STOCK OPTION AGREEMENT


             THIS  STOCK  OPTION  AGREEMENT  is made as of the 28th day of June,
2000, between Caribiner International, Inc. (to be renamed Audio Visual Services
Corporation), a Delaware corporation (hereinafter called the "Corporation"), and
___________________________,  an  employee  of  the  Corporation  or  one of its
subsidiaries (hereinafter called the "Participant").

             WHEREAS,  the  Corporation  desires  to  give  the  Participant  an
opportunity  to  participate  in the  long-term  growth  of the  Corporation  by
granting to the Participant options to purchase the Corporation's  common stock,
par value  $0.01 per  share  (the  "Common  Stock"),  pursuant  to the terms and
conditions of the Corporation's  Amended and Restated 1996 Stock Option Plan (as
may  otherwise be amended or restated from time to time,  the "Plan"),  and this
Agreement.

         NOW,  THEREFORE,  in consideration of the mutual covenants  hereinafter
set forth and for other good and valuable consideration, the receipt of which is
hereby acknowledged, the parties agree as follows:

     1. Grant of Option.  The  Corporation  hereby grants to the Participant the
right and option  (hereinafter  called the "Option") to purchase an aggregate of
73,000  shares (the  "Shares") of Common  Stock (such  number  being  subject to
adjustment  as provided  in  paragraph 7 hereof) on the terms and subject to the
conditions  herein set forth. Such Option shall vest and may be exercised at any
time on or after April 4, 2002 (the "Vesting Date") (unless  terminated  earlier
pursuant to paragraph 6 hereof). The Option granted hereby is not intended to be
an "incentive  stock  option"  within the meaning of Section 422 of the Internal
Revenue  Code of 1986,  as amended  (the  "Code"),  and the  Agreement  shall be
construed and interpreted in accordance with such intention.

     2. Exercise  Price.  The exercise price of the Shares covered by the Option
shall be Zero Dollars and  Forty-six  and  Seven-eighths  Cents  ($0.46875)  per
Share.

     3. Term of Option. Subject to paragraph 8 hereof, the Option granted hereby
shall be exercisable in accordance with paragraph 1. The Participant's  right to
exercise  the  aforementioned  Option  shall expire ten (10) years from the date
hereof (the "Expiration Date").  Unless terminated
<PAGE>


earlier  pursuant to paragraph 6 hereof,  the Option may not be exercised  after
the Expiration Date.

     4. Nontransferability.  The Option granted hereby shall not be transferable
otherwise  than  by  will  or  the  laws  of  descent  and  distribution.   More
particularly (except as provided in the preceding sentence),  the Option may not
be sold, assigned,  transferred,  pledged, hypothecated or otherwise disposed of
in any way,  shall  not be  assignable  by  operation  of law,  and shall not be
subject  to  execution,  attachment  or similar  process.  Any  attempted  sale,
assignment,  transfer, pledge,  hypothecation or other disposition of the Option
contrary to the provisions hereof, and the levy of any execution,  attachment or
similar process upon the Option,  shall be null and void and without effect. The
Option may be exercised by the Participant only during his lifetime or following
his death pursuant to paragraph 6 hereof.

         5.       Disclosure and Risk.


   (a) The Participant represents and warrants to the Corporation as follows:

          (i)  The Participant  acknowledges that (A) neither the Option nor the
               Shares have been  registered  for resale under the Securities Act
               of  1933,  as  amended  (the  "Securities   Act"),  and  (B)  the
               Corporation  is under no  obligation  to effect the  registration
               under the Securities Act of the Option and/or the Shares.

          (ii) The  Shares  will  be  acquired  by  the   Participant   for  the
               Participant's own account, for investment and not with a view to,
               or for resale in  connection  with,  any  distribution  or public
               offering thereof within the meaning of the Securities Act.

          (iii)The  Corporation  has  made  available  to  the  Participant  the
               opportunity  to ask  questions of the officers and  management of
               the Corporation and to acquire information about the business and
               financial  condition of the  Corporation and has, and at the time
               of exercise of the Option will have,  all  information  necessary
               for him to make an informed investment decision.

          (iv) He has received a copy of the Plan.

