STOCK PLEDGE AGREEMENT

     This STOCK PLEDGE AGREEMENT (the "Agreement"),  dated as of this 9th day of
February,  by and between ALLAN WOLFE of Bedford, New Hampshire  ("Pledgee") and
PALM DESERT ART PUBLISHERS, LTD., a California corporation ("Pledgor"),

                                WITNESSETH THAT:

     WHEREAS,  the Pledgor is the  controlling  shareholder  of Palm Desert Art,
Inc. (f/k/a Database Technologies, Inc.) ("DBI")

     WHEREAS,  DBI is  indebted  to Pledgee  and  desires  Pledgee to accept its
promissory note (the "Note");

     WHEREAS,  to induce  Pledgee to accept the Note,  Pledgor has  executed and
delivered  to the Pledgee its  guaranty  of the Note ("the  "Guaranty")  and has
agreed to pledge to Pledgee all shares of the  capital  stock of DBI that it now
owns or may hereafter  acquire and all securities  convertible into such capital
stock (the "Shares") as security for the Guaranty, subject, nevertheless, to the
terms and conditions hereof.

     NOW,  THEREFORE,  the parties hereto,  in consideration of the premises set
forth herein and each  intending  to be legally  bound  hereby,  do covenant and
agree as follows:

     1. Pledged Stock. The term "Pledged Stock" shall mean the Shares,  together
with all  certificates,  options,  rights  or other  distributions  issued as an
addition to, in  substitution  or in exchange  for, or on account of any of such
Shares,  and all proceeds of all of the  foregoing,  now or  hereafter  owned or
acquired by the Pledgor.

     2.  Delivery.  Upon the  execution and delivery  hereof,  the Pledgor shall
deliver to the Pledgee all certificates for the Pledged Stock, endorsed in blank
and with undated stock powers duly executed in blank attached.

     3. Security Interest.

          (a) As  security  for the full and  timely  performance  of all of its
     obligations  (the  "Obligations")  under the Guaranty,  the Pledgor  hereby
     grants to the  Pledgee a lien upon and a security  interest  in the Pledged
     Stock. In addition to the rights granted hereby, the Pledgee shall have all
     the rights and  remedies of a secured  party  under the Uniform  Commercial
     Code.

          (b) At any time the Pledgee,  at its option,  may have any part or all
     of the Pledged Stock registered in its name or that of its nominee, and the
     Pledgor hereby covenants that, upon the Pledgee's request, the Pledgor will
     cause the issuer,  transfer  agent or  registrar  of the  Pledged  Stock to
     effect


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     such registration.

               (i) If that shall be done prior to the  occurrence of an event of
          default  under the Note (an "Event of  Default"),  the  Pledgor  shall
          nevertheless  retain all voting  rights  with  respect to the  Pledged
          Stock, and, for that purpose, the Pledgee shall execute and deliver to
          the Pledgor a conditional revocable proxy or proxies, substantially in
          the form of  Exhibit I hereto,  with  respect  to all of the shares of
          Pledged  Stock  (which  proxies  shall expire  automatically  upon the
          occurrence  of an  Event of  Default).  Unless  and  until an Event of
          Default has occurred,  Pledgee shall not cause the Pledged Stock to be
          registered in its name without first giving 48 hours'  written  notice
          to Pledgee.

               (ii) Immediately and without further notice,  upon the occurrence
          of an Event of Default and so long as the same shall continue, whether
          or not the Pledged Stock shall have been registered in the name of the
          Pledgee or its  nominee,  the  Pledgee or its  nominee  shall have the
          right to exercise all voting  rights as to all shares and with respect
          to all of the  Pledged  Stock,  all  other  corporate  rights  and all
          conversion,  exchange,  subscription  or other  rights,  privileges or
          options  pertaining  thereto as if it were the absolute  owner thereof
          including, without limitation, the right to exchange any or all of the
          Pledged   Stock  upon  the  merger,   consolidation,   reorganization,
          recapitalization  or other readjustment of the issuer thereof, or upon
          the  exercise  by  such  issuer  of any  right,  privilege  or  option
          pertaining to any of the Pledged Stock, and, in connection  therewith,
          to deliver  any of the  Pledged  Stock to any  committee,  depository,
          transfer agent,  registrar or other designated  agency upon such terms
          and conditions as it may determine,  all without  liability  except to
          account  for  property  actually  received  by it; but (1) the Pledgee
          shall have no duty to exercise any of the aforesaid rights, privileges
          or options  and shall not be  responsible  for any failure to do so or
          delay in so doing;  and (2) Pledgee  may by written  notice to Pledgor
          relinquish,  either  partially or completely  in  accordance  with any
          terms or conditions  Pledgee may set forth in such notice,  any or all
          voting rights Pledgee may acquire pursuant to this Section 3(b)(ii).

