PRODUCTION
      SERVICES AGREEMENT 

    between

    West
      Coast Pictures LLC (“WCP”)

    and

    KINGS
      ROAD ENTERTAINMENT INC. (“KRE”)

    (collectively
      the “Parties”)

    


    Further
      to the SPA Addendum dated December 17, 2007 between the Parties, WCP agree,
      until further notice, to identify, develop and produce KRE film assets for
      the
      benefit of KRE as follows:

    


    Identify
      Projects: WCP will identify specific film projects suitable for production
      by
      KRE and present these projects to KRE for acceptance.

    


    Development
      & Production: Those projects accepted by KRE will be developed by WCP in a
      professional manner according to standards recognized in the film industry.
      KRE
      may require WCP to fulfill or assist in all typical development and producer
      tasks including but not limited to script development, budgeting, identifying
      key production personnel, casting and fund raising. This may include identifying
      other producers and partners required for completion of a project.

    


    Reporting
      & Approvals: WCP will supply regular reporting and updates to those
      identified projects and consult with KRE in advance of any investment or
      expenditure to a third party. KRE will have the final right of approval of
      any
      expenditure of time or money in a project. KRE also reserve the right to
      terminate a project at any time.

    


    Terms:
      WCP will bill hours expended on projects at a rate of $150 per hour. Payments
      to
      third parties will be billed at cost. Reasonable travel expenses will be
      refunded. The invoice will show the number of hours, amounts, travel and third
      party expenditure for each project. WCP will make every effort that all costs
      incurred will become part of the budget for the film and be refundable to KRE
      as
      part of the development or within the producer compensation for the
      film.

    


    WCP
      makes
      no guarantee that any of the projects will ultimately be produced and the
      parties agree that no such authorized and billed expenditure is refundable
      to
      KRE if the project does not get produced.

    


    The
      parties agree that WCP will be entitled to a mutually acceptable producer and/or
      production credit for the projects but that any and all title and interest
      in
      the work performed by WCP will be transferred to KRE for no additional
      compensation.

    


    For
      the
      transfer of existing projects to KRE that WCP has been working on, the
      systematic of this agreement shall apply. 

    


    The
      parties agree that any conditions in this agreement that are invalid or
      impractical will not affect the validity of the agreement as a whole and that
      they will be replaced by conditions that most closely represent the spirit
      of
      this cooperation and the original intent of the replaced condition. The
      same
      will apply to omissions.

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        

          PRODUCTION
            SERVICES AGREEMENT - WCP / KRE

        

      

    

     

     

     

    This
      agreement will be governed by the laws of California and the place of
      jurisdiction will be Los Angeles.

    


    
 

    
      	
              Pacific
                Palisades

            	 	
              Beverly
                Hills

            
	
              West
                Coast Pictures LLC

            	 	
              Kings
                Road Entertainment Inc

            
	
              By:
                /s/ Sven Ebeling

            	 	
              /s/
                Philip Holmes

            
	
              

              Name:
                Sven Ebeling

            	 	
              
Name:
              Philip Holmes


    

    
      	
              Title:
                Principal

            	 	
              Title:
                CEO