AGREEMENT


                  AGREEMENT  made  as of the  2nd  day of  March,  1998,  by and
between Odyssey Pictures  Corporation,  a Nevada  corporation having a principal
place of business at 1875 Century Park East, Los Angeles,  California 90067 (the
"Company"), and Johann Schotte, residing at ____________________   ("Employee").

                  WHEREAS,  Employee has been elected to the  positions of Chief
Executive  Officer and  Chairman of the Board of the Company at a meeting of the
Board of Directors of the Company held on February 13, 1998; and

                  WHEREAS,   the   appointment  of  Employee  to  the  foregoing
positions is subject to the execution of a formal employment  agreement with the
Company.

                  NOW, THEREFORE, the parties hereto agree as follows:

                  1. Term. The term of this agreement  (the  "Agreement")  shall
commence  as of the date  hereof (the  "Effective  Date") and shall  continue in
effect until December 31, 1999, unless otherwise  extended or earlier terminated
in accordance with the provisions hereof (the "Term").

                  2.  Services.  During the Term,  Employee  agrees to serve the
Company  in the  capacities  of  Chairman  of the Board  and as Chief  Executive
Officer  of the  Company  ("CEO").  Employee  agrees  to devote  his full  time,
attention  and energies to the  performance  of the following  duties,  and such
other duties and  requirements as may be reasonably  assigned to Employee by the
Board of Directors of the Company from time to time:

                  (a) Working to create and  develop a strategic  plan to define
and implement the Company's objectives and, in connection  therewith,  to create
viable action, business and financial plan which will provide the Company with a
sound program to achieve its objectives;

                  (b)   Developing   ancillary   businesses  and  strategies  to
complement and diversify the Company's film distribution business;

                  (c) With respect to the  activities  of the CEO,  assuming the
overall organizational,  business and operating responsibilities of the Company;
and

                  (e)  Performing   such  other  duties  as  may  be  reasonably
requested by the Board of Directors of the Company from time to time, including,
but not limited to,  services on behalf of any  subsidiary  or  affiliate of the
Company.

                  3.  Location.  Employee  shall  perform  his duties  hereunder
primarily in Luxembourg; provided, however, that Employee shall be available for
travel  throughout  the United States and the rest of the world at such times as
such travel  shall  appear in the  reasonable  judgment of Employee to be in the
best  interests of the Company.  Any such travel shall be for the benefit of the
Company and at the Company's sole cost and expense.  Although  Employee shall be
permitted to travel first class on all air travel  required in  connection  with
the  performance  of his  duties  for the  Company,  Employee  will  make  every
reasonable effort to fly business class whenever practical.


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                  4. Confidentiality. Employee acknowledges that the services to
be rendered  by him under this  Agreement  are  special and unique,  and that by
reason of such  services  he will  acquire  confidential  information  and trade
secrets relating to the Company.  Employee agrees that all information  relating
to the  business of the  Company  which is of a secret or  confidential  nature,
including the Company's data bases,  proprietary  programs,  contractual  terms,
financial  information,   administrative  procedures,  negotiations  with  third
parties and  strategic,  financial and business  plans,  is and shall remain the
sole  property of the Company,  and that Employee  shall not,  either during the
Term of this Agreement or thereafter, disclose or use for his benefit or for the
benefit  of third  parties,  any such  information  so long as it is secret  and
non-public  or otherwise  not in the public  domain,  without the  knowledge and
approval of the Company's Board of Directors.

                  5.  Compensation.  In  consideration  of  the  services  to be
rendered by Employee  hereunder  during the Term of this Agreement,  the Company
shall pay to Employee  an annual  base  salary at the rate of $150,000  per year
(retroactive to January 1, 1998), payable at the rate of $5,000 per month during
the period  from  January 1, 1998  through  April 30,  1998,  and at the rate of
$14,000 per month during the period from May 1, 1998 through  December 31, 1999.
Payments  to Employee  hereunder  shall be made in  accordance  with the regular
payroll practices of the Company.

