Exhibit 10.43

                                 SALES AGREEMENT

         Sales  Agreement made  effective June 27, 1998, by and between  Starlog
Franchise Corporation (the "Company") and Kevin VanderKelen ("VanderKelen").

         INTRODUCTION.  In June 1997, the Company  purchased  certain assets and
liabilities of Goal Post Distributing from Kevin VanderKelen  ("VanderKelen") in
exchange for 4,300,000  shares of the Company's  common stock.  Subsequently the
Company  effected a 1 for 10 reverse stock split resulting the 4,300,000  shares
being 430,000 shares. Goal Post has not performed to the Company's  expectations
and VanderKelen is dissatisfied with certain aspects of the Company's  ownership
of Goal  Post,  the  result of which is that the  Company  and Goal Post wish to
reverse the acquisition as of June 27, 1998, pursuant to the following terms and
conditions.

          1. TRANSFER OF ASSETS.  The Company  effective June 27, 1998 transfers
all of its assets,  real,  personal and mixed,  employed in the operation of the
Company's Goal Post Distributing  division in Florida ("Goal Post"),  including,
without limitation the following items  (collectively,  the "Assets""):  (i) all
equipment,  vehicles,  furniture and furnishings,  including without limitation,
those taken into consideration in any depreciation schedule of the Company; (ii)
any and all recorded or  unrecorded  leasehold  interests  to the real  property
locations(s) used in connection with the business together with all improvements
and  fixtures  located  thereon or therein;  (iii) all usable  supplies,  forms,
brochures,  inventory;  (iv) any intangible  assets,  goodwill and  intellectual
property,  including any service and/or trademarks or names and logos (including
specifically  the name  "Goal  Post  Distributing,  Inc.");  (v)  copies  of all
employment applications and other personnel records of key employees as selected
by  VanderKelen;  (viii) rights to telephone and fax numbers used by the Company
with respect to Goal Post; (ix) all computers,  other data processing  equipment
and related software;  (x) all prepaid expenses,  miscellaneous  deposits of the
Company related to Goal Post. (xi) commitments,  contracts,  leases, obligations
and agreements  (collectively  the Agreements")  and all accounts  receivable of
Goal Post

          2. ASSUMPTION.  VanderKelen agrees to assume the Assets and Agreements
of Goal Post arising prior or subsequent to the date hereof, and shall indemnity
and hold the  Company  harmless  from and  against  any and all costs,  expense,
liability,  damages  whatsoever  arising  out of or  relating  to the failure of
VanderKelen  to perform all of the  obligations of Goal Post arising prior to or
subsequent to the date hereof.

          3.  PROMISSORY  NOTE.  The  Company  will  deliver  to  VanderKelen  a
promissory  note to pay  VanderKelen  $50,000 in 24  installments  of $2,083.33,
commencing March 1, 1999.

          4. TRANSFER BACK OF SHARES. VanderKelen,  in consideration,  transfers
to the  Company  330,000 of the  430,000  shares  (after  taking into effect the
reverse stock split) which were  originally  issued to VanderKelen in connection
with the Company's  purchase of Goal Post.

          5. EMPLOYMENT  AGREEMENT.  Both the Company and  VanderKelen  agree to
terminate the Employment  Contract  entered into on June 29, 1997 by and between
the Company and  VanderKelen,  effective  as of the date of this  agreement.



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          6. MISCELLANEOUS. This Agreement will be governed pursuant to the laws
of the State of New Jersey.

         IN WITNESS WHEREOF, the parties have caused this agreement to be signed
effective as of the date hereof.

Starlog Franchise Corporation              Kevin M. VanderKelen

BY: /s/ Jack Fitzgerald                /s/  Kevin M. Vanderkelen
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