EXHIBIT 10.26

                     1120 AVENUE OF THE AMERICAS, SUITE 4020
                            NEW YORK, NEW YORK 10036

                                                                November 3, 2003

Mr. Andrew J. Schenker 40 Marquette Drive Smithtown, New York 11787

Dear Andy,

This letter sets forth the agreement regarding your employment (the "Agreement")
with Genio Group, Inc. (the "Company"), a Delaware corporation that is a
developer and marketer of innovative entertainment and leisure products (the
"Business"), upon the terms and conditions set forth herein.

Start Date:       November 3, 2003

Employment Term:  The term will be for a period of three (3) years through
                  November 3, 2006 ("Initial Term") provided that the Initial
                  Term may be automatically extended for up to two (2)
                  additional twelve month periods unless either party gives
                  written notice to the other to not proceed with such renewal
                  at least sixty (60) days prior to the expiration of the then
                  existing term (the "Renewal Term").

                  Either the Company or you may terminate your employment during
                  the Initial Term or any Renewal Term for any reason, with or
                  without Cause, provided however, you agree to deliver to the
                  Company written notice of such termination at least thirty
                  (30) days prior to your last date of employment and the
                  Company agrees to deliver written notice of such termination
                  at least thirty (30) days prior to your last date of
                  employment.

Title and
Duties:           You will be employed in the position of Chief Financial
                  Officer and Senior Vice President of the Company working from
                  the headquarters of the Company presently located at 1120
                  Avenue of the Americas, Suite 4020, New York, New York 10036,
                  or at such other New York City or Long Island address as the
                  Company shall designate. Your duties and responsibilities
                  shall be on a full-time basis and shall be subject, at all
                  times, to the direction and supervision of the Company's Chief
                  Executive Officer, as well as its Board of Directors
                  ("Board"). Your responsibilities shall include (i) maintaining
                  the books and records of the Company, its subsidiaries and
                  affiliates in accordance with generally accepted accounting
                  principles; (ii) preparing financial statements and related
                  notes, including balance sheet and cash flow statements, for
                  the Company, its subsidiaries and affiliates on a quarterly
                  basis and on an annual basis and participating in the
                  preparation of the Company's filings on form 10-QSB and 10-KSB


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                  with the Securities and Exchange Commission and otherwise
                  assuring compliance by the Company, its subsidiaries and
                  affiliates with financial disclosure as required under the
                  federal and state securities laws; (iii) provide senior
                  management with written reports on an interim basis as
                  requested regarding accounts payables, accounts receivables,
                  bank reconciliation, and similar reports and implement
                  procedures for collections of accounts receivables; (iv)
                  implementation of billing system for sending bills to and
                  collecting payments on a timely basis from retailers,
                  distributors, licensors etc. who purchase, distribute or
                  license the Company or its subsidiaries or affiliates'
                  products; (v) participate in the analysis of potential
                  acquisition, joint venture, merger and similar type of
                  transactions for the Company, its affiliates and subsidiaries;
                  (vi) participate in providing financial information for the
                  raising of capital for the Company, its affiliates and
                  subsidiaries operations; (vii) participate in the preparation
                  of financial planning and budgets for the Company, its
                  subsidiaries and affiliates, and (vi) to carry out such other
                  matters of a similar nature as directed by the Company's Chief
                  Executive Officer or Board. Effective the date this Agreement
                  is fully executed, you agree to resign as a member of the
                  Company's Board of Directors of the Company.

Compensation:     During each twelve (12) month period of the Initial Term and
Salary/Bonus      any Renewal Term, you will be paid a base salary of $135,000
                  ("Base Salary"), payable in accordance with the Company's
                  normal payroll practice, which is presently bi-weekly. In
                  addition you shall be eligible for receipt of a discretionary
                  annual cash bonus which may be awarded to you by the Company's
                  Board of Directors based upon its evaluation of your
                  performance during each twelve month period of the Initial
                  Term and any Renewal Term.