                  6. Reimbursement of Expenses. Employee shall be reimbursed for
all expenses  reasonably  incurred by him in connection  with the performance of
his  duties  on behalf of the  Company,  upon  presentation  to the  Company  of
appropriate  documentation and receipts therefor.  The Company may, from time to
time,  advance  travel and related  expenses to Employee in connection  with the
performance of his duties hereunder.

                  7. Benefits.  Employee shall be entitled to participate in any
medical, dental,  hospitalization,  disability and/or pension and profit sharing
plans,  upon the same  terms and  subject to the same  qualifications,  as those
presently made available to the Company's other senior officers.

                  8. Vacation.  Employee shall be entitled to four weeks of paid
vacation each year during the Term of this  Agreement,  to be taken at such time
or times as shall be mutually agreeable to Employee and the Company.

                  9. Earlier  Termination.  Notwithstanding  the  provisions  of
Paragraph  1 hereof,  the Term may be earlier  terminated  by the  Company  "for
cause"  upon  the   occurrence  of  any  of  the  following   events   ("Earlier
Termination"):  (a)  Employee's  death,  (b)  Employee's  inability by reason of
physical or mental  disability to continue to  substantially  perform his duties
for a period  of 120  consecutive  days or for an  aggregate  of 180 days in any
consecutive  twelve month period,  (c) Employee's  conviction for a criminal act
involving fraud, dishonesty or moral turpitude,  (d) Employee's commission of an
act of embezzlement or misappropriation of funds or property of the Company, (e)
chronic  alcoholism  or  drug  use  after  refusing   treatment,   (f)  habitual
absenteeism  without  medical  documentation,  (g)  engaging in conduct  that is
detrimental to the business or reputation of the Company,  its  subsidiaries and
affiliates   after  having  been  provided   written  notice  from  the  Company
instructing  Employee  to  cease  such  conduct,  and/or  (h) in the  event of a
material  breach of this  Agreement by Employee which is not cured within thirty
(30) days  following the Company's  written  notice to Employee of such material
breach. In the event of Earlier Termination  pursuant to subparagraph (a) or (b)
of this  Paragraph  9,  Employee  or his  estate  shall be  entitled  to receive
continued  compensation hereunder for the greater of twelve months following the
date of such  Earlier  Termination  or the  balance  of the  Term.  In all other
instances  of Earlier  Termination  under this  Paragraph 9,  Employee  shall be
entitled to receive continued compensation hereunder for a period of ninety (90)
days following the date of such Earlier Termination.

                  10.  Governing  Law. This  Agreement  shall be governed by and
construed in  accordance  with the laws of the State of New York  applicable  to
contracts made and to be entirely performed in such State.


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                  11.  Severability.  In the event that any term or condition of
this Agreement shall for any reason be held by a court of competent jurisdiction
to be  invalid,  illegal  or  unenforceable  in any  respect,  such  invalidity,
illegality or  unenforceability  shall not effect any other term or condition of
this  Agreement,  and this  Agreement  shall be  construed  as if such  invalid,
illegal or unenforceable term or condition had never been contained herein.

                  12.  Entire  Agreement.  This  Agreement  contains  the entire
agreement  and  understanding  between the parties  with  respect to the subject
matter  hereof,  and  supersedes  all  previous  agreements,   arrangements  and
understandings  between the  parties.  Any  modification  or  amendment  to this
Agreement will be effective only if in writing and signed by the parties hereto.


                  IN WITNESS  WHEREOF,  this  Agreement  has been  executed  by
each of the parties as of the date and year first above written.


                                     Odyssey Pictures Corporation

                                     By: /s/ Stephen R. Greenwald
                                     ----------------------------
                                     Stephen R. Greenwald                       

                                     By: /s/ Johan Schotte
                                     ----------------------------
                                     Johann Schotte




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