereto.

               VI.  Miscellaneous.

                    A. Jurisdiction and Venue. Buyer and Seller hereby
                    irrevocably submit to the jurisdiction of any court of the
                    Commonwealth of Pennsylvania or federal court sitting in
                    Philadelphia, Pennsylvania and any action or proceeding
                    shall be heard and determined in such a State or federal
                    court. Buyer and Seller hereby consent to and grant to any
                    such court jurisdiction over their persons and over the
                    subject matter of any such dispute and agree that delivery
                    or mailing of process or other papers in connection with any
                    such action or proceeding in the manner provided herein
                    above, or in such other manner as may be permitted by law,
                    shall be valid and sufficient service thereof.


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                    B. Choice of Law. This Escrow Agreement shall be construed
                    in accordance with and governed by the internal laws of the
                    Commonwealth of Pennsylvania (without reference to its rule
                    as to conflicts of law).

                    C. Assignment; Successors and Assigns: This Escrow Agreement
                    shall be binding upon and inure solely to the benefit of the
                    parties hereto and their respective successors and assigns,
                    heirs, administrators and representatives and shall not be
                    enforceable by or inure to the benefit of any third party
                    except as provided in paragraph I in Article V with respect
                    to a resignation by the Escrow Agent. No party may assign
                    any of its rights or obligations under this Escrow Agreement
                    without the written consent of the other parties.

                    D. Amendment. This Escrow Agreement may only be modified by
                    a writing signed by all of the parties hereto, and no waiver
                    hereunder shall be effective unless in a writing signed by
                    the party to be charged.

                    E. Notices. Instructions, notices, releases, payments and
                    any other documents delivered under this Agreement shall be
                    sent to the parties hereto as follows:

                    Buyer:

                    Timothy Parrott, President
                    On Stage Entertainment, Inc.
                    4625 West Nevso Drive
                    Las Vegas, Nevada 89103

                    Seller:

                    John J. Pilger, President
                    BounceBack Technologies.com, Inc.
                    707 Bienville Blvd.
                    Ocean Springs, Mississippi 39564

                    Escrow Agent:

                    Schnader Harrison Segal & Lewis, LLP
                    Suite 3600, 1600 Market Street
                    Philadelphia, Pennsylvania 19103-7286
                    Attn:  Robert P. Krauss


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                    Notices shall be sent by (i) certified mail or (ii)
                    overnight courier guaranteeing next day delivery. Any notice
                    served by certified mail shall be deposited in the United
                    States Mail with postage thereon fully prepaid. Notice shall
                    be deemed given upon receipt thereof. Any such notice shall
                    be addressed to the party at the address set forth above, or
                    at such other address or addresses as the party may advise
                    the other parties in writing as required hereunder.

                    F. Counterparts. This Agreement may be executed in any
                    number of counterparts. Each such counterpart shall be
                    deemed to be an original but all such counterparts together
                    shall constitute one and the same instrument.

                    G. Conflict. Buyer acknowledges that Escrow Agent is counsel
                    to Seller and its affiliates and agrees that if any dispute
                    shall arise between Buyer and Seller and its affiliates with
                    respect to this Agreement or any other matter, Escrow Agent
                    and any of its partners or employees may represent Seller
                    and its affiliates and Buyer shall not raise as an objection
                    thereto, or seek to disqualify Escrow Agent, its partners or
                    employees from such representation by reason of, Escrow
                    Agent's service as escrowee of the Escrowed Property.

                           [Intentionally Left Blank]

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     IN WITNESS WHEREOF, the parties intending to be legally bound, have
executed this Agreement as of the date hereof.

                                         BounceBack Technologies.com, Inc.

                                         By:
                                             -----------------------------------
                                                  John J. Pilger, President


                                         On Stage Entertainment, Inc.

                                         By:
                                            ------------------------------------
                                                  Timothy Parrott, President


                                         Schnader Harrison Segal & Lewis, LLP

                                         By:
                                            ------------------------------------

                                                 --------------------, Partner