          (c) Unless an Event of Default  shall have  occurred and be continuing
     and  notwithstanding  the security  interest  created in the Pledged  Stock
     hereunder,  the  Pledgor  shall be  entitled to receive for its own use all
     dividends  declared and paid on the Pledged Stock,  and, if the Pledgee has
     elected to cause the Pledged Stock to be registered in its name or the

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     name of its nominee,  it shall receive all dividends  paid upon the Pledged
     Stock  as the  trustee  of the  Pledgor  and  promptly  pay  over  all such
     dividends to the Pledgor in the form in which they were received.  Upon the
     occurrence  of an Event of  Default,  the Pledgee may require any such cash
     dividends to be delivered to the Pledgee as additional  security  hereunder
     or applied toward the satisfaction of the Obligations.

          (d) Upon the  occurrence  of an Event of  Default,  the  Pledgee  may,
     without  demand of  performance  or other demand,  advertisement  or notice
     (except  the  notice  specified  below of the time and  place of  public or
     private  sale) of any kind to or upon the Pledgor or any other  person (all
     of which are, to the extent  permitted by law,  hereby  expressly  waived),
     forthwith  realize  upon the  Pledged  Stock or any part  thereof,  and may
     forthwith sell or otherwise dispose of and deliver the Pledged Stock or any
     part thereof or interest therein, or agree to do so, in one or more parcels
     at public or private sale or sales,  at any exchange,  broker's board or at
     any of the Pledgee's offices or elsewhere, at such prices and on such terms
     (including,  without limitation, a requirement that any purchaser of all or
     any part of the Pledged Stock purchase the shares  constituting the Pledged
     Stock for investment and without any intention to make distribution thereof
     as it may deem best, for cash or on credit,  or for future delivery without
     assumption  of any  credit  risk,  with  the  right to the  Pledgee  or any
     purchaser  to  purchase  upon  any such  sale the  whole or any part of the
     Pledged  Stock free of any right or equity of  redemption  in the  Pledgor,
     which right or equity is hereby expressly waived and released.

          (e) The proceeds of any such  disposition  other action by the Pledgee
     shall be applied as follows:

               (i)  First,  to the costs and  expenses  incurred  in  connection
          therewith or incidental  thereto or to the care or  safekeeping of any
          of the  Pledged  Stock or in any way  relating  to the  rights  of the
          Pledgee  hereunder,  including  reasonable  attorneys'  fees and legal
          expenses;

               (ii) Second, to the satisfaction of the Obligations;

               (iii) Third, to the Pledgor to the extent of any surplus.

          (f) Except as may otherwise be expressly  required by applicable  law,
     the Pledgee  need not give more than five (5) days'  notice of the time and
     place of any public sale or of the time after which a private sale may take
     place, which notice the Pledgor hereby deems reasonable; provided, however,


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     that the Pledgee at any time,  without any notice to the Pledgor,  may sell
     any shares of Pledged  Stock for which a market  exists at the market price
     for such shares.

     4.  Representations  and Warranties of the Pledgor.  The Pledgor represents
and warrants that:

          (a) It has all  requisite  power  and  authority  to enter  into  this
     Agreement,  to pledge the Pledged Stock,  and to carry out the transactions
     contemplated hereby.

          (b) It is the legal and beneficial owner of all of the Pledged Stock.

          (c) All of the  shares of  Pledged  Stock  have been duly and  validly
     issued, are fully-paid and nonassessable, and are owned by the Pledgor free
     of any  pledge,  mortgage,  hypothecation,  lien,  charge,  encumbrance  or
     security  interest therein or in the proceeds  thereof,  except such as are
     granted hereunder.

          (d) There are no restrictions  upon the transfer of the Pledged Stock;
     the  Pledgor  has the  right to  transfer  the  Pledged  Stock  free of any
     encumbrances, without obtaining the consents of other stockholders or third
     parties.

          (e) The execution and delivery of this  Agreement and the  performance
     of its terms  will not  result in any  violation  of any  provision  of the
     Pledgor's  charter or bylaws,  or violate or constitute a default under the
     terms of any agreement,  indenture or other instrument,  license, judgment,
     decree,  order,  law,  statute,  ordinance  or other  governmental  rule or
     regulation applicable to the Pledgor or any of its property.

