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                              EMPLOYMENT AGREEMENT



                                 By and Between



                        AUDIO VISUAL SERVICES CORPORATION


                                       and


                               KENNETH R. SANDERS




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                              As of August 29, 2000


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                              EMPLOYMENT AGREEMENT

          EMPLOYMENT AGREEMENT (this "Agreement"),  dated as of August 29, 2000,
by and between AUDIO VISUAL SERVICES CORPORATION,  a Delaware corporation having
an office at 111 West Ocean Boulevard,  Suite 1110, Long Beach, California 90802
("Employer"),  and KENNETH R. SANDERS,  an  individual  residing at 1400 Granvia
Altamira, Palos Verdes Estates, California 90274 ("Employee").

                              W I T N E S S E T H:

          WHEREAS,  Employee is currently employed in the Presentation  Services
("PS") division of the Employer's  wholly-owned subsidiary known as Audio Visual
Services Group, Inc. ("AVSG");

          WHEREAS,  Employer  desires  to  continue  to  retain  Employee  as an
employee and Employee desires to continue to provide his services to Employer in
connection with Employer's business; and

          WHEREAS,  both  parties  desire to clarify  and specify the rights and
obligations  which  each  have with  respect  to the  other in  connection  with
Employee's employment.

         NOW, THEREFORE, in consideration of the agreements and covenants herein
set for th, the parties hereby agree as follows:

         1.       EMPLOYMENT

         Employer hereby employs  Employee as Chief Operating  Officer of the PS
division of AVSG and as an Executive  Vice  President of Employer,  and Employee
hereby accepts such  employment and agrees to render his services as an employee
of Employer and AVSG, all subject to and on the terms and conditions  herein set
forth.

         2.       DUTIES AND RESPONSIBILITIES OF EMPLOYEE

         Employee  shall  be  employed  as  Chief  Operating  Officer  of the PS
division of AVSG and as Executive  Vice  President  of Employer,  subject to the
other  provisions of this Section 2. In the performance of his duties,  Employee
shall  report to Chief  Executive  Officer of PS or such other  person as may be
designated by the Chief  Executive  Officer of Employer.  Employee shall use his
best efforts to maintain and enhance the business and reputation of Employer and
PS.  Employee's duties and  responsibilities  shall be designated to Employee by
the  Chief  Executive  Officer  of PS and  by the  Chief  Executive  Officer  of
Employer. Upon Employer's request,  Employee shall also perform similar services
in an identical capacity for (and, if requested,  shall hold directorships with)
any subsidiary or division of Employer  designated by the Board.  Employee shall
be

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<PAGE>

available to travel as the reasonable needs of Employer shall require.  Employee
shall be based in Employer's offices to be located in Southern California.

         3.       EXCLUSIVITY OF SERVICE

     Employee  agrees to devote all of his business time,  efforts and attention
to the business and affairs of Employer on an exclusive basis, and not to engage
in any other business  activities for any person or entity,  other than personal
investment  activities  and,  subject  to  Employer's  prior  written  approval,
directorships,  provided  that such  activities  do not  materially  affect  the
performance of Employee's duties hereunder.

         4.       COMPENSATION; BONUS

     (a) In consideration  for his services to be performed under this Agreement
and as compensation  therefor,  Employee shall receive, in addition to all other
benefits  provided in this  Agreement,  a base salary (the "Base Salary") at the
annual rate of two hundred fifty thousand  dollars  ($250,000).  All payments of
Base Salary shall be payable  bi-weekly  in arrears or  otherwise in  accordance
with Employer's policies.

     (b) In addition to the Base Salary, Employee shall be eligible to receive a
bonus (the "Bonus") on an annual basis.  The Bonus shall be determined  pursuant
to an executive  bonus plan to be  formulated by Employer in  consultation  with
Employee.  Employee's  "target"  level Bonus will be forty  percent (40%) of his
then-current Base Salary; provided, however, that the Bonus paid to Employee may
be  greater  or less  than the  "target"  based  on  Employee's  and  Employer's
performance  during the fiscal  year in respect of which the Bonus is being paid
and subject to the  above-referenced  executive bonus plan. Payment of the Bonus
shall be made in the discretion of the Board of Directors of Employer subject to
the above-referenced  executive bonus plan and is not guaranteed.  To the extent
payable,  Employer shall pay the Bonus to Employee on or about 90 days following
the end of the fiscal year in respect of which the Bonus is being paid.