   (b) Each   certificate  representing  the Shares will be  endorsed  with the
following or a substantially similar legend:

                                      -2-
<PAGE>


                  "THE SECURITIES  EVIDENCED BY THIS  CERTIFICATE  HAVE NOT BEEN
                  REGISTERED  UNDER THE  SECURITIES ACT OF 1933, AS AMENDED (THE
                  "SECURITIES  ACT"), OR UNDER ANY APPLICABLE  STATE  SECURITIES
                  LAWS,  AND MAY NOT BE SOLD,  TRANSFERRED,  ASSIGNED,  PLEDGED,
                  HYPOTHECATED  OR OTHERWISE  DISPOSED OF UNLESS (i) THERE IS AN
                  EFFECTIVE  REGISTRATION  STATEMENT  UNDER THE  SECURITIES  ACT
                  COVERING SUCH SECURITIES,  OR (ii) THE CORPORATION  RECEIVES A
                  WRITTEN   OPINION   FROM  COUNSEL  FOR  THE  HOLDER  OF  THESE
                  SECURITIES,   REASONABLY   SATISFACTORY  TO  THE  CORPORATION,
                  STATING  THAT  SUCH  SALE,   TRANSFER,   ASSIGNMENT,   PLEDGE,
                  HYPOTHECATION  OR OTHER  DISPOSITION  MAY BE MADE  PURSUANT TO
                  RULE 144 PROMULGATED  UNDER THE SECURITIES ACT OR IS OTHERWISE
                  EXEMPT  FROM  THE   REGISTRATION   AND   PROSPECTUS   DELIVERY
                  REQUIREMENTS  OF  THE  SECURITIES  ACT  AND  APPLICABLE  STATE
                  SECURITIES LAWS."

     The  Corporation  need not allow a transfer of any of the Shares unless one
of  the  conditions  specified  in  the  foregoing  legend  is  satisfied.   The
Corporation  may also  instruct its transfer  agent not to allow the transfer of
any of the Shares unless one of the conditions specified in the foregoing legend
is satisfied.

     Any legend endorsed on a certificate pursuant to the foregoing language and
the stop transfer instructions with respect to such Shares shall be removed, and
the  Corporation  shall promptly issue a certificate  without such legend to the
holder thereof if (i) the Shares are  registered  under the Securities Act and a
prospectus  meeting  the  requirements  of Section 10 of the  Securities  Act is
available  and has been  delivered or (ii) the holder  provides the  Corporation
with a written  opinion from  counsel for such holder of the Shares,  reasonably
satisfactory  to  the  Corporation,   to  the  effect  that  a  sale,  transfer,
assignment,  pledge,  hypothecation  or other  disposition of such Shares may be
made without registration.

         6.       Termination of Employment; Disability; Retirement; Death.
                  --------------------------------------------------------

                  (a) In the event  that the  Participant  shall  cease to be an
employee  of the  Corporation  for any  reason  other  than  death,  Disability,
Retirement,  termination  with or without Cause,  or resignation for Good

                                      -3-

<PAGE>

Reason (each as defined  below),  the Option may be exercised by the Participant
(to the extent that the Participant  shall have been entitled to do so as of the
date of the  termination of his  employment  with the  Corporation)  at any time
prior  to the  expiration  date of the  Option  or  within  30 days  after  such
termination  (subject  to an  extension  of such time as may be  approved by the
Compensation Committee (the "Committee") of the Board of Directors (the "Board")
of the Corporation in its sole discretion), whichever is earlier. So long as the
Participant  shall  continue to be an employee  of the  Corporation,  the Option
shall not be affected by any change of duties or position.

                  (b) In  the  event  of the  Disability  or  Retirement  of the
Participant,  the  unexercised  portion  of  the  Option  that  is  held  by the
Participant  on the  date of  such  Disability  or  Retirement,  whether  or not
otherwise  exercisable on such date,  shall be exercisable one (1) year from the
date of Disability or  Retirement.  "Disability"  shall mean any  termination of
employment with the Corporation or a subsidiary  because of a long-term or total
disability, as determined by the Committee in its sole discretion.  "Retirement"
shall mean a termination  of  employment  with the  Corporation  or a subsidiary
either (i) on a voluntary  basis by a recipient  who is at least 65 years of age
or (ii)  otherwise  with  the  written  consent  of the  Committee  in its  sole
discretion.

                  (c) During the lifetime of the  Participant,  the Option shall
be exercisable only by him (or by his legal guardian or representative).  In the
event of the death of the Participant while he is an employee of the Corporation
or any subsidiary,  the Option (or unexercised  portion thereof) that is held by
the Participant at the date of death,  whether or not exercisable on the date of
death,  shall be exercisable  in accordance  with the terms of this Agreement by
the beneficiary  designated by the Participant for such purpose (the "Designated
Beneficiary")  or if no Designated  Beneficiary  shall have been appointed or if
the  Designated   Beneficiary   shall   predecease  the   Participant,   by  the
Participant's  personal  representatives,  heirs or  legatees  at any time for a
period of one (1) year after the date of the Participant's death and any portion
of the Option  which is not  exercised  during such one (1) year period shall be
forfeited.

