Exhibit 10.15


                          REAL ESTATE PURCHASE CONTRACT

This is a legally binding  contract.  Utah law requires real estate licensees to
use this  form.  Buyer and  Seller,  however,  may agree to alter or delete  its
provisions  or to use a  different  form.  If you  desire  legal or tax  advice,
consult your attorney or tax advisor.

                              EARNEST MONEY RECEIPT

Buyer The Murdock Group Career  Satisfaction  Corporation offers to purchase the
Property described below and hereby delivers to the Brokerage, as Earnest Money,
the amount of $ 0 in the form of  _____________  which,  upon Acceptance of this
offer  by all  parties  (as  defined  in  Section  23),  shall be  deposited  in
accordance with state law.

Received by:                       on                                     (Date)
            -----------------------   ------------------------------------
Brokerage:                                 Phone Number
            --------------------------                 -------------------------


                                OFFER TO PURCHASE

1. PROPERTY: 300 Acres near Fairview  also described as:              City of
             ------------------------                   --------------
                         County of               State of Utah (the "Property").
-------------------------         --------------

1.1 Included  Items.  Unless excluded  herein,  this sale includes the following
items if presently attached to the Property: plumbing, heating, air conditioning
fixtures and equipment;  ceiling fans; water heater; built-in appliances;  light
fixtures and bulbs; bathroom fixtures;  curtains, draperies and rods; window and
door  screens;  storm  doors and  windows;  window  blinds;  awnings;  installed
television  antenna;  satellite dishes and system;  permanently affixed carpets;
automatic  garage door opener and  accompanying  transmitter(s)'.  fencing;  and
trees and shrubs.  The  following  items shall also be included in this sale and
conveyed   under   separate   Bill  of  Sale  with   warranties   as  to  title:
--------------------------------------------------------------------------------

1.2  Excluded  Items.  The  following  items  are  excluded  from this  sale:

--------------------------------------------------------------------------------

1.3 Water  Rights.  The  following  water rights are included in this sale:  All
historically used with the ground.

1.4 Survey.  (Check applicable boxes): A survey map of the Property certified by
a licensed surveyor [ ] WILL [ ] WILL NOT be prepared.  The Property corners [ ]
WILL [ ] WILL NOT be marked by  survey  stakes  set by a  licensed  surveyor  or
engineering company. The cost of the applicable items checked above will be: [ ]
paid by Buyer [ ] paid by  Seller [ ] shared  equally  by Buyer  and  Seller [ ]
Other  (specify)  For  additional   terms,   see  attached  Survey  Addendum  if
applicable.

2. PURCHASE PRICE.  The Purchase Price for the Property is $135,000

2.1 Method of Payment.  The Purchase Price will be paid as follows:

$       0             (a) Earnest Money Deposit.  Under certain conditions
-------------------   described in this Contract, THIS DEPOSIT MAY BECOME
                      TOTALLY NON-REFUNDABLE.

$       0             (b) New Loan. Buyer agrees to apply for a new loan as
-------------------   provided in Section 2~3. Buyer will apply for one
                      or more of the following loans:
                      [ ] CONVENTIONAL [ ] FHA [ I VA  [ I OTHER
                      (specify)_________________________________________________
                      If an FHAWA loan applies,  see  attached  FHANA  Loan
                      Addendum  If the  loan is to include any particular terms,
                      then check below and give  details:  [ ] SPECIFIC LOAN
                      TERMS ____________________________________________________

$       0             (c) Loan  Assumption  (see attached  Assumption  Addendum
-------------------   if applicable)

$       0             (d) Seller  Financing  (see  attached  Seller  Financing
-------------------   Addendum  if  applicable)

$  73,800             (e)  Other  (specify)  See  Addendum  #1.
--------------------

$ 61,200              (f) Balance of Purchase Price in Cash at Settlement,
--------------------

$ 135,000             PURCHASE PRICE. Total of lines (a) through (f)
--------------------


                                       1
<PAGE>


2.2 Financing Condition. (check applicable box)

(a) [ ] Buyer's  obligation to purchase the Property IS  conditioned  upon Buyer
qualifying for the applicable  loan(s)  referenced in Section 2.1(b) or (c) (the
"Loan").  This condition is referred to as the "Financing  Condition."