     (c)  Employee's  Base Salary and Bonus  shall be  reviewed  annually by the
Board and increased in the discretion of the Board of Directors of Employer.

         5.       BENEFITS

     In addition to the Base Salary and Bonus  provided for in Section 4 hereof,
Employee  shall be entitled to the following  benefits  during and in respect of
his employment by Employer:

     (a)  Employee  will,  at  Employer's  cost  and  expense,  be  entitled  to
participate in Employer's hospitalization,  medical, dental and vision insurance
plans, as well as long-term and short-term  disability and life insurance plans,
on the same basis as other senior executive  employees of Employer in accordance
with Employer's practices and subject, in each case, to the terms and conditions
of such plans,  which shall govern Employee's  participation  therein.  Employee
will, at Employer's cost and expense, be entitled to family medical and dental


                                      -2-

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insurance  coverage  subject to the terms and  conditions set forth by Employer.
Employee  will  also be  entitled  to  participate  in any of  Employer's  plans
relating to vacation, sick leave, personal days, stock options, stock purchases,
pension,  thrift, profit sharing,  education or other retirement or benefit plan
that  Employer  has  adopted  or may  adopt  for the  benefit  of its  executive
officers,  officers  and/or  employees  subject,  in each case, to the terms and
conditions of such plans, which shall govern Employee's participation therein.

     (b)  Employee  shall be  entitled to  twenty-five  (25)  working  days paid
vacation to be taken by Employee at times mutually and reasonably agreed upon by
Employer and Employee in addition to all other  holidays  established as part of
Employer's standard  practices.  No payment shall be made to Employee for unused
vacation  days  nor may  such  days be  carried  over to  future  years  without
Employer's consent.

     (c) Employee shall be entitled to reimbursement for all reasonable  travel,
entertainment  and  other  reasonable   expenses  incurred  in  connection  with
Employer's business,  provided that such expenses are adequately  documented and
vouchered in accordance with Employer's policies.

         (d) Employee  shall be provided with an  automobile in accordance  with
Employer's  policies.  Employer  will pay all  costs  incurred  by  Employee  in
connection with Employee's normal use of his automobile  (except for those which
Employee is entitled to reimbursement pursuant to Section 5(c) hereof).

         6.       AT-WILL STATUS

     Notwithstanding  anything to the contrary  contained herein and, subject to
Employer's  obligations  contained  herein,  Employee  shall be  employed by the
Company as an "employee  at-will" and that as such,  Employee's  employment with
Employer may be terminated at any time for any reason or no reason whatsoever.

         7.       CONFIDENTIALITY; INVENTIONS; PRODUCT DEVELOPMENT, ETC.

     (a) Employee  agrees and covenants  that, at any time during  employment by
Employer  (which,  for  purposes  of  Sections  7 and  8  hereof  shall  include
Employer's  subsidiaries  and  affiliates) or  thereafter,  he will not (without
first  obtaining  the written  permission  of  Employer)  (i) at any time during
employment by Employer and thereafter  divulge to any person or entity,  nor use
(either  himself  or  in  connection   with  any  business)  any   "Confidential
Information"  (as  hereinafter  defined in Section  7(c) hereof) and (ii) at any
time during  employment  by Employer  and  thereafter,  divulge to any person or
entity,  nor use (either  himself or in connection with any business) any "Trade
Secrets"  (as  hereinafter  defined in Section 7(c) hereof) to which he may have
had access or which had been revealed to him during the course of his employment
unless such  disclosure  is pursuant to a court order,  disclosure in litigation
involving the Employer or in any reports or  applications  required by law to be
filed with any governmental agency.


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<PAGE>

     (b) Employee  hereby  grants to Employer or its nominee all rights of every
kind whatsoever,  exclusively and perpetually, in and to all services performed,
products  created and product  ideas  conceived  by Employee for Employer or its
nominee,  and hereby agrees,  upon Employer's  request  therefor,  to assign and
transfer to Employer or its  nominee,  any and all  inventions,  Trade  Secrets,
product ideas, improvements,  processes, Confidential Information and "know how"
relating to the business or products of Employer or any  subsidiary  or division
thereof,  including  any thereof  which  Employee may learn,  possess or acquire
during  Employee's  employment by Employer,  and agrees that all such things and
such knowledge are, and will be, the sole and exclusive  property of Employer or
its nominee,  and are known or held by Employee only for the benefit of Employer
or its nominee.