                  In the  event of the  death  of the  Participant  following  a
termination of employment due to Retirement or Disability,  if such death occurs
before the Option (or any portion thereof) is exercised,  the Option (or portion
thereof)  that  is  held  by the  Participant  on the  date  of  termination  of
employment,  whether or not  exercisable  on such date,

                                       -4-
<PAGE>


shall be  exercisable  by such  Participant's  Designated  Beneficiary  or if no
Designated   Beneficiary   shall  have  been  appointed  or  if  the  Designated
Beneficiary  shall predecease the  Participant,  by the  Participant's  personal
representatives,  heirs or  legatees  at any  time for a period  of one (1) year
after the date of the Participant's death and any portion of the Option which is
not exercised during such one (1) year period shall be forfeited.

                  (d) In the event the Participant is terminated for Cause,  the
Committee  may, in its sole  discretion,  cause the  unexercised  portion of the
Option  that  is held  by the  Participant  on the  date  of  termination  to be
forfeited.   "Cause"  shall  mean:  (i)  Participant   shall   continually  fail
substantially to perform his duties hereunder with reasonable  diligence,  other
than by reason of  incapacity or shall violate any material term or condition of
his employment by the Corporation or a subsidiary, (ii) Participant shall engage
in an act of fraud,  theft or  embezzlement in connection with his employment by
the Corporation or a subsidiary,  (iii)  Participant  shall engage in a material
act  or  omission  involving  wilful  misconduct  or  gross  negligence  in  the
performance  of  Participant's  duties as an  employee of the  Corporation  or a
subsidiary,  (iv) Participant shall engage in a material act of dishonesty,  (v)
Participant shall unreasonably refuse to carry out the lawful order of the Board
or his supervisor  commensurate with Participant's  duties to be performed as an
Employee  of the  Corporation  or a  subsidiary  or  (vi)  Particpant  shall  be
convicted of a felony  involving moral turpitude (which shall include any felony
relating to drugs) or shall plead nolo  contendere (or make an equivalent  plea)
in  respect  of,  any  governmental   indictment,   complaint  or  other  formal
allegation. The Committee will have the sole discretion to determine whether the
Participant's termination was for Cause.

                  (e) In  the  event  the  Participant  is  terminated  without
Cause (as defined above) or if  Participant  resigns for Good Reason (as defined
below) prior to the Vesting Date,  Participant  shall be permitted to retain the
Option and exercise all or any portion of the Option at any time on or after the
Vesting Date and for a period of six (6) months after the Vesting  Date.  In the
event the Participant is terminated without Cause or if Participant  resigns for
Good Reason after the Vesting Date,  Participant  shall be permitted to exercise
(in whole or in part) any  unexercised  portion  of the Option at any time after
such  termination  or  resignation  (as the case may be) prior to the Expiration
Date or for a period of six (6) months after such termination or resignation (as
the case may  be),  whichever  is  earlier.  "Good  Reason"  shall  mean:  (i) a
relocation of Participant,  without his prior written  consent,  more than fifty
(50) miles


                                      -5-
<PAGE>



outside of the Corporation's offices in  ___________________,  or (ii) a failure
to maintain Participant as an  __________________  of the Corporation or (iii) a
material  diminution by the Corporation of the  Participant's  responsibilities,
which change would cause the  Participant's  position  with the  Corporation  to
become one of  significantly  less  responsibility  or scope from that currently
occupied by the Participant.

         7.  Changes in Capital  Structure.  If all or any portion of the Option
shall  be   exercised   subsequent   to  any  stock   dividend,   stock   split,
recapitalization,  merger,  consolidation,  combination  or  exchange of shares,
separation,  spin-off,  reorganization,  liquidation or the like occurring after
the date  hereof,  as a result of which  shares of any class  shall be issued in
respect of  outstanding  Common Stock or shares of Common Stock shall be changed
into the same or a  different  number of shares of the same or another  class or
classes,  the person or persons  exercising  the Option shall  receive,  for the
aggregate  price  paid upon such  exercise,  the  aggregate  number and class of
shares  which,  if the  Shares  (as  authorized  at the  date  hereof)  had been
purchased at the date hereof for the same  aggregate  price (on the basis of the
price per share set forth in  paragraph 2 hereof) and had not been  disposed of,
such person or persons would be holding at the time of such exercise as a result
of such purchase and all such share dividends, stock splits,  recapitalizations,
mergers,  consolidations,  combinations  or  exchanges  of shares,  separations,
spin-offs, reorganizations, liquidations or the like; provided, however, that no
fractional  shares  shall be issued upon any such  exercise,  and the  aggregate
price paid shall be appropriately reduced on account of any fractional share not
issued.  In no event shall any  adjustments be made to the Option as a result of
the issuance or redemption of  securities of the  Corporation  for cash or other
consideration,  or upon the exercise of any conversion  rights of any securities
of the Corporation.

         8. Method of Exercising Option.  Subject to the terms and conditions of
this  Agreement,  the  Option  may be  exercised  in whole or in part by  giving
written  notice to the  Secretary of the  Corporation,  at the address set forth
below the  Corporation's  signature to this  Agreement or such other location as
may be designated by the Secretary of the  Corporation.  Such notice shall state
the  Participant's  election to exercise  the Option and the number of Shares in
respect  of which it is being  exercised,  and shall be signed by the  person or
persons so exercising the

                                      -6-
<PAGE>

Option.  Payment for the Shares may be made (i) in cash or (ii) at the option of
the Committee, or, in absence of the Committee, the Board, by delivery of Common
Stock already owned by the Participant and having an aggregate  Market Price (as
defined  in the  Plan)  on the  date of such  delivery  equal  to the  aggregate
exercise  price  of the  shares  so  purchased  or (iii)  at the  option  of the
Committee,  or, in  absence  of the  Committee,  the  Board,  by  delivery  of a
combination  of cash and Common Stock  having an  aggregate  Market Price on the
date of such  delivery  equal to the aggregate  exercise  price of the shares so
purchased.   The  Corporation   shall  deliver  a  certificate  or  certificates
representing  the shares of Common  Stock so  purchased  as soon as  practicable
after the notice of election has been received. In the event the Option shall be
exercised  by any person or persons  other than the  Participant,  the notice of
election shall be  accompanied by appropriate  proof of the right of such person
or persons to  exercise  the  Option.  All shares of Common  Stock that shall be
purchased upon the exercise of the Option as provided herein shall be fully paid
and nonassessable.

         9.       Change of Control.

                  (a) As long as Participant is an employee of the  Corporation,
a  "Change  of  Control"  of the  Corporation  shall  cause the  Option  (or the
unexercised portion thereof),  whether or not currently  exercisable,  to become
immediately  exercisable,  in whole or in part, as of the effective date of such
Change  of  Control  without  regard  to any  vesting  provisions  or  condition
precedent which may be contained in paragraph 1 of this Agreement.  For purposes
of this paragraph, a "Change of Control" shall be deemed to have occurred if (i)
any person or  "group"  (other  than  Warburg,  Pincus  Investors,  L.P.  or any
affiliate  thereof)  acquires,  in a single  transaction  or series  of  related
transactions,  50% or more of the outstanding  Common Stock; or (ii) the sale of
all or  substantially  all of the  assets of the  Corporation  (other  than to a
wholly-owned subsidiary of the Corporation).

                  (b)  Notwithstanding  the provisions of paragraph 9(a), in the
case that the Corporation is merged or consolidated with another corporation, or
the assets or stock of the Corporation is acquired by another corporation,  or a
separation,  reorganization or liquidation of the Corporation occurs, the Board,
or the Board of Directors of any  corporation  assuming the  obligations  of the
Corporation  hereunder,  shall make appropriate provisions for the protection of
the Option by  substitution  on an equitable  basis of appropriate  stock of the


                                      -7-
<PAGE>

Corporation,  or  appropriate  stock of the merged,  consolidated  or  otherwise
reorganized  corporation,  provided that only the excess of the aggregate Market
Price of the shares subject to the Option  immediately  after such  substitution
over the  aggregate  exercise  price  thereof is not less than the excess of the
aggregate  Market Price of the shares subject to the Option  immediately  before
such substitution over the aggregate exercise price thereof.

         10. Optionee  Not  a  Stockholder.  The Participant shall not have any
rights as a stockholder with respect to any shares of Common Stock  subject  to
the Option prior to the date  on  which  he  is recorded as the holder of such
shares on the records of the Corporation.

         11. Taxes. The Corporation may make such provisions and take such steps
as it may deem  necessary or  appropriate  for the  withholding  of all federal,
state,  local and other taxes required by law to be withheld with respect to the
Option including, but not limited to (i) reducing the number of shares of Common
Stock otherwise  deliverable,  based upon their fair market value on the date of
exercise,  to permit deduction of the amount of any such withholding  taxes from
the amount otherwise payable under this Agreement;  (ii) deducting the amount of
any such withholding  taxes from any other amount then or thereafter  payable to
the Participant;  or (iii) requiring the Participant,  Designated Beneficiary or
legal  representative to pay to the Corporation the amount required or desirable
to enable it to satisfy its withholding  obligations as a condition of releasing
the Common Stock.

         12.      General Provisions.

                  (a) The Corporation  shall at all times during the term of the
Option reserve and keep available such number of Shares as will be sufficient to
satisfy  the  requirements  of this  Option  Agreement,  shall  pay all fees and
expenses  necessarily incurred by the Corporation in connection  therewith,  and
shall use its best efforts to comply with all laws and regulations which, in the
reasonable opinion of counsel to the Corporation, are applicable thereto.

                  (b) This  Agreement  shall be  governed  by and  construed  in
accordance  with the laws of the State of New York without  regard to principles
of conflicts of laws.

                  (c) Any notice to be given  hereunder  by either  party to the
other  shall be in  writing  and  shall be given  either by  personal  delivery,


                                      -8-
<PAGE>


facsimile or by mail, registered or certified,  postage prepaid,  return receipt
requested,  or by  overnight  delivery  addressed  to  the  other  party  at the
respective  addresses or facsimile  numbers set forth below their  signatures to
this  Agreement,  or at any other address or facsimile  number as such party may
hereafter specify in writing.

                  (d) This Agreement is  irrevocable  and is intended to conform
in all respects with the Plan.  Inconsistencies  between this  Agreement and the
Plan shall be resolved  according  to the terms of the Plan.  No  amendments  or
modifications  to this  Agreement  shall be binding  unless  made in writing and
signed by the parties hereto.

                  (e) The  waiver  by  either  party of a breach  of any term or
provision of this  Agreement  shall not operate or be construed as a waiver of a
subsequent  breach of the same  provision  or of the breach of any other term or
provision of this Agreement.

                  (f) As used herein,  the  masculine  gender shall  include the
feminine and the neuter genders,  the neuter shall include the masculine and the
feminine  genders,  the singular shall include the plural,  and the plural shall
include the singular.

                  (g) The headings in this Agreement are solely for  convenience
of reference and shall be given no effect in the construction or  interpretation
of this Agreement.

                  (h) The invalidity or enforceability of any provision of this
Agreement  shall  not  affect the  validity  or  enforceability  of  any  other
provision of this Agreement,  which shall remain in full force and effect.

                  (i) NEITHER  THE   PLAN   NOR   THIS   AGREEMENT  SHALL BE (1)
CONSTRUED  AS  GIVING  THE PARTICIPANT  THE RIGHT TO BE RETAINED IN  THE EMPLOY
OF  THE  CORPORATION OR  ANY SUBSIDIARY  THEREOF  OR  TO  BE  ENTITLED  TO  ANY
REMUNERATION  OR  BENEFITS NOT  SET   FORTH  IN  THE  PLAN  OR  THIS  AGREEMENT
OR (2)  INTERFERE  WITH OR  LIMIT  THE  RIGHT   OF   THE   CORPORATION  OR  ANY
SUBSIDIARY  THEREOF  TO  MODIFY  THE  TERMS OF  OR TERMINATE THE  PARTICIPANT'S
EMPLOYMENT AT ANY TIME WITH OR WITHOUT CAUSE.


               IN WITNESS WHEREOF,  the parties have caused this Agreement to be
       duly executed as of the day and year first above written.

                                      -9-

<PAGE>

                                            PARTICIPANT



                                            ------------------------------
                                             Name:
                                             Social Security No.:

                                             Home Address:
                                             -----------------------------
                                             -----------------------------
                                             -----------------------------

                                             Home Telephone: -------------

                                             Work Address:
                                             -----------------------------
                                             -----------------------------
                                             -----------------------------

                                             Work Telephone:--------------
                                             Work Facsimile:--------------

                                             CARIBINER INTERNATIONAL, INC.


                                            By: --------------------------
                                                Name:  Robert K. Ellis
                                                Title: Chairman of the Board
                                                       and Chief Executive
                                                       Officer
                                                Address: 111 West Ocean Blvd.
                                                         Suite 1110
                                                         Long Beach, CA 90802

                                                Telephone:  (562) 366-0620
                                                Facsimile:  (562) 366-0628
                                      -10-