PERSONAL SERVICES AGREEMENT


This  Agreement  is made and deemed effective the 31st day of December, 2000, by
and between GOLFGEAR INTERNATIONAL, INC., a Nevada corporation (the "Company" or
"GolfGear"), Peter Alliss-Golf Ltd., a Company registered in England ("PAG") and
PETER  ALLISS,  an  individual  ("Alliss").


                                    RECITALS

WHEREAS,  the  Company  wishes to utilize the name and likeness of Alliss as the
Company's  spokesperson in the marketing of its golf clubs and related products;

WHEREAS,  PAG  has the sole rights to the exploitation of Alliss' name, likeness
and  time  and is willing to associate with the Company for the promotion of its
golf  clubs  and  related  products.

WHEREAS,  Alliss  is  in  agreement  for the use of his name, likeness, time and
efforts  promoting  and marketing the Company's golf clubs and related products.

NOW,  THEREFORE,  in consideration of the mutual covenants set forth herein, and
with  reference  to  the  above  Recitals,  the  parties  agree  as  follows:

1.   ENDORSED  SERVICES

PAG  agrees to allow the Company to utilize Alliss' name and likeness and to act
as  a spokesperson on behalf of the Company in all of its advertising, marketing
and  promotion  efforts, and in all mediums, including print and television, for
the Company's golf clubs and golf related products.  This likeness shall be used
and  services  be  provided  in  North  America, Central America, South America,
Africa  (including  South  Africa),  the Middle East, Far East (including India)
(the  "Designated  Territory"),  but  it  shall  exclude Australia, New Zealand,
Malaysia,  the  United  Kingdom,  Northern  and  Southern  Ireland,  Europe  and
Scandinavia.

2.   EXCLUSIVITY

     a.   HIPPO  AGREEMENT

     Alliss  agrees  not to provide the same or similar services as contemplated
     hereunder  to  any  other  golf club manufacturer or distributor during the
     term  of  this  Agreement.  However,  the  parties  acknowledge  that there
     currently  exists  between  PAG  and Hippo Holdings Ltd. of Mosley Business
     Park, Mosley Street, Burton upon Trent, Staffordshire, DE14 1DW, England an
     agreement  dated  September  24,  1998 (the "Hippo Agreement"), relating to
     Alliss'  endorsement of Hippo and Howson Golf clubs and related products in
     Australia, New Zealand, Malaysia, the United Kingdom, Northern and Southern
     Ireland,  Europe  and Scandinavia. Alliss may participate in the production
     of a Hippo Golf infomercial to be broadcast inside the Designated Territory
     during  the  year 2001 as long as it is not broadcast inside the Designated
     Territory  after  the  year  2001.


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     b.   TERMINATION  OF  HIPPO  AGREEMENT

     Upon  the  termination  or  cancellation  of  the  Hippo Agreement, for any
     reason,  the  Designated Territory shall thereafter, without further act or
     additional  consideration,  be  expanded  to  also  include  Australia, New
     Zealand  and  Malaysia.  Alliss  hereby  grants to the Company an exclusive
     three (3) month opportunity, from the date the Company is notified that the
     Hippo Agreement has terminated or will terminate, to negotiate with PAG for
     the  use  of  Alliss' likeness and service of Alliss in the United Kingdom,
     Northern  and  Southern  Ireland,  Europe  and  Scandinavia.

3.   NO  BREACH  OF  AGREEMENT

Neither  the execution of this Agreement nor any obligation imposed herein shall
constitute a breach or violation of any agreement including, but not limited to,
the Hippo Agreement.  In this regard, Alliss agrees to communicate the existence
of  this  Agreement  to Hippo Holdings Ltd. and represents and warrants that the
execution  of this Agreement will not violate any covenant or restriction of the
Hippo  Holdings  Ltd.  agreement.  Notwithstanding  the  above,  the  Company
acknowledges that Alliss has prior commitments with ABC Television Network (ABC)
and  the British Broadcasting Corporation (BBC) to act as a golf personality and
commentator  and that ABC's and BBC's schedules will always take precedence over
Alliss'  obligations  to  Company.

4.   SALE  OF  GOLF  CLUBS

     a.   SALE  OF  SIGNATURE  CLUBS

     During  the  term  of this Agreement, and any extension or renewal thereof,
     the  Company  shall have the exclusive right to manufacture, distribute and
     sell  Peter  Alliss  Signature  clubs  world  wide  within  the  Designated
     Territory.

          1.   For  each  Signature wedge, putter or specialty club sold, Alliss
               shall  receive  a  royalty  of  $2.00  per  club.