     (c) As used in this Agreement,  the term  "Confidential  Information" shall
mean and include all information  and data in respect of Employer's  operations,
financial  condition,  products,  customers  and  business  (including,  without
limitation, artwork, photographs, specifications, facsimiles, samples, business,
marketing or  promotional  plans,  creative  written  material  and  information
relating to characters, concepts, names, trademarks and copyrights) which may be
communicated  to Employee or to which  Employee may have access in the course of
Employee's  employment  by Employer.  Notwithstanding  the  foregoing,  the term
"Confidential Information" shall not include information which:

          (i)  is,  at the  time of the  disclosure,  a part of the  public
               domain through no act or omission by Employee;

         (ii)   was otherwise in Employee's  lawful  possession prior to the
                disclosure; or

        (iii)   is hereafter lawfully disclosed to Employee by a third party
                who or  which  did not  acquire  the  information  under  an
                obligation of confidentiality to or through Employer.

     As used in this Agreement,  the term "Trade Secrets" shall mean and include
information, without regard to form, including, but not limited to, technical or
non-technical data, a formula, a pattern, a compilation,  a program, a device, a
method,  a technique,  a drawing,  a process,  financial data,  financial plans,
product plans, or a list of actual or potential  customers or suppliers which is
not  commonly  known by or  available  to the public and which  information  (i)
derives  economic value,  actual or potential,  from not being known to, and not
being  readily  ascertainable  by proper means by, other  persons who can obtain
economic  value from its  disclosure  or use; and (ii) is the subject of efforts
that are reasonable under the circumstances to maintain its secrecy.

     Any combination of known  information  shall be within any of the foregoing
exclusions only if the combination as such is within such exclusions.

                                      -4-

<PAGE>

     Nothing in this Section 7 shall limit any protection,  definition or remedy
provided  to  Employer  under any law,  statute or legal  principle  relating to
Confidential Information or Trade Secrets.

     (d)  Employee  agrees that at the time of leaving the employ of Employer he
will  deliver to  Employer  and not keep or  deliver to anyone  else any and all
notes, notebooks,  drawings,  memoranda,  documents, and in general, any and all
material relating to the business of Employer (except Employee's  personal files
and  records)  or  relating  to  any  employee,   officer,  director,  agent  or
representative of Employer.

         8.       NON-COMPETITION; NON-SOLICITATION

     (a) Employee  hereby  agrees and covenants  that  commencing as of the date
hereof  and for a  period  of one (1)  year  following  the  termination  of his
employment  with  Employer  (the  "Limited  Period")  he will  not  directly  or
indirectly  engage  in or become  interested  (whether  as an owner,  principal,
agent,  stockholder,   member,  partner,  trustee,  venturer,  lender  or  other
investor,  director, officer, employee,  consultant or through the agency of any
corporation, limited liability company, partnership, association or agent or oth
erwise) in any business or enterprise that shall, at the time, be in whole or in
substantial part competitive with any material part of the business conducted by
Employer during the period of Employee's  employment with Employer  (except that
ownership of not more than 1% of the outstanding  securities of any class of any
entity  that are  listed  on a  national  securities  exchange  or traded in the
over-the-counter market shall not be considered a breach of this Section 8(a)).

     (b) Employee  agrees and covenants  that for the Limited Period he will not
(without  first  obtaining  the  written  permission  of  Employer)  directly or
indirectly participate in the solicitation of any business of any type conducted
by Employer  during the period of Employee's  employment  with Employer from any
person or entity which was a client or customer of Employer during the period of
Employee's  employment with Employer,  or was a prospective customer of Employer
from which  Employee  (or  employees  under  Employee's  supervision)  solicited
business or for which a proposal for submission  was prepared  during the period
of Employee's employment with Employer.

     (c) Employee  agrees and covenants  that for the Limited Period he will not
(without  first  obtaining  the  written  permission  of  Employer)  directly or
indirectly,  recruit for  employment,  or induce or seek to cause such person to
terminate  his or his  employment  with  Employer,  any  person  who  then is an
employee of Employer.

