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                              LETTER OF INTENT


1.   Distributorship - "Active" line of products:  TRC Fitness will have the
     right to sell and distribute the complete "Active" line of products to
     Canadian mass merchants, department stores, fitness stores, sporting goods
     stores, health food stores, bike shops, running rooms and all TV media.
     TRC Fitness will have exclusive Canadian distribution rights of the
     "Active" line of products for 90 days commencing the date a final contract
     is signed.

2.   Exclusive Distributorship - Body Break & Reebok OEM products:  TRC
     Fitness will have the exclusive right to sell all Body Break & Reebok OEM
     products to all Canadian and International markets.  Through this
     arrangement TRC Fitness will control the rights of the products.

3.   Purchase of Product - "Active" line of products:  TRC Fitness shall
     purchase all products directly from LaserMedia.  TRC Fitness shall be
     responsible for payment of duties, taxes and other related charnges.  TRC
     Fitness will receive all products at a cost that allows for a 30% margin
     for TRC Fitness and a 40% margin for all retailers.

4.   Purchase of Products - Body Break and Reebok OEM products:  LaserMedia
     will supply all Body Break and Reebok OEM products to TRC Fitness at
     absorbed manufacturing costs.

5.   Development Costs - "Active" line of products:  Lasermedia will be
     responsible for all development/product modification costs associated with
     the "Active" line of products.

6.   Development Costs - Body Break and Reebok OEM products:  TRC Fitness will
     be responsible for all development/product modification costs associated
     with the Body Break and Reebok OEM products.

7.   Marketing - "Active" line of products:  Lasermedia will be responsible
     for all marketing costs for the "Active" product line.  These costs
     include, but are not limited to, advertising, promotions, trade shows,
     coupons, direct mail, product seeding, etc.  TRC Fitness will be
     responsible for all sales costs including co-op advertising, in-store
     promotions, listing fees and vendor agreement costs.

8.   Marketing - Body Break and Reebok OEM products:  TRC Fitness will be
     responsible for all marketing and sales costs of Body Break and Reebok OEM
     products.

9.   Terms of Agreement:  The Distributorship Agreement will have an initial
     term of two years.  The agreement will be automatically renewed every two
     years as long as performance levels are met by TRC Fitness.

10.  Performance:  Distributorship Agreement shall remain in effect and will
     automatically be renewed provided sales levels are maintained.  No
     performance criteria will be established for Body Break and Reebok OEM
     products.  Performance criteria based on unit sales will be developed for
     the "Active" line of products.

11.  Sales Incentives:  LaserMedia will be responsible for the payment of all
     sales incentives for the "Active" product line to TRC Fitness employees.

This letter of intent is valid for 30 days, in this time period a final
contract must be signed or the letter of intent become void.


/s/ Tony Caparotta    May 7, 1998
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    Tony Caparotta         Date


/s/ Brian Gibson      May 7, 1998
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    Brian Gibson           Date