          2.   For  each  Signature iron sold, Alliss shall receive a royalty of
               $.25  per  iron.

     b.   SALE  OF  NON-SIGNATURE  CLUBS

          1.   For  all sales made through GolfGear infomercials in which Alliss
               appears,  Alliss  shall  receive  a  royalty  of  $1.00  per club
               featured  and  sold  as  a  direct result of a sale made from the
               airing  of  the  infomercial.


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          2.   In addition to royalties paid for clubs actually sold through any
               infomercial  as  defined in Paragraph 4(b)(1) above, Alliss shall
               receive  a royalty of $.25 per club for all after market sales of
               any  club  featured  in  any infomercial. "After market" shall be
               defined  as  all non-infomercial sales generated in the region in
               which  the  infomercial  has  been  televised.

     c.   CHANGE  IN  CONTROL

     In  the event that Donald Anderson ceases to be affiliated with the Company
     in  an  executive capacity during the term of this Agreement, including any
     renewal  thereof, Alliss shall have the option to terminate this Agreement.
     In  such  event, pursuant to written notice within ninety (90) days of such
     change  in  control,  the  ninety (90) day period described in 4d shall not
     exceed  forty  five  (45)  days.

     d.     POST-TERMINATION  SALES

     Upon  termination  or expiration of this Agreement, including any extension
     or  renewal thereof, the Company shall cease production of Alliss Signature
     clubs  as  soon  as  reasonably practicable, but shall continue to have the
     right  to  use  the  name  and  likeness  of  Alliss to market its existing
     inventory  of  said  clubs  until  all such inventory is exhausted or for a
     period  not  to  exceed 90 days, whichever is earlier. Further, the Company
     shall  have  the  right  to continue to run any infomercial in which Alliss
     appears  for  a  period not to exceed 30 days. For as long as Company makes
     use  of  the  name  or  likeness  of  Alliss, PAG shall continue to receive
     compensation  described  in  Paragraph  4  as  earned.

5.   COMPENSATION

The  Company  shall  pay  to  PAG  the  following  compensation:

     a.   STOCK  COMPENSATION

     PAG  or  their  nominees  shall  be  issued 250,000 shares of the Company's
     common  stock.  It  is  understood that such shares shall not be registered
     with  the  Securities  and  Exchange  Commission  and  will,  therefore, be
     restricted  as  that term is defined pursuant to Rule 144 of the Securities
     Act  of  1933,  as amended. In addition to the rules on resale restrictions
     imposed  by Rule 144, PAG or its nominees agree to sell no more than 25,000
     shares  of common stock in any one month unless otherwise agreed by all the
     parties  hereto.  PAG  or its nominees agrees not to sell any shares in the
     month  of  December.  PAG  or  its nominees agrees to inform the Company of
     their  intention  to  sell  any  shares  prior  to effectuating any sale or
     transaction.


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     b.   COMMON  STOCK  WARRANT  COMPENSATION

     PAG  or  its nominees shall receive a warrant to purchase 250,000 shares of
     common  stock of the Company, exercisable at $.50 per share for a period of
     five  (5) years from the date of this Agreement. This warrant shall contain
     standard  anti-dilution  provisions  and shall not have a cashless exercise
     provision.

     c.   EXPENSES

     Alliss  and/or  his agents shall be entitled to reimbursement of reasonable
     expenses  incurred  in  conjunction with activities as contemplated herein.
     Prior  to  incurring such expenses, Alliss and/or his representatives shall
     give  prior  notice  and gain approval from the Company. It is acknowledged
     that  Alliss travels first-class and that his business manager, Roy Cooper,
     travels  business  class unless both Alliss and Roy Cooper travel together,
     in  which  case  Roy  Cooper  will  also  travel  first-class.

     d.   PROMOTIONAL  EQUIPMENT

     The  Company  shall  supply  golf  clubs, golf bags and other equipment and
     apparel  that  may  be  required  by  Alliss, either for his own use or for
     promotional  purposes,  upon  reasonable  request and advance notice to the
     Company. Such promotional products shall be delivered to PAG's address free
     of  carriage,  duties  and  taxation  of  any  kind.

     e.   WIRE  TRANSFER

     All  cash  payments  to be made hereunder shall be made by wire transfer to
     Barclays  Bank  plc,  Ascot  Branch,  sort code 20-02-53 for the account of
     Peter  Alliss Golf Ltd., account number 10709905, or at such other place as
     PAG  shall  designate  in  writing  from  time  to  time.