(b) [X ] Buyer's  obligation  to purchase the Property IS NOT  conditioned  upon
Buyer  qualifying for a loan.  Section 2.3 does not apply.

2.3  Application for Loan.

(a) Buyer's duties. No later than the Application Deadline referenced in Section
24(a), Buyer shall apply for the Loan. "Loan  Application"occurs only when Buyer
has: (i)  completed,  signed,  and  delivered to the lender (the  "Lender")  the
initial loan application and documentation required by the Lender; and (ii) paid
all loan application fees as required by the Lender.  Buyer agrees to diligently
work to obtain  the Loan.  Buyer  will  promptly  provide  the  Lender  with any
additional documentation as required by the Lender.

(b) Procedure if Loan  Application is denied.  If Buyer receives  written notice
from the Lender that the Lender  does not  approve  the Loan (a "Loan  Denial"),
Buyer shall,  no later than three  calendar days  thereafter,  provide a copy to
Seller.  Buyer or Seller may, within three calendar days after Seller=s  receipt
of such notice,  cancel this Contract by providing  written  notice to the other
party. In the event of a cancellation under this Section 2.3(b): (i) if the Loan
Denial was received by Buyer on or before the Earnest Money Forfeiture  Deadline
referenced  in Section  24(d),  the Earnest  Money  Deposit shall be returned to
Buyer;  (ii) if the Loan Denial was  received  by Buyer after the Earnest  Money
Forfeiture  Deadline,  Buyer agrees to forfeit,  and Seller  agrees to accept as
Seller's exclusive remedy, the Earnest Money as liquidated damages. A failure to
cancel as provided in this Section  2.3(b) shall have no effect on the Financing
Condition set forth in Section 2.2(a).  Cancellation  pursuant to the provisions
of any  other  section  of  this  Contract  shall  be  governed  by  such  other
provisions.

2.4 Appraisal of Property. Buyer's obligation to purchase the Property [ ] IS [X
] IS NOT conditioned upon the Property appraising for not less than the Purchase
Price. If the appraisal  condition  applies and the Property  appraises for less
than the Purchase  Price,  Buyer may cancel this  Contract by providing  written
notice to Seller no later than three  calendar  days  after  Buyer's  receipt of
notice of the appraised  value. In the event of such  cancellation,  the Earnest
Money  Deposit   shall  be  released  to  Buyer,   regardless  of  whether  such
cancellation is before or after the Earnest Money Forfeiture Deadline. A failure
to  cancel  as  provided  in this  Section  2.4  shall be deemed a waiver of the
appraisal condition by Buyer.

3.  SETTLEMENT  AND  CLOSING.  Settlement  shall  take  place on or  before  the
Settlement  Deadline referenced in Section 24(e). A Settlement" shall occur only
when all of the following have been completed:  (a) Buyer and Seller have signed
and  delivered  to each  other or to the  escrow/closing  office  all  documents
required by this Contract,  by the Lender, by written escrow  instructions or by
applicable  law;  (b)  any  monies  required  to be paid by  Buyer  under  these
documents (except for the proceeds of any new loan) have been delivered by Buyer
to Seller or to the  escrow/closing  office in the form of  collected or cleared
funds;  and (c) any monies  required to be paid by Seller under these  documents
have been  delivered by Seller to Buyer or to the  escrow/closing  office in the
form of  collected  or cleared  funds.  Seller and Buyer shall each pay one-half
(1/2) of the fee charged by the  escrow/closing  office for its  services in the
settlement/closing  process.  Taxes and assessments for the current year, rents,
and interest on assumed obligations shall be prorated at Settlement as set forth
in this  Section.  Tenant  deposits  (including,  but not limited  to,  security
deposits,  cleaning  deposits  and prepaid  rents)  shall be paid or credited by
Seller to Buyer at  Settlement.  Prorations  set forth in this Section  shall be
made as of the  Settlement  Deadline date  referenced in Section  24(e),  unless
otherwise  agreed to in writing by the parties.  Such writing  could include the
settlement statement.  The transaction will be considered closed when Settlement
has been completed,  and when all of the following have been completed:  (i) the
proceeds of any new loan have been  delivered  by the Lender to Seller or to the
escrow/closing  office;  and (ii) the  applicable  Closing  documents  have been
recorded in the office of the county  recorder.  The actions  described in parts
(i) and (ii) of the preceding  sentence shall be completed  within four calendar
days of Settlement.

4. POSSESSION.  Seller shall deliver physical possession to Buyer
within: [ ] ___ hours [X ] 2 days after Closing; [ ] Other (specify)
                                                                           .
5. CONFIRMATION OF AGENCY DISCLOSURE. At the signing of this Contract:
        [ ] Seller's Initials             [/s/] Buyer's Initials

The Listing  Agent,_______________,  represents  [ ] Seller,  [ ] Buyer [ ] both
Buyer and Seller as a Limited Agent

The  Selling  Agent,  _______________,  represents  [ ]Seller [ ] Buyer [ ] both
Buyer and Seller as a Limited Agent;

The Listing Broker,         0        ,  represents [ ]Seller [ ] Buyer [ ] both
                    -----------------
Buyer and Seller as a Limited Agent;

The Selling Broker,   _______________, represents [ ] Seller [  ] Buyer [ ] both
Buyer and Seller as a Limited Agent;

6. TITLE INSURANCE.  At Settlement,  Buyer agrees to pay for a standard-coverage
owner's policy of title  insurance  insuring Buyer in the amount of the Purchase
Price.

7. SELLER  DISCLOSURES.  No later than the Seller Disclosure Deadline referenced
in Section 24(b),  Seller shall provide to Buyer the following  documents  which
are collectively referred to as the "Seller Disclosures":

(a) a Seller property condition disclosure for the Property, signed and dated by
Seller;

(b) a commitment for the policy of title insurance;

(c) a copy of any leases affecting the  Property not expiring  prior to Closing;

(d) written notice of any claims and/or  conditions  known to Seller relating to
environmental problems and building or zoning code violations; and

(e) Other (specify)___________________ .

8.  BUYER'S  RIGHT TO  CANCEL  BASED ON  EVALUATIONS  AND  INSPECTIONS.  Buyer's
obligation to purchase under this Contract (check applicable boxes):

[ ] IS [ ] IS NOT  conditioned  upon Buyer's  approval of the content of all the
Seller Disclosures referenced in Section 7;

[ ] IS [ ] IS NOT  conditioned  upon  Buyer's  approval of a physical  condition
inspection of the Property;

[ ] IS [ ] IS NOT conditioned  upon Buyer's  approval of the following tests and
evaluations of the Property: (specify)

If any of the above items are checked in the  affirmative,  then  Sections  8.1,
8.2, 8.3 and 8.4 apply;  otherwise,  they do not apply. The items checked in the
affirmative   above  are   collectively   referred  to  as  the  "Evaluations  &
Inspections."  Unless  otherwise  provided in this Contract,  the  Evaluations &
Inspections  shall be paid for by Buyer and shall be conducted by individuals or
entities of Buyer's  choice.  Seller agrees to cooperate with the  Evaluations &
Inspections and with the walk-through inspection under Section 11.

8.1 Period for Completion and Review of Evaluations  and  Inspections.  No later
than the Buyer  Cancellation  Deadline  referenced in Section 24(c) Buyer shall:
(a) complete all Evaluations & Inspections; and (b) determine if the Evaluations
& Inspections are acceptable to Buyer.

8.2  Right to Cancel or  Object.  If Buyer  determines  that the  Evaluations  &
Inspections are  unacceptable,  Buyer may, no later than the Buyer  Cancellation
Deadline,  either:  (a) cancel this  Contract  by  providing  written  notice to
Seller,  whereupon the Earnest Money Deposit shall be released to Buyer;  or (b)
provide Seller with written notice of objections.