         9.       TERMINATION

         (a)  CAUSE.  In  the  event  that  Employer   discharges  Employee  and
terminates  this  Agreement   because  (i)  Employee  shall   continually   fail
substantially to perform his duties hereunder with reasonable  diligence,  other
than by reason of  incapacity,  or shall  violate any  material  covenant of his
herein  contained,  (ii)  Employee  shall  engage in an act of  fraud,  theft or

                                      -5-
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embezzlement in connection with his employment  hereunder,  (iii) Employee shall
engage in a  material  act or  omission  involving  wilful  misconduct  or gross
negligence in the performance of Employee's  duties,  (iv) Employee shall engage
in a material act of dishonesty, (v) Employee shall unreasonably refuse to carry
out the lawful  order of  Employer  commensurate  with  Employee's  duties to be
performed  hereunder or (vi) Employee  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,  Employee's Base
Salary and Bonus under Section 4 hereof and all benefits  under Section 5 hereof
shall terminate  immediately upon such discharge (subject to applicable law such
as COBRA),  and Employer shall have no further obligation to Employee except the
payment to and  reimbursement  to Employee for any monies due to Employee  which
right to payment or reimbursement accrued prior to such discharge.

     (b) DEATH. This Agreement shall terminate immediately upon the death of
Employee,  in which case Employee's legal  representatives  shall be entitled to
receive promptly a payment equal to four (4) months Base Salary.

     (c) TERMINATION  WITHOUT CAUSE; GOOD REASON.  Notwithstanding  Section 6 of
this  Agreement,  if Employee is  discharged  and this  Agreement is  terminated
without Cause (Cause being defined as a reason for  termination  as set forth in
Section  9(a)  above) or by reason  other  than as set  forth in  Sections  9(b)
hereof,  or if  Employee  resigns  for Good  Reason  (as  hereinafter  defined),
Employer  shall pay to Employee  (i) for a period of 12 months,  the Base Salary
(as  determined  by the Base  Salary  being paid to Employee at the time of such
termination or resignation,  as the case may be) as such sums become due (or, at
Employer's  election,  in a lump sum giving  effect to the present value of such
payments);  and (ii) the Bonus to which Employee may be entitled in respect only
of the fiscal year of Employer in which such  termination or resignation (as the
case may be) occurs (prorated by reference to the number of days actually worked
by Employee in such fiscal year). For purposes of this Agreement,  "Good Reason"
shall mean (i) a relocation of Employee, without his prior written consent, more
than fifty (50) miles outside of Employer's offices in Southern  California,  or
(ii) a failure to maintain  Employee as an Executive  Vice President of Employer
and Chief Operating Officer of PS, or (iii) a material diminution by Employer of
Employee's  responsibilities,  which change would cause Employee's position with
Employer to become one of significantly  less  responsibility or scope from that
contemplated  by Section 2 hereof,  or (iv) a wilful failure in bad faith to pay
the Base Salary or Bonus to Employee when due or another material breach of this
Agreement by Employer that has a material adverse effect on Employee.

         10.      VIOLATION OF OTHER AGREEMENTS

     Employee  represents  and  warrants to Employer  that he is legally able to
enter into this Agreement and accept employment with Employer;  that Employee is
not  prohibited  by the terms of any  agreement,  understanding  or policy  from
entering into this  Agreement;  and the terms hereof will not and do not violate
or  contravene  the  terms of any  agreement,  understanding  or policy to which
Employee  is or may be a party,  or by which  Employee  may be  bound.  Employee


                                      -6-

<PAGE>



agrees that,  as it is a material  inducement to Employer that Employee make the
foregoing  representations and warranties and that they be true in all respects,
Employee shall forever indemnify and hold Employer harmless from and against all
liability,  costs or expenses  (including  attorney's fees and disbursements) on
account of the foregoing representations being untrue.


         11.      SPECIFIC PERFORMANCE; DAMAGES

         In the event of a breach or  threatened  breach  of the  provisions  of
Sections 7 or 8 hereof,  Employee agrees that the injury which would be suffered
by Employer  would be of a character  which could not be fully  compensated  for
solely by a recovery of monetary damages.  Accordingly,  Employee agrees that in
the event of a breach or threatened breach of Section 7 or 8 hereof, in addition
to and not in lieu of any damages  sustained by Employer and any other  remedies
which Employer may pursue hereunder or under any applicable law,  Employer shall
have the  right to  equitable  relief,  including  issuance  of a  temporary  or
permanent  injunction,  by any  court  of  competent  jurisdiction  against  the
commission or continuance of any such breach or threatened  breach,  without the
necessity  of proving any actual  damages or posting of any bond or other surety
therefor.  In addition  to, and not in  limitation  of the  foregoing,  Employee
understands and confirms that, in the event of a breach or threatened  breach of
Section 7 or 8 hereof,  Employee may be held financially  liable to Employer for
any loss suffered by Employer as a result.