     f.   AUDIT

     Company shall transmit to PAG all regularly maintained financial statements
     and reports. From time to time, PAG may request reasonable financial and/or
     operating  information  relating to matters relevant to this Agreement from
     the  Company  and  the  Company  shall  provide  such  information at PAG's
     offices. Additionally, PAG shall have the right, upon reasonable notice, to
     inspect  or  audit the books and records of Company. Such inspection may be
     conducted  by  any  reasonably  designated  agent.

     g.   ADVISORY  BOARD

     During  the  term  of this Agreement, the Company shall offer a seat on its
     advisory  board  to  Alliss,  or  his  designee,  as long as such person is
     reasonably  acceptable  to  the  Company.


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6.   CREATIVE  CONTROL

Alliss  shall at all times herein have the right to approve any club design that
bears  his  name  and  shall  also  have the right to approve any news releases,
catalogs,  term  sheets,  publicity  materials,  commercials,  informercials,
television or radio spots, web sites or other similar media information in which
Alliss  appears, or in which Alliss' name or likeness is utilized in any manner,
prior  to  their  public  use  or  dissemination.  Said  approval  shall  not be
unreasonably withheld by Alliss.  In this regard, the Company shall provide such
materials  to Alliss in advance of their use or dissemination in order to enable
Alliss  to  review  and  approve  such  materials.  Alliss agrees to review such
material  and  respond  to  the  Company  within  a reasonable time and with the
understanding  that  a  reasonable  response  time  is  of  the  essence.

7.   INFOMERCIAL  PRODUCTION

The  Company shall give Alliss at least six (6) weeks prior notice in scheduling
the  filming of a commercial, infomercial or catalog.  The Company shall use its
best  efforts to limit the total production (in all categories) to five (5) days
per  year.  However,  the five (5) day period shall exclude partial days at tour
events  at  which the Company may consult with or utilize Alliss, subject to his
schedule  and  availability.  For  each  day  or  partial  day that Alliss makes
himself  available  for  the  Company's  use,  including,  but  not  limited to,
infomercial  filming,  advertising  production  and/or  consulting,  or  for the
Company's  utilization at tour events or similar functions, Alliss shall be paid
$10,000  per  day  plus  expenses.

8.   TERMINATION

This  Agreement  shall  terminate three (3) years from the date of effectiveness
hereof.  Upon written notice at least one hundred and eighty (180) days prior to
expiration  of  this  Agreement,  the  Company  shall be given a ninety (90) day
exclusive period to negotiate an additional three (3) year agreement for the use
of Alliss' likeness subject to terms and conditions to be agreed by the parties.
Upon  any  termination  of the Agreement, all amounts earned through the date of
termination  shall  be  paid  forthwith  to  PAG.

9.   MUTUAL  RELEASE

By  and  upon  execution  of  this Agreement, PAG, Alliss and the Company hereby
forever  mutually  release  each  other  from that agreement between the parties
dated  January 1, 1998 (the "Prior Agreement"), and from any obligations arising
thereunder.  This  release  shall  constitute  a  general  mutual release and by
execution  of  this  Agreement, the parties hereby release and forever discharge
each  other  and  any of their servants, agents and employees and all others, of
and  from  any  and all claims, demands or actions or causes of action, known or
unknown,  including  all  injuries,  deaths,  property damage and economic loss,
arising  out  of  or  in  any  way  connected  with  the  Prior  Agreement.


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This  is  a  full  and  final  release applying to all unknown and unanticipated
injuries  or  damages  arising  out  of the Prior Agreement, as well as to those
known  or  disclosed.  The  undersigned waives all rights and benefits which the
undersigned now has or in the future may have under the terms of Section 1542 of
the  Civil  Code  of  California,  which  Section  reads  as  follows:

     "A  general  release  does not extend to the claims which the creditor does
     not  know  or  suspect  to  exist in his favor at the time of executing the
     release, which if known by him must have materially affected his settlement
     with  the  debtor."

This  release  shall  survive  termination  or  expiration  of  this  Agreement.

10.  ASSIGNMENT

Neither  PAG,  Alliss nor the Company shall have the right to grant sub-licenses
hereunder  or  to  otherwise assign, alienate, transfer, encumber or hypothecate
any  of its rights or obligations hereunder, except as set forth herein: (1) PAG
shall  have  the  right to assign the financial benefits hereof, and the Company
hereby consents to such assignment upon receipt by the Company of written notice
thereof from PAG; and (2) the Company shall have the right to grant sub-licenses
hereunder  or  to otherwise assign and transfer any of its rights or obligations
hereunder,  to  any affiliate, related entity or subsidiary (partially or wholly
owned),  if prior written consent is obtained from PAG and Alliss, which consent
shall  not  be  unreasonably  withheld.