          (f) Upon  delivery of the Pledged Stock to the Pledgee or its nominee,
     this Agreement shall create a valid first lien upon and perfected  security
     interest  in, the Pledged  Stock and the  proceeds  thereof,  subject to no
     prior security interest, lien, charge,  encumbrance or agreement purporting
     to grant to any third party a security  interest in the  property or assets
     of the Pledgor which would include the Pledged Stock.

     5. Covenants of Pledgor. Pledgor covenants as follows:

          (a) The Pledgor  hereby  covenants  that until all of the  Obligations
     have been satisfied in full it will not sell,  convey or otherwise  dispose
     of any of the Pledged  Stock or any  interest  therein or create,  incur or
     permit to exist any pledge,  mortgage,  lien, charge,  encumbrance or other
     security  interest in any of the  Pledged  Stock or the  proceeds  thereof,
     other than that created hereby.


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<PAGE>



          (b) The Pledgor  hereby  covenants  that until all of the  Obligations
     have  been  satisfied  in full it will not  consent  to or  approve  of the
     issuance  of any  additional  shares of any class of  capital  stock of any
     issuer  of  the  Pledged  Stock,  or any  securities  convertible  into  or
     exchangeable for any such shares, or any warrants, options, rights or other
     commitments  entitling any person to purchase or otherwise acquire any such
     shares.

          (c) If,  during  the  term  of this  Agreement,  any  stock  dividend,
     reclassification,  adjustment  or other changes are made or declared in the
     capital  structure of DBI, all new,  substituted  and additional  shares or
     other  securities  issued by reason of any such change shall be held by the
     Pledgor under the terms of this  Agreement and delivered to the Pledgee and
     become  subject  to this  Agreement  in the same  manner  as the  shares of
     Pledged Stock originally pledged hereunder.

          (d) If, during the term of this  Agreement,  subscription  warrants or
     other  rights or  options  shall be issued in  respect of shares of Pledged
     Stock,  such warrants,  rights and options shall immediately be assigned by
     the Pledgor to the Pledgee and (if  exercised by the Pledgor) all new stock
     or other  securities  issued pursuant thereto shall likewise be immediately
     assigned to the Pledgee to be held under the terms of this Agreement in the
     same manner as the shares of Pledged Stock originally pledged hereunder.

          (e) The Pledgor, at its own expense, shall defend the Pledgee's right,
     title and  interest in and to the Pledged  Stock  against the claims of all
     third persons.

     6. Pledgee's Rights Remedies and Duties.

          (a) The rights  granted to the Pledgee  hereunder  are the rights of a
     secured party. Accordingly,  except as otherwise expressly provided herein,
     Pledgee  shall  have no right to  exercise  any right of  ownership  of the
     Shares or sell,  pledge,  encumber,  assign or transfer the Shares,  except
     upon the lawful exercise of its rights as a secured party.

          (b) Beyond the exercise of reasonable  care to assure the safe custody
     of the Pledged Stock while held  hereunder,  the Pledgee shall have no duty
     or liability to preserve rights pertaining thereto and shall be relieved of
     all  responsibility  for the  Pledged  Stock  upon  surrendering  it to the
     Pledgor.

          (c) No course of dealing between the Pledgor and the Pledgee,  nor any
     failure to  exercise,  nor any delay in  exercising,  any  right,  power or
     privilege of the Pledgee hereunder or under the Guaranty shall operate as a
     waiver thereof, nor shall any single or partial exercise of any

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<PAGE>



     right,  power or privilege  hereunder or  thereunder  preclude any other or
     further  exercise  thereof or the  exercise  of any other  right,  power or
     privilege.

          (d) The rights and remedies provided herein and in the Guaranty and in
     all other agreements, instruments and documents delivered pursuant to or in
     connection with the Guaranty are cumulative and are in addition to, and not
     exclusive  of, any  rights or  remedies  provided  by law,  including,  but
     without  limitation,  the rights and remedies of a secured  party under the
     Uniform Commercial Code.

     7. Termination of Security  Interest.  Upon payment and performance in full
of the Obligations,  this Agreement and the security  interest created hereunder
shall terminate and be without  further force and effect,  whereupon the Pledgee
shall  re-deliver  the shares of Pledged Stock (or such of them as have not been
sold or otherwise  disposed of hereunder) to the Pledgor,  endorsed in blank and
with blank stock powers  attached,  together with a written  cancellation of any
proxies then outstanding.