8.3 Failure to Respond. If by the expiration of the Buyer Cancellation Deadline,
Buyer does not:  (a) cancel this  Contract  as  provided in Section  8.2, or (b)
deliver a written  objection to Seller  regarding the Evaluations & Inspections,
the Evaluations & Inspections shall be deemed approved by Buyer.

8.4 Response by Seller.  If Buyer provides written  objections to Seller,  Buyer
and Seller  shall have seven  calendar  days after  Seller's  receipt of Buyer's
objections (the "Response  Period") in which to agree in writing upon the manner
of  resolving  Buyer's  objections.  Seller may,  but shall not be required  to,
resolve Buyer's objections.  if Buyer and Seller have not agreed in writing upon
the manner of resolving  Buyer's  objections,  Buyer may cancel this Contract by
providing  written  notice to Seller no later  than  three  calendar  days after
expiration of the Response Period;  whereupon the Earnest Money Deposit shall be
released to Buyer,  regardless of whether such  cancellation  is before or after
the Earnest Money Forfeiture Deadline. If this Contract is not canceled by Buyer
under this Section 8.4, Buyer's objections shall be deemed waived by Buyer. This
waiver shall not affect those items warranted in Section 10.

9.  ADDITIONAL  TERMS.  There [ X] ARE [ ] ARE  NOT  addenda  to  this  Contract
containing  additional  terms. If there are, the terms of the following  addenda
are incorporated  into this Contract by this reference:  [X ] Addendum No. 1 [ ]
Survey  Addendum  [ ] Seller  Financing  Addendum [ ] FHA/VA  Loan  Addendum [ ]
Assumption  Addendum [ ] Lead-Based  Paint Addendum (in some  transactions  this
addendum is required by law) [ ] Other (specify)____________.


                                       3
<PAGE>

10. SELLER WARRANTIES & REPRESENTATIONS.

10.1  Condition  of Title.  Seller  represents  that Seller has fee title to the
Property  and will  convey  good and  marketable  title to Buyer at  Closing  by
general  warranty deed,  unless the sale is being made pursuant to a real estate
contract which  provides for title to pass at a later date. In that case,  title
will be conveyed in  accordance  with the  provisions  of that  contract.  Buyer
agrees,  however,  to accept  title to the  Property  subject  to the  following
matters of record..  easements,  deed restrictions,  CC&R's (meaning  covenants,
conditions and restrictions),  and rights-of-way; and subject to the contents of
the Commitment for Title  Insurance as agreed to by Buyer under Section 8. Buyer
also  agrees to take the  Property  subject to  existing  leases  affecting  the
Property and not expiring  prior to Closing Buyer agrees to be  responsible  for
taxes,  assessments,  homeowners association dues, utilities, and other services
provided to the  Property  after  Closing.  Except for any loan(s)  specifically
assumed  by Buyer  under  Section  2.1(c),  Seller  will cause to be paid off by
Closing all mortgages,  trust deeds, judgments,  mechanic's liens, tax liens and
warrants.  Seller will cause to be paid current by Closing all  assessments  and
homeowners association dues.

10.2  Condition of Property.  Seller  warrants  that the Property will be in the
following  condition ON THE DATE SELLER DELIVERS  PHYSICAL  POSSESSION TO BUYER:

(a)  the  Property  shall  be  broom-clean  and  free  of  debris  and  personal
belongings.  Any Seller or tenant moving-related damage to the Property shall be
repaired at Seller's expense;

(b) the  heating,  cooling,  electrical,  plumbing  and  sprinkler  systems  and
fixtures, and the appliances and fireplaces will be in working order and fit for
their intended purposes;

(c) the roof and foundation shall be free of leaks known to Seller;

(d) any private well or septic tank serving the Property  shall have  applicable
permits, and shall be in working order and fit for its intended purpose; and

(e) the Property and  improvements,  including the  landscaping,  will be in the
same general condition as they were on the date of Acceptance.

11.  WALK-THROUGH  INSPECTION.  Before  Settlement,  Buyer may, upon  reasonable
notice and at a reasonable  time,  conduct a  "walk-through"  inspection  of the
Property to determine only that the Property is "as  represented,"  meaning that
the  items   referenced  in  Sections  1.1,  8.4  and  10.2  ("the  items")  are
respectively   present,   repaired/changed  as  agreed,  and  in  the  warranted
condition.  If  the  items  are  not  as  represented,  Seller  will,  prior  to
Settlement,  replace,  correct or repair the items or, with the consent of Buyer
(and Lender if  applicable),  escrow an amount at  Settlement to provide for the
same. The failure to conduct a walk-through inspection, or to claim that an item
is not as  represented,  shall not  constitute a waiver by Buyer of the right to
receive, on the date of possession, the items as represented.

12. CHANGES DURING  TRANSACTION.  Seller agrees that from the date of Acceptance
until the date of Closing,  none of the following  shall occur without the prior
written  consent of Buyer:  (a) no changes in any existing leases shall be made;
(b) no new leases  shall be entered  into;  (c) no  substantial  alterations  or
improvements  to the Property  shall be made or  undertaken;  and (d) no further
financial encumbrances to the Property shall be made.

13.  AUTHORITY  OF SIGNERS.  If Buyer or Seller is a  corporation,  partnership,
trust, estate,  limited liability company, or other entity, the person executing
this  Contract on its behalf  warrants his or her authority to do so and to bind
Buyer and Seller.

14. COMPLETE  CONTRACT.  This Contract  together with its addenda,  any attached
exhibits,  and Seller  Disclosures,  constitutes the entire Contract between the
parties  and   supersedes   and  replaces   any  and  all  prior   negotiations,
representations,  warranties,  understandings  or contracts between the parties.
This Contract cannot be changed except by written agreement of the parties.

15. DISPUTE RESOLUTION.  The parties agree that any dispute, arising prior to or
after  Closing,  related  to this  Contract  [ ]  SHALL  [X ] MAY  (upon  mutual
agreement of the parties) first be submitted to mediation.  If the parties agree
to mediation,  the dispute  shall be submitted to mediation  through a mediation
provider mutually agreed upon by the parties.  Each party agrees to bear its own
costs of  mediation.  If  mediation  fails,  the other  procedures  and remedies
available  under this  Contract  shall  apply.  Nothing in this Section 15 shall
prohibit any party from seeking emergency equitable relief pending mediation.

16. DEFAULT.  If Buyer  defaults,  Seller may elect either to retain the Earnest
Money  Deposit  as  liquidated  damages,  or to  return  it  and  sue  Buyer  to
specifically enforce this Contract or pursue other remedies available at law. If
Seller defaults,  in addition to return of the Earnest Money Deposit,  Buyer may
elect either to accept from Seller a sum equal to the Earnest  Money  Deposit as
liquidated damages,  or may sue Seller to specifically  enforce this Contract or
pursue other  remedies  available  at law. If Buyer elects to accept  liquidated
damages, Seller agrees to pay the liquidated damages to Buyer upon demand. It is
agreed that denial of a Loan  Application made by the Buyer is not a default and
is governed by Section 2.3(b).


                                       4
<PAGE>


17. ATTORNEY FEES AND COSTS.

17.1 In Actions to Enforce this Contract.  In the event of litigation or binding
arbitration to enforce this Contract,  the prevailing party shall be entitled to
costs and  reasonable  attorney  fees.  Attorney  fees shall not be awarded  for
participation in mediation under Section 15.

17.2 In Interpleader  Actions.  If a principal  broker holding the Earnest Money
Deposit is required by law to file an interpleader  action in court to resolve a
dispute over that Deposit,  Buyer and Seller  authorize that principal broker to
draw from that Deposit an amount  necessary to advance the court costs needed to
bring that  interpleader  action.  The  amount of the  Deposit  remaining  after
advancing those costs shall be interpleaded into court. Buyer and Seller further
agree that whichever of them is found to be in default may be ordered to pay any
reasonable  attorney fees, or additional court costs,  incurred by the principal
broker in bringing  the  action,  unless the court finds that there was fault on
the part of the  principal  broker or his or her agent  that  would make such an
award of attorney fees and costs unjust.

18. NOTICES.  Except as provided in Section 23, all notices  required under this
Contract must be: (a) in writing; (b) signed by the party giving notice; and (c)
received  by the  other  party or the  other  party's  agent  no later  than the
applicable date referenced in this Contract.

19.  ABROGATION.  Except for the  provisions of Sections 15 and 17.1 and express
warranties  made in this  Contract,  the  provisions of this Contract  shall not
apply after Closing.

20.  RISK OF LOSS.  All risk of loss to the  Property  not  caused  by Seller or
Buyer,  including  physical  damage  or  destruction  to  the  Property  or  its
improvements due to any cause except ordinary wear and tear and loss caused by a
taking  in  eminent  domain,  shall be borne by  Seller  until  Seller  delivers
possession of the Property to Buyer.

21. TIME IS OF THE ESSENCE. Time is of the essence regarding the dates set forth
in this Contract. Extensions must be agreed to in writing by all parties. Unless
otherwise explicitly stated in this Contract: (a) performance under each Section
of this Contract which references a date shall absolutely be required by 5:00 PM
Mountain  Time on the stated date;  and (b) the term "days" shall mean  calendar
days and  shall be  counted  beginning  on the day  following  the  event  which
triggers  the  timing  requirement  (i.e.,  Acceptance,  receipt  of the  Seller
Disclosures,  etc.).  Performance dates and times referenced herein shall not be
binding upon title companies. lenders, appraisers and others not parties to this
Contract, except as otherwise agreed to in writing by such non-party.

22. FAX TRANSMISSION AND COUNTERPARTS.  Facsimile (fax) transmission of a signed
copy of this Contract, any addenda and counteroffers,  and the retransmission of
any signed fax shall be the same as delivery of an original.  This  Contract and
any addenda and counteroffers may be executed in counterparts.

23. ACCEPTANCE. "Acceptance" occurs when Seller or Buyer, responding to an offer
or counteroffer of the other: (a) signs the offer or counteroffer where noted to
indicate  acceptance;  and (b)  communicates  to the other party or to the other
party's agent that the offer or counteroffer has been signed as required.

24.  CONTRACT  DEADLINES.  Buyer and Seller agree that the  following  deadlines
shall apply to this Contract:

(a) Application  Deadline               0         (Date)

(b) Seller  Disclosure  Deadline        0         (Date)

(c) Evaluation & Inspections Deadline   0         (Date)

(e) Settlement  Deadline                1-17-2000 (Date)

25. OFFER AND TIME FOR ACCEPTANCE.  Buyer offers to purchase the Property
on the above terms and conditions. If Seller does not accept this offer by: 5:00
[ ] AM [ X] PM Mountain  Time on  December  21,  1999  (Date),  this offer shall
lapse;  and the Brokerage  shall return the Earnest Money Deposit to Buyer.
/s/                    1/10/2000
---------------------------------      -----------------------------------------
(Buyer's Signature)  (Offer Date)       (Buyer's Signature)         (Offer Date)

         The later of the above Offer Dates shall be referred to as the
                             "Offer Reference Date"


--------------------------------------------------------------------------------
 (Buyers' Names) (PLEASE PRINT)            (Notice Address)              (Phone)



                                       5
<PAGE>




                        ACCEPTANCE/COUNTEROFFER/REJECTION

CHECK ONE:

[ ] ACCEPTANCE  OF OFFER TO PURCHASE:  Seller  Accepts the  foregoing
offer on the terms and conditions specified above.

[ ] COUNTEROFFER:  Seller  presents for Buyer's  Acceptance the terms of Buyer's
offer subject to the  exceptions or  modifications  as specified in the attached
ADDENDUM NO.
            -----------.

-------------------------------------       ------------------------------------
(Seller's Signature)    (Date) (Time)       (Seller's Signature)   (Date) (Time)

--------------------------------------------------------------------------------
(Sellers' Names) (PLEASE PRINT)    (Notice Address)                   (Phone)

[ ] REJECTION: Seller Rejects the foregoing offer.

--------------------------------------------------------------------------------
(Seller's Signature)     (Date) (Time)     (Seller's Signature)    (Date) (Time)

                        *********************************

                                DOCUMENT RECEIPT

State law  requires  Broker to  furnish  Buyer and  Seller  with  copies of this
Contract bearing all signatures. (Fill in applicable section below.)

A.   I acknowledge receipt of a final copy of the foregoing Contract bearing all
signatures.

-------------------------------------       ------------------------------------
(Buyer's Signature)         (Date)          (Signature)                  (Date)

-------------------------------------       ------------------------------------
(Seller's Signature)        (Date)          (Seller's Signature)         (Date)

B. I personally caused a final copy of the foregoing Contract bearing all
signatures to be [ ] faxed [ ] mailed [ ] hand delivered on______________ (Date)
postage prepaid, to the [ ] Seller [ ] Buyer.

Sent/Delivered by (specify) ______________________________________________

THIS FORM APPROVED BY THE UTAH REAL ESTATE COMMISSION AND THE OFFICE OF THE UTAH
ATTORNEY  GENERAL  EFFECTIVE  JUNE 12,  19g6.  IT REPLACES  AND  SUPERSEDES  ALL
PREVIOUSLY APPROVED VERSIONS OF THIS FORM.


<PAGE>



                             REALTOR ADDENDUM NO. 1

                                       TO

                       REAL ESTATE PURCHASE CONTRACT                Page1 of 1
THIS IS AN [X ] ADDENDUM [ ]  COUNTEROFFER  to that REAL ESTATE  PURCHASE
CONTRACT (the "REPC") with an Offer  Reference  Date of 1-10-2000  including all
prior addenda and  counteroffers,  between The Murdock Group as Buyer,  and TDB,
LLC as Seller,  regarding the Property  located at 300 Acres near Fairview . The
following terms are hereby incorporated as part of the REPC:

---------------------------------------  ---------------------------------------
(e)   Other; $73,800 to be paid as 49,200 shares of Class A Common Vote
Stock (144).





To the extent the terms of this ADDENDUM  modify or conflict with any provisions
of the REPC,  including all prior addenda and  counteroffers,  these terms shall
control.  All  other  terms  of  the  REPC,  including  all  prior  addenda  and
counteroffers, not modified by this ADDENDUM shall remain the same. [ ] Seller [
] Buyer shall have until _______ [ ] AM [ ] PM Mountain Time on (Date) to accept
the terms of this  ADDENDUM in accordance  with the  provisions of Section 23 of
the REPC.  Unless so  accepted,  the offer as set forth in this  ADDENDUM  shall
lapse.

       /s/            1/10/2000 4:30
---------------------------------------    -------------------------------------
[X]Buyer []Seller Signature(Date)(Time)    []Buyer []Seller Signature(Date(Time)

                       ACCEPTANCE COUNTEROFFER REJ ECTION

CHECK ONE:

[ ] ACCEPTANCE: [ ] Seller [ ] Buyer hereby accepts the terms of this ADDENDUM.
[ ] COUNTEROFFER: [ ] Seller [ ] Buyer presents as a counteroffer the terms of
attached ADDENDUM NO. ____

--------------------------------------------------------------------------------
(Signature)      (Date) (Time)           (Signature)               (Date) (Time)

[ ] REJECTION: [ ] Seller [ ] Buyer rejects the foregoing ADDENDUM.

--------------------------------------------------------------------------------
(Signature)      (Date) (Time)            (Signature)              (Date) (Time)

THIS FORM APPROVED BY THE UTAH REAL ESTATE COMMISSION AND THE OFFICE OF THE UTAH
ATTORNEY  GENERAL,  EFFECTIVE  AUGUST 17, 1998. IT REPLACES AND  SUPERCEDES  ALL
                   PREVIOUSLY APPROVED VERSIONS OF THIS FORM.