         12.      NOTICES

Any and all notices, demands or requests required or permitted to be given under
this  Agreement  shall be given in writing and sent,  by registered or certified
U.S. mail, return receipt requested, by hand, or by overnight courier, addressed
to the parties hereto at their addresses set forth above or such other addresses
as they may from  time-to-time  designate  by written  notice or, in the case of
Employee,  which Employer maintains as Employee's  address,  given in accordance
with the terms of this  Section.  Notice given as provided in this Section shall
be deemed effective: (i) on the date hand delivered,  (ii) on the first business
day following the sending thereof by overnight courier, and (iii) on the seventh
calendar day (or, if it is not a business day, then the next succeeding business
day thereafter)  after the depositing  thereof into the exclusive custody of the
U.S. Postal Service.

         13.      WAIVERS

         No waiver by any party of any default  with  respect to any  provision,
condition  or  requirement  hereof  shall be  deemed to be a waiver of any other
provision,  condition or requirement  hereof; nor shall any delay or omission of
any party to exercise any right  hereunder in any manner  impair the exercise of
any such right accruing to it thereafter.


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<PAGE>

         14.      PRESERVATION OF INTENT

         Should any provision of this  Agreement be determined by a court having
jurisdiction  in the premises to be illegal or in conflict  with any laws of any
state or  jurisdiction or otherwise  unenforceable,  Employer and Employee agree
that such provision shall be modified to the extent legally possible so that the
intent of this Agreement may be legally carried out.

         15.      ENTIRE AGREEMENT

         This   Agreement   sets  forth  the  entire  and  only   agreement   or
understanding  between the parties  relating  to the subject  matter  hereof and
supersedes and cancels all previous agreements, negotiations, letters of intent,
correspondence,  commitments and  representations  in respect thereof among them
(including,  without  limitation,  (i) the Statement of Terms and  Conditions of
Employment, dated February 18, 1997, between Employee and Visual Action Holdings
plc (a wholly owned  subsidiary of Employer)  and (ii) the letter,  dated August
19,  1999,  from  Richard R. Gros of  Employer  to  Employee  regarding  certain
payments  to be made to Employee in the event of a change of control of Employer
or PS), and no party shall be bound by any conditions,  definitions,  warranties
or  representations  with respect to the subject matter of this Agreement except
as provided in this Agreement.

         16.      INUREMENT; ASSIGNMENT

         The rights and obligations of Employer under this Agreement shall inure
to the benefit of and shall be binding upon any  successor of Employer or to the
business of Employer, subject to the provisions hereof. Employer may assign this
Agreement to any person,  firm or  corporation  controlling,  controlled  by, or
under common  control with  Employer.  Neither this  Agreement nor any rights or
obligations  of  Employee  hereunder  shall be  transferable  or  assignable  by
Employee.

         17.      AMENDMENT

         This  Agreement  may  not  be  amended  in  any  respect  except  by an
instrument in writing signed by the parties hereto.

         18.      HEADINGS

         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.

         19.      COUNTERPARTS

         This Agreement may be executed in any number of  counterparts,  each of
which shall be deemed an original,  but all of which when taken  together  shall
constitute one and the same instrument.

                                      -8-

<PAGE>

         20.      GOVERNING LAW

         This  Agreement  shall  be  governed  by,  construed  and  enforced  in
accordance  with the internal laws of the State of  California,  without  giving
reference to principles of conflict of laws.

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<PAGE>



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

                                    EMPLOYEE:


                                    By:/s/ Kenneth R. Sanders
                                       ----------------------
                                       Kenneth R. Sanders


                                    Employer:

                                    AUDIO VISUAL SERVICES
                                       CORPORATION

                                    By:/s/ Robert K. Ellis
                                       -------------------
                                       Robert K. Ellis
                                       Chief Executive Officer



                                      -10-