     8.  Further  Assurances.  The Pledgor  shall at any time,  and from time to
time,  execute and deliver upon the written  request of the Pledgee such further
documents  and do such  further  acts and things as the Pledgee  may  reasonably
request to effect the purposes of this Agreement, including, without limitation,
delivering to the Pledgee upon the occurrence of an Event of Default irrevocable
proxies with respect to the Pledged Stock in form  satisfactory  to the Pledgee.
Until receipt  thereof,  this Agreement shall  constitute the Pledgor's proxy to
the Pledgee or its nominee to vote all shares of Pledged  Stock then  registered
in the Pledgor's name at any and all such times as Pledgee has the right to vote
such  shares  pursuant  to the terms of this  Agreement.  The power of  attorney
granted hereby is coupled with an interest and is irrevocable.

     9. Notices.

          (a) The  Pledgor  will  promptly  deliver to the  Pledgee  all written
     notices  and will  promptly  give the Pledgee  written  notice of any other
     notices  received by it with respect to Pledged Stock, and the Pledgee will
     promptly give like notice to the Pledgor of any such notices received by it
     or its nominee.

          (b) All notices,  statements,  requests  and demands  given to or made
     upon  either  party  hereto  in  accordance  with  the  provisions  of this
     Agreement  shall be deemed to have been given or made when deposited in the
     mail, postage prepaid, addressed, if to the Pledgee, to:


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<PAGE>



               Allan Wolfe
               20 Commerce Park North
               Bedford, New Hampshire 03110

     with a copy to:

               Edward L. Hahn, Esq.
               McLane, Graf, Raulerson & Middleton, P.A.
               900 Elm Street
               P.O. Box 326
               Manchester, New Hampshire 03105-0326

     and if to the Pledgor, to:

               Palm Desert Art Publishers, Ltd.
               39-725 Garand Lane, Suite J
               Palm Desert, California 92211

     with a copy to:

               Daniel W. Dowe, Esq.
               Dowe & Dowe
               67 Wall Street, Suite 2411
               P.O. Box 326
               New York, New York 10005

     or in accordance with any unrevoked  written direction from either party to
     the other party hereto.

     10. Modification.  This Agreement contains the entire agreement between the
parties hereto with respect to the  transactions  contemplated  herein and shall
not be modified or amended  except by an instrument  in writing  signed by or on
behalf of the parties hereto.

     11. Choice of Law. This  Agreement  shall be deemed to be a contract  under
the laws of the State of  Delaware  for all  purposes  shall be  governed by and
construed and enforced in accordance with the laws of said State.  Any action or
other  judicial  proceeding  for the  enforcement of this contract or any of its
provisions may be instituted in any court of competent jurisdiction.

     12. Successors and Assigns.  This Agreement shall be binding upon and shall
inure to the  benefit  of the  Pledgor  and the  Pledgee  and  their  respective
successors and assigns.

     13.  Severability.  The  provisions  of this  Agreement  are intended to be
severable.  If any  provision  of  this  Agreement  shall  be  held  invalid  or
unenforceable  in whole or in part,  such provision  shall be ineffective to the
extent of such invalidity or  unenforceability  without in any manner  affecting
the validity or enforceability of the remaining provisions hereof.

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     14.   Prior   Understandings.   This   Agreement   supersedes   all   prior
understandings and agreements, whether written or oral, among the parties hereto
relating to the transactions provided for herein.

     WITNESS  the  due  execution  hereof  as of the day and  year  first  above
written.

                                        ALLAN WOLFE






                                        PALM DESERT ART PUBLISHERS, LTD.


                                        By: ss/Hugh G. Pike
                                            -----------------------------------
                                            Name:
                                            Title:



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<PAGE>


                                                                       EXHIBIT I


                           CONDITIONAL REVOCABLE PROXY


     ALLAN WOLFE does hereby  constitute and appoint PALM DESERT ART PUBLISHERS,
LTD. with full power of substitution and resubstitution,  as its true and lawful
attorney-in-fact and proxy to vote all the shares of Database Technologies, Inc.
which  it has  the  power  to vote  at any  annual  or  special  meeting  of the
shareholders of said coproration and at any adjournment thereof to be held while
this proxy shall remain outstanding.

     This  proxy is  issued  pursuant  to the terms of a  certain  Stock  Pledge
Agreement  by and  between  the  parties  hereto and is subject to the terms and
conditions  thereof.  This proxy is coupled with an interest on the part of Palm
Desert  Art  Publishers,  Ltd.  in the shares of said  corporation  and shall be
irrevocable so long as it shall remain outstanding;  provided,  however, that it
shall be revoked without any action on the part of any party hereto in the event
that an Event of Default (as defined in the Stock Pledge  Agreement) shall occur
and be continuing.

     WITNESS the due execution hereof as of this ___ day of _______, 1998.



                                        ALLAN WOLFE


                                        ss/Allan S. Wolfe
                                        ---------------------------------------