Stock Options:    The Company also grants you stock options to acquire Four
                  Hundred and Fifty Thousand (450,000) shares of the Company's
                  common stock (the "Option Grant") at an exercise price per
                  share equal to the common stock average closing price during
                  the 40 day period from the date hereof, vesting and
                  exercisable according to the following schedule: 75,000
                  options vesting and exercisable upon mutual execution by you
                  and the Company of this Agreement, 75,000 options each vesting
                  and exercisable following the completion of twelve months,
                  eighteen months, twenty-four months, thirty months, and
                  thirty-six months of the Initial Term. Provided such options
                  have vested, the options shall be exercisable for a five (5)
                  year term commencing from the Start Date above. You shall be
                  entitled to piggyback registration rights to register the
                  common stock underlying the Option Grant in the event that the
                  Company files a registration statement to register any stock


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                  options for other employees under an employee stock option
                  plan.

Severance:        In the event that your employment is terminated without Cause
                  by the Company, you shall be entitled to severance for a six
                  (6) month period following the date of termination, at the
                  rate provided by your Base Salary.

                  In addition, upon such termination, any vested options plus
                  75,000 additional and previously unvested options shall be
                  exercisable for twelve (12) months following the date of
                  termination. Any remaining unvested options on the date of
                  termination shall be immediately cancelled. Any severance
                  payment shall be paid in the same regular installments as your
                  Base Salary.

Benefits:         You will be eligible to participate in any management bonus
                  plan and entitled to such benefits, health insurance and
                  vacation which are, or will be, provided to other senior
                  executives of the Company.

Expenses:         You will be reimbursed upon submission of appropriate
                  documentation for all reasonable expenses including travel
                  (local and out of town) incurred by you in the performance of
                  your employment hereunder, provided however, that you shall
                  not incur any such expenses in excess of $750 without the
                  prior written consent of the CEO or other authorized senior
                  officer of the Company. You shall also be entitled to a
                  monthly commuting allowance of $275 per month, subject to
                  adjustment for inflation.

Termination:      (a) Your employment shall terminate upon the first to occur of
                  the following:

                  (1) The expiration of the Initial Term or any Renewal Term
                  specified above.

                  (2) Upon your (i) death or (ii) permanent disability or
                  incapacity.

                  (3)For Cause. The Company shall have the right to terminate
                  your employment upon twenty-four (24) hours' written notice to
                  you For Cause. The grounds for such termination For Cause
                  shall be:

                        (i) a material breach of your agreement of employment
                        hereunder, including, but not limited to a violation of
                        any non-competition, non-solicitation or confidentiality
                        provisions hereinafter set forth or any action which
                        violates the terms of that certain license between
                        Tele-V, Inc. and Marvel Enterprises, Inc. and Marvel


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                        Characters, Inc. effective as of the 27th day of March
                        2003, as amended by amendment effective as of the 25th
                        day of September 2003 between Genio Group, Inc.
                        (formerly known as Tele-V, Inc.), and Marvel Characters,
                        Inc. and Marvel Enterprises, Inc. (the "Marvel
                        License"); or

                        (ii) Your arrest for fraud, embezzlement, bribery, act
                        of moral turpitude or any felonious offense (other than
                        strictly a motor vehicle matter, provided that a
                        conviction for a motor vehicle matter other than a minor
                        traffic violation, constitutes grounds for termination
                        For Cause); or

                        (iii) Your commission of any act of fraud, dishonesty or
                        negligence in connection with the performance of your
                        duties as an employee of the Company; or

                        (iv) Your willful and repeated failure or refusal
                        (unremedied after ten (10) business days written notice
                        from the Company of such failure or refusal) to perform
                        your duties and responsibilities as are established by
                        the Company's Chief Executive Officer and the Board of
                        Directors, from time to time.

                  (4) Upon written notice from either the Company, or you, which
                  notice if delivered by you shall be received by the Company no
                  less than thirty (30) days prior to the date of termination
                  and if delivered by the Company, shall be received by you no
                  less than thirty (30) days prior to the date of termination.

                  (b) Except as otherwise stated in "Severance" above, if you
                  are terminated for Cause, the Company shall have no further
                  financial or other obligations to you following the last date
                  of employment and any unvested options in the Option Grant
                  shall be cancelled and forfeited by you.

Agreement         Not To Compete: In consideration of the above, you agree that
                  during the Initial Term or any Renewal Term, and for twelve
                  (12) months following the expiration of such term or earlier
                  termination of your employment, you shall not either for
                  yourself or on behalf of any other person, partnership,
                  corporation or entity, directly or indirectly or by action in
                  concert with others:

                  (a) interfere with any of the Company's or its parent,
                  affiliates' or its subsidiaries' relationships with, or
                  endeavor to employ or entice away from the Company or its
                  parent, affiliates or its subsidiaries, any person who, at any
                  time on or after the date hereof, is or shall be an employee
                  of the Company or its parent, affiliates or its subsidiaries
                  or under some other contractual relationship with the Company,
                  interfere with or seek to adversely alter the Company's or its


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                  parent, affiliates or its subsidiaries' relationship with,
                  solicit or divert any supplier, licensee or distributor of the
                  Company or its parent, affiliates or its subsidiaries; or

                  (b) seek or obtain employment with, or provide services to,
                  any of the parties to the Marvel License.

Property Rights:  With respect to information, inventions and discoveries or any
                  interest in any copyright and/or property right developed,
                  made or conceived of by you, either alone or with others, at
                  any time during your employment by the Company and whether or
                  not within working hours (and written six months thereafter)
                  arising out of such employment or pertinent to any field of
                  business or research in which, during such employment, the
                  Company is engaged or (if such is known to or ascertainable by
                  you) is considering engaging, you agree:

                  (a) that all such information, inventions and discoveries or
                  any interest in any copyright and/or other property right,
                  whether or not patented or patentable, shall be and remain the
                  exclusive property of the Company, whether or not it is
                  protected or protectible under applicable patent, trademark,
                  service mark, copyright or trade secret laws which shall be
                  deemed work made for hire as defined in Section 101 of the
                  Copyright Act, 15 U.S.C. Section 101. If it is determined that
                  any such works are not works made for hire, you hereby assign
                  to the Company all of your right, title and interest,
                  including all rights of copyright, patent, and other
                  intellectual property rights, to or in such work product;

                  (b) to disclose promptly to an authorized representative of
                  the Company all such information, inventions and discoveries
                  or any copyright and/or other property right and all
                  information in your possession as to possible applications and
                  uses thereof;

                  (c) not to file any patent application relating to any such
                  invention or discovery except with the prior written consent
                  of an authorized officer of the Company (other than yourself);

                  (d) that you hereby waive and release any and all rights you
                  may have in and to such information, inventions and
                  discoveries and hereby assign to the Company and/or its
                  nominees all of your right, title and interest in them and all
                  your right, title and interest in any patent, patent
                  application, copyright or other property right based thereon.
                  You hereby irrevocably designate and appoint the Company and
                  each of its duly authorized officers and agents as your agent
                  and attorney-in-fact to act for you and in your behalf and
                  stead to execute and file any document and to do all other
                  lawfully permitted acts to further the prosecution, issuance
                  and enforcement of any such patent, patent application,



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                  copyright or other property right with the same force and
                  effects as if executed and delivered by you; and

                  (e) at the request of the Company, and without expense to you,
                  to execute such documents and perform such other acts as the
                  Company deems necessary or appropriate, for the Company to
                  obtain patents on such inventions in a jurisdictions
                  designated by the Company, and to assign to the Company or its
                  designees such inventions and any and all patent applications
                  and patents relating thereto.

Confidentiality:  With respect to the information, inventions and discoveries
                  referred to above and also with respect to all other
                  information, whatever its nature and form and whether obtained
                  orally, by observation, from Materials (as defined below) or
                  otherwise (except such as is generally available through
                  publication), obtained by you and relating to any invention,
                  improvement, enhancement, product, know-how, formula,
                  software, process, apparatus, design, drawings, codes, data
                  printouts, magnetic tapes and disks, recordings, marketing and
                  sales programs, financial projections, concept or other
                  creation, or to any use of any of them, or to materials,
                  tolerances, specifications, costs (including, without
                  limitation, manufacturing costs), pricing formulae, or to any
                  plans of the Company, or to any other trade secret or
                  proprietary information of the Company, related to the
                  Business and operations of the Company or the Company's
                  customers, strategic alliances, licensors, parent,
                  subsidiaries and affiliates, you agree:

                  (a) to hold all such information, inventions and discoveries
                  which have not otherwise become public knowledge in strict
                  confidence and not to publish or otherwise disclose any
                  thereof to any person or entity other than the Company except
                  with the prior written consent of an authorized officer of the
                  Company or as may be required by law;

                  (b) to take all reasonable precautions to assure that all such
                  information, inventions and discoveries are properly protected
                  from access by unauthorized persons;

                  (c) to make no use of nor exploit in any way any such
                  information, invention or discovery except as required in the
                  performance of your employment duties of the Company; and

                  (d) upon termination of your employment by the Company, or at
                  any time upon request of the Company, to deliver to it all
                  Materials (as defined below) and all substances, models,
                  software, prototypes and the like containing or relating to
                  any such information, invention or discovery, all of which


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                  Materials (as defined below) and other things shall be and
                  remain the exclusive property of the Company.

                  For purposes of this Agreement, the term "Materials" includes,
                  without limitation, letters, memoranda, reports, notes,
                  notebooks, books of accounts, drawings, prints, marketing
                  materials, product designs, specifications, formulae,
                  software, data printouts, microfilms, e-mails, magnetic tapes
                  and disks and other documents and recordings, together with
                  all copies, excerpts and summaries, thereof.

Miscellaneous:    We agree that it is our intention and covenant that your
                  employment and performance thereunder be governed by and
                  construed under the laws of the State of New York concerning
                  contracts to be made and performed wholly within such state,
                  without regard to any conflict of law principles and that any
                  dispute between the parties of any kind shall be adjudicated
                  exclusively in the courts of the State of New York.

                  (a) This letter sets forth the entire agreement regarding your
                  employment and may not be modified or changed except by mutual
                  written agreement. Your obligations hereunder may not be
                  assigned by you. Your employment agreement is assignable by
                  the Company to a wholly-owned subsidiary or in the event of
                  any sale, merger, or similar transaction by the Company with a
                  third party or a related party.

                  (b) You represent and warrant that the execution, delivery and
                  performance by you of this Agreement and the matters
                  contemplated thereunder does not, and will not, violate,
                  result in a breach of, or constitute a default under any
                  agreement or arrangement to which you are a party. You also
                  represent and warrant that you have had the opportunity to
                  consult with the counsel of your choice in the negotiation and
                  execution of this Agreement.

                  (c) The invalidity of all or any part of any paragraph or
                  subparagraph of this Agreement shall not render invalid the
                  remainder of the Agreement and obligations contemplated
                  hereunder.

                  (d) This Agreement may be executed in two or more
                  counterparts, each of which shall be deemed an original, but
                  all of which when together, shall constitute one and the same
                  agreement.

                  (e) Any notice given hereunder shall be in writing and either
                  delivered in person, by nationally recognized overnight
                  courier, or be registered or certified first class mail,
                  (postage prepaid, addressed) if to the Company at Genio Group,


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                  Inc., 1120 Avenue of the Americas, Suite 4020, New York, New
                  York 10036, attn: Chief Executive Officer and (b) if to the
                  Employee at the address noted above. Notices delivered
                  personally shall be deemed given as of actual receipt; notices
                  sent via facsimile transmission shall be deemed given as of
                  one business day following sender's receipt from sender's
                  facsimile machine of written confirmation of transmission
                  thereof; notices sent by overnight courier shall be deemed as
                  given as of one business day following sending; and notices
                  mailed shall be deemed given as of five business days after
                  proper mailing. Any party may change its address in notice
                  given to the other party in accordance with this Section (e).

If the above meets with your understanding, please countersign this Agreement at
the lower left to acknowledge your agreement and acceptance with the terms and
conditions outlined above and return a signed copy to me at your earliest
convenience. We look forward to a long and mutually rewarding relationship.

                                          Sincerely,
                                          Genio Group, Inc.


                                          By: /s/ Shai Bar-Lavi
                                             -----------------------------------
                                          Shai Bar-Lavi, Chief Executive Officer


ACCEPTED AND AGREED TO
THIS 3rd day of November 2003:


/s/ Andrew J. Schenker
-----------------------------------------
Andrew J. Schenker

cc: Genio Group, Inc. Board of Directors


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