EXHIBIT 10.1

                       Employee/Consultant Stock Plan 2001
                       -----------------------------------

THIS PLAN  ("Plan")  is made  effective  as of  October  2,  2001,  by  Parallax
Entertainment,  Inc. ("Company"),  for various natural persons who are employees
and  consultants as designated by the Board  ("Consultants"  and "Employees" are
each a "Consultant" for definitional purposes).


                                R E C I T A L S:
                                ----------------

     The  Company  wishes to grant,  and the  Consultants  wish to  receive,  as
compensation  for  consultation  services to the  Company,  a total of 1,450,000
Shares of the common stock of the Company ("Common Stock"),  all pursuant to the
provisions set forth herein;

     NOW,  THEREFORE,  in  consideration  of the  sum of Ten  ($10.00)  Dollars,
premises,  mutual promises,  covenants,  terms and conditions  herein, and other
good and  valuable  considerations,  the  receipt and  sufficiency  of which are
hereby acknowledged by the parties, the parties agree as follows:

     1.   Grant of Shares.  The Company hereby grants to the Consultants  shares
of Common Stock (the  "Shares") in the Company.  The Shares may be issued to the
Consultants directly or upon exercise of options, which options shall have terms
set by Management.  No shares may be granted to any consultant in respect of any
capital raising or stock promotion efforts.

     2.   Services. Consultants have been engaged by the Company and the Company
has  received  business  consultation  services  and/or  promises of  additional
services.  Services  may be  detailed  in  additional  documentation,  including
confirmatory letters and agreements,  as provided to one or more officers of the
Company, or may be provided in person, by phone, fax and/or email.

     3.   Compensation.  The  Consultants  are  not  entitled  to  receive  cash
compensation, unless and until any agreement to the contrary is reached with any
particular  Consultant.  Consultants' sole compensation is the Shares identified
herein,  unless the parties  agree  otherwise.  The parties agree the Shares are
valued at $.01 each.  Further,  certain  Consultants  may be supplied the Shares
under Options as determined by Management.

     4.   Registration  or Exemption.  Notwithstanding  anything to the contrary
contained herein,  the Shares may not be issued unless the Shares are registered
pursuant to the Securities Act of 1933, as amended ("Act").

     5.   Delivery of Shares.  The Company shall  deliver,  subject to the terms
and  conditions  of this Plan, to each  Consultant,  as soon as  practicable,  a
Certificate  representing the Shares.  Each Consultant agrees to be bound by the
terms and conditions under the Plan by accepting delivery of the Shares, and any
other terms individually agreed to in writing by the parties.

     6.   Company's  Rights.  The existence of the Shares and/or this Plan shall
not affect in any way the rights of the Company to conduct its business.

     7.   Disclosure. Each Consultant agrees to having read and fully considered
the  disclosures  under Exhibit "A" attached hereto and  incorporated  herein by
reference.


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     8.   Amendments. This Plan may not be amended unless by the written consent
of Board.

     9.   Governing Law. This Plan shall be governed by the laws of the State of
Texas,  and the sole venue for any action  arising  hereunder  or in  connection
herewith shall be a court of competent jurisdiction in Dallas, Texas.

     10.  Binding Effect. This Plan shall be binding upon and for the benefit of
the parties hereto and their respective  heirs,  permitted  successors,  assigns
and/or delegates.

     12.  Captions.  The  captions  herein  are for  convenience  and  shall not
control the interpretation of this Plan.

     11.  Cooperation.  The parties agree to execute such  reasonable  necessary
documents  upon  advice of legal  counsel  in order to carry out the  intent and
purpose of this Plan as set forth hereinabove.

     12.  Gender and Number.  Unless the context otherwise requires,  references
in this Plan in any gender  shall be  construed  to include  all other  genders,
references  in the  singular  shall be  construed  to include  the  plural,  and
references in the plural shall be construed to include the singular.

     13.  Severability.  In the event anyone or more of the  provisions  of this
Plan shall be deemed  unenforceable  by any court of competent  jurisdiction for
any reason  whatsoever,  this Plan shall be construed  as if such  unenforceable
provision had never been contained herein.

By order of the Board of Directors


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                            EXHIBIT "A" to Stock Plan
                            -------------------------

Item 1 - Plan Information
-------------------------

     (a)  General Plan Information

          1. The title of the Plan is: ("Plan")  Employee/Consultant  Stock Plan
     2001 and the name of the  registrant  whose  securities  are to be  offered
     pursuant to the Plan is Parallax Entertainment, Inc. ("Company").
          2. The general  nature and  purpose of the Plan is to grant  Employees
     and/or  Consultants a total of 1,450,000  shares of the Common Stock of the
     Company as compensation for employee and/or  consultation  services for the
     Company.
          3. To the best of Company's knowledge,  the Plan is not subject to any
     of the provisions of the Employee  Retirement  Income Security Act of 1974,
     as amended or replaced by any subsequent law.
          4. (a) The  Company  shall act as Plan  Administrator.  The  Company's
     address and  telephone  number is:  Gust  Kepler,  C.E.O.,  14110 N. Dallas
     Parkway, Suite 130, Dallas, TX 75248. Phone: 972-726-9203.  The Company, as
     administrator  of the  Plan,  will  merely  issue to the  Employees  and/or
     Consultant shares of Common Stock pursuant to the terms of the Plan.

     (b)  Securities to be Offered. Pursuant to the terms of the Plan, 1,450,000
     shares of the  Company's  Common Stock will be offered  either  directly or
     through stock options.


     (b)  Employees Who May  Participate  in the Plan.  Natural  persons who are
     Employees and Consultants are the sole participants in this Plan. Employees
     and  Consultants  are  eligible  to receive  the  securities  provided  the
     securities have been registered or are exempt from  registration  under the
     Securities Act of 1933, as amended (the "Act").

     (d)  Purchase of Securities  Pursuant to the Plan.  The Company shall issue
     and deliver the underlying  securities to Employees and Consultants as soon
     as practicable.  This may include upon exercise of options,  in the case of
     Consultants who receive shares under options.

     (e)  Resale Restrictions. Consultants or Employees may assign, sell, convey
     or otherwise transfer the securities received,  subject to the requirements
     of the  Act.

     (f)  Tax Effects of Plan  Participation.  The Plan is not  qualified  under
     Sec.  401 of the Internal  Revenue Code of 1986,  as amended or replaced by
     any subsequent law.

     (g)  Investment of Funds. n/a

     (h)  Withdrawal  from the  Plan;  Assignment  of  Interest.  Withdrawal  or
     termination  as to the Plan may occur upon  determination  of the  Company.
     Employees  and  Consultants   have  the  right  to  assign  or  hypothecate
     Consultant's interest in the Plan, subject to Plan provisions.

     (i)  Forfeitures  and  Penalties.  n/a

     (j)  Charges  and  Deductions  and  Liens  Therefore.  n/a


Item  2 Registrant  Information  and  Employee  Plan  Annual  Information.
--------------------------------------------------------------------------
Registrant, upon oral or written request by Consultants,  shall provide, without
charge, the documents  incorporated by reference in Part II, Item 3 of Company's
Form  S-8  Registration  Statement  for the  securities  as  well  as any  other
documents  required to be delivered  pursuant to SEC Rule 428(b) (17 CFR Section
230.428(b)).  All  requests  are to be  directed  to the  Company at the address
provided above.


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