11.  ATTORNEYS'  FEES  AND  COSTS

In  the event of any litigation to interpret or enforce any provision(s) of this
Agreement,  a  court  of  competent  jurisdiction may award the prevailing party
reasonable  attorneys'  fees  and  costs.

12.  GOVERNING  LAW

This Agreement shall be governed by and construed in accordance with the laws of
the  State  of  California  applicable  to  agreements  made and to be performed
therein.

13.  ARBITRATION

Any  dispute  arising  out  of  or concerning this Agreement shall be handled in
accordance  with  the  Rules  and  Regulations,  and  under the auspices, of the
American  Arbitration  Association.  Said  arbitration  shall  be held in Orange
County, California and shall be binding.  The prevailing party shall be entitled
to,  among  other  relief,  attorney  fees  and  costs.

14.  SEVERABILITY

The holding of any provision of this Agreement to be invalid or unenforceable by
a  court  of competent jurisdiction shall not affect any other provision of this
Agreement,  which  shall  remain  in  full  force  and  effect.


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15.  NOTICES  AND  COMMUNICATIONS

All  notices,  requests,  demands, and other communications under this Agreement
shall  be  in writing and delivered in person or sent by certified mail, postage
prepaid  or  by  telefax  and  properly  addressed  as  follows:

If  to  the  Company:     Donald  A.  Anderson,  President
                          GolfGear  International,  Inc.
                          12771  Pala  Drive
                          Garden  Grove,  CA  92841
                          Telephone  (714)899-4274
                          Telefax  (714)899-4284
                          E-Mail:  golfgear01@aol.com

       and  to:           Peter  Alliss  -  Golf  Ltd.
                          25  St.  Johns  Road
                          Farnham  Surrey
                          England  GU9  8NU
                          Telephone  011-44-125-271-7711
                          Telefax  011-44-125-271-7722
                          E-mail:  roy@allissgolf.demon.co.uk

Any party may from time to time change its address for the purpose of notices to
that  party  by  a  similar  notice specifying a new address, but no such change
shall  be  deemed  to  have  been  given  until  it  is actually received by the
respective  party  hereto.

16.  WAIVER  OR  BREACH

It  is agreed that a waiver by either party of a breach of any provision of this
Agreement  shall  not  operate,  or  be construed, as a waiver of any subsequent
breach  by  that  same  party.

17.  ENTIRE  AGREEMENT  AND  BINDING  EFFECT

This Agreement contains the entire agreement between the parties and is intended
to merge all prior written or oral discussions or agreements with respect to its
subject matter and specifically supersedes all prior written agreements relating
to  the  subject  matter  of  this  Agreement.  The Agreement may not be amended
except  in  a  subsequent writing signed by both parties.  No waiver of any duty
under  this  Agreement  will  be  construed  as  a waiver of the right to demand
immediate performance, unless an extension of the time for performance is agreed
in  writing.  Time  is  of  the  essence  in  this  Agreement.

18.  AMENDMENTS

This  Agreement may not be amended except by a writing signed by all the parties
hereto.


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19.  COUNTERPARTS  AND  SIGNATURES

This  Agreement may be executed in one or more counterparts, each of which, when
executed  and  delivered by facsimile transmission, shall be an original and all
of  which  when  executed shall constitute one Agreement, by each of the parties
hereto  on  the  dates  respectively  indicated  in  the acknowledgments of said
parties,  notwithstanding  that  all  of  the parties are not signatories to the
original  or  the same counterpart, to be effective as of the day and year first
above  written.

20.  RELATIONSHIP  OF  THE  PARTIES

This  Agreement  shall  not  constitute  or  be  considered  a  partnership,
employer-employee  relationship,  joint  venture  or  agency between the parties
hereto,  nor  by  or  between any of their employees or agents.  Alliss shall be
deemed  to  be  an  independent  contractor  for  purposes  of  this  Agreement.


Dated:____________,  2000        GOLFGEAR  INTERNATIONAL,  INC.


                                 _____________________________________
                                 By:     Donald  A. Anderson
                                         Its:     President


Dated:____________,  2000        Peter  Alliss  -  Golf  Ltd.


                                 ______________________________________
                                 By:      Roy  Cooper
                                          Its:      Managing  Director



Dated:______________,  2000      ______________________________________
                                 Peter  Alliss,  an  individual


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