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                                                                    EXHIBIT 4.13


August 8, 2001

Victor Romero
20435 Via Habana
Yorba Linda, CA 92887

Dear Victor:

We would like to offer you the position of President and Chief Operating Officer
at Reality Networks.  We are excited about you joining the team, currently under
the  sponsorship  of Ricardo  Ramirez and Brent Haines CEO. We look forward to a
bright and prosperous  future together and know that you will find this position
to be rewarding and challenging.

Job  Description  and  Duties:  Your job  description  will be worked on jointly
within the first 30 days.

Personal Traits: Good communication skills combined positive attitude,  and high
energy. Honesty and integrity must be a high priority.

Terms of Employment:

<TABLE>
<S>                                        <C>
     Job Title:                           President/Chief Operating Officer
     Sponsor:                             Ricardo I. Ramirez, Brent Haines CEO
     Start Date:                          August 20, 2001
     Term of Employment:                  "At will" by both parties
     Salary:                              $96,000.00, for the first year
                                          Future years to be  negotiated at that time.

      Bonus:                              First year $29,000 annually, paid annually, year anniversary
                                          Bonus  plan and  milestones  to be worked  out  within the first 90 days.
                                          The bonus criteria will be set by the senior team.

     ISO:                                 5% equity stake in Reality  Networks.  Total  options to be calculated on
                                          the  basis  of  a  pre-reverse  merger  with  public  company.   Options,
                                          vesting  over 36 months.  As an  incentive  25% of options will vest upon
                                          the first  120 days of  continuous  employment.  This is  subject  to the
                                          approval of the Board of Directors.

     Miscellaneous:                       Reasonable  reimbursements  for housing,  paid by the corporation,  to be
                                          worked  out as soon as  possible.  We will  pay for  weekly  trips to and
                                          from LA area  Airports  up to a cap of  $500.00  per month  plus  regular
                                          business expenses., ie. (parking, meals, cellular)


     Performance Review:                  After 90 days, then yearly on anniversary date
     Salary Review:                       On anniversary date, after performance review
     Benefits:
           Health Plan:                   None available/
           Vacation Plan:                 Two weeks
           Sick leave:                    See Employee Manual
           Holidays:                      9 Paid Holidays - see Employee Manual
</TABLE>


Attached please Reality Networks Employee Manual. This manual will address areas
of sick time,  holidays,  vacation  time,  Company  policies and a wide range of
other issues that you will  questions  about.  You will also be expected to sign
Reality Network's standard employment agreement, upon acceptance of this offer.



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We look forward to your  experience,  professionalism  and hope that together we
will make Reality Networks into a truly successful, market leading company.

Please sign and return this offer letter as your acceptance of the terms.

WELCOME ABOARD!


Agreed and Accepted:


/s/ Victor Romero






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