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                                                                   EXHIBIT 10.66



[DIVERSITY ENTERTAINMENT LOGO]


                Diversity Entertainment Television/Atlanta L.L.C.
                         Third Party Licensing Agreement

AGREEMENT

         This agreement is made as of this 6th day of January 1998, by and
between Diversity Entertainment Television/Atlanta L.L.C. (DETV/ATL), a State of
Georgia Limited Liability Company whose principal place of business is in
Atlanta, Georgia and Georgia Public Television (hereinafter referred to as
GPTV), according to the terms and conditions set forth below.

I.       CONTENT/PROGRAM PROVIDER

         GPTV shall provide content/programming to DETV/ATL for broadcast on its
         Large Screen Video Display (LSVD) at Underground Atlanta as discussed
         and conceptually agreed to previously.

II.      DUTIES OF PARTIES

         A.       GPTV shall be responsible for the following services and
                  obligations with respect to providing content/programming to
                  DETV/ATL.

                  1.       Preparing and delivering to DETV/ATL pre-produced
                           content/programming set forth in exhibit A, attached
                           hereto and made a part hereof, including, but not
                           limited to, cue sheets of all music intended for use
                           with content/programming.

                  2.       Securing the services of and compensating the
                           technical and creative talent for the production and
                           delivery of said content/programming.

                  3.       Obtaining and hereby granting to DETV/ATL at no
                           additional cost to DETV/ATL, the music
                           synchronization rights and master recording rights
                           with respect to the content/programming and the
                           payment of all residuals, royalty fees, contributions
                           and other benefits required under applicable guild,
                           or other agreement arising in connection with the
                           production or exhibition of all clearances, releases,
                           and licenses necessary for the use of all musical
                           material supplied with GPTV content/programming.

         B.       DETV/ATL shall broadcast content/programming provided by GPTV
                  during the Term of this agreement provided, however, that
                  DETV/ATL shall not be obligated to broadcast any
                  content/programming which is not of "broadcast quality," as


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                  determined by DETV/ATL in its sole discretion pursuant to its
                  normal standard of broadcast quality.

                  1.       DETV/ATL shall make every reasonable effort to
                           broadcast all content/programming sourced from GPTV.

                  2.       DETV/ATL shall have the right to sell and retain all
                           advertising revenues generated from commercials
                           scheduled by DETV/ATL and exhibited by it with
                           content/programming provided by GPTV and aired on the
                           DETV/ATL screen.

III.     BROADCAST RIGHTS; ANCILLARY RIGHTS

         A.       GPTV hereby grants to DETV/ATL the non-exclusive right,
                  license and privilege to exhibit, distribute, and perform
                  those audio visual broadcasts of content/programming for one
                  (1) year (the "Term") on DETV/ATL, including lyrics, and
                  musical compositions contained within the content/programming
                  provided for promotional exhibition.

         B.       During the Term, GPTV will provide to DETV/ATL video segments.
                  These segments will range in length from three (3) minutes to
                  thirty (30) minutes. These segments are intended to be shown
                  with no further modifications or editing and are to be shown
                  properly utilizing the video's sound track. Each segment will
                  be edited by GPTV so as to provide the GPTV logo throughout
                  each segment. When appropriate, GPTV will provide raw video to
                  DETV/ATL to be edited for future segments. All segments
                  utilizing GPTV raw video must be approved by GPTV prior to
                  airing on DETV/ATL.

IV.      COMPENSATION

         A.       GPTV has offered and agreed to provide content/programming to
                  DETV/ATL free of charge.

         B.       In exchange for providing pre-produced and/or stock footage as
                  content/programming for a one (1) year license period,
                  DETV/ATL shall tag GPTV content/programming with CGI generated
                  static GPTV ID on the DETV/ATL screen.

         C.       It is understood that such on-screen promotional value shall
                  constitute full payment for all services and
                  content/programming which DETV/ATL shall render hereunder and
                  no additional payment shall be required for such services and
                  content/programming.


V.       EFFECTIVE DATE

         This Agreement shall be effective upon full execution of this
Agreement.



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VI.      INDEMNIFICATION

         A.       GPTV party shall indemnify, defend and hold harmless DETV/ATL,
                  its affiliates and subsidiaries (and their respective
                  directors, officers, employees, agents, successors, and
                  assigns) from and against any and all third party actions,
                  suits, proceedings, judgments, demands or claims, liabilities,
                  loss or expenses whatsoever (including reasonable attorneys'
                  fees) incurred in connection with or arising from such party's
                  negligence or willful misconduct, or the breach of an
                  agreement, representation or warranty of such party made
                  hereunder.

         B.       All agreements between GPTV and third parties, or DETV/ATL and
                  third parties, shall be the sole responsibility of the
                  contracting party and the other shall have no liability for
                  the same.

         C.       The indemnification described in this Section shall survive
                  the termination or expiration of this Agreement.

VII.     DELIVERY

         A.       If/when applicable, GPTV agrees to deliver live
                  content/programming to DETV/ATL via fiber optic, microwave or
                  satellite signal feed at DETV/ATL expense. DETV/ATL will
                  provide the electronic interface to process fed signal via
                  fiber optic, microwave or satellite transmission.

         B.       GPTV agrees to deliver the following to DETV/ATL with respect
                  to pre produced content/programming ( i ) one BETA SP
                  videotape master or umatic SP video master, whichever is
                  available, ( NTSC ) with one-minute color bars and tone: with
                  SMPTE drop frame time code; starting at 01:00:00; one
                  protection dub; ( ii ) music cues, commercial cues, and formal
                  sheets, if any directed to: Edward J. Anderson, II, V.P. of
                  Operations.

VIII.    RIGHTS OF PARTIES For purposes of this Section VIII, all references to
         DETV/ATL shall also include its parent and affiliate companies.

         A.       The content/programming and all elements thereof, shall be the
                  sole and exclusive property of GPTV and may only be used or
                  exploited by DETV/ATL in the manner set forth herein. Any
                  rights not specifically granted herein to DETV/ATL are
                  expressly reserved by GPTV.

         B.       Nothing herein shall be deemed to prohibit DETV/ATL from
                  developing, producing, distributing or exhibiting programs
                  similar in format or subject matter to the content/programming
                  provided by GPTV; however DETV/ATL agrees that it shall not
                  exhibit any such program that may be deemed a conflict of
                  interest to GPTV.



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         C.       GPTV hereby grants to DETV/ATL the right to publicize and
                  advertise the content/programming in any/all media, including,
                  but not limited to, the right to disseminate, reproduce, print
                  and publish the names biographies, voices and likeness of the
                  principal participants appearing in the content/programming in
                  connection with such publicity and advertising. GPTV shall
                  ensure that appropriate releases are obtained from all
                  participants appearing in the content/programming. GPTV shall
                  provide to DETV/ATL without additional cost, pertinent
                  promotional material available to GPTV regarding the
                  content/programming, and DETV/ATL shall have the right to
                  distribute such material for promotion of the Program.

IX.      PAYMENT FOR INCLUDED MATTER

                  GPTV represents and warrants that its employees or affiliates
                  shall not pay, accept payment on service or valuable
                  consideration from, or knowingly permit any of its agents or
                  subcontractors to accept or pay, any money service or other
                  valuable consideration for the inclusion of matter plug,
                  reference, or product identification in the broadcast of the
                  content/programming without first disclosing such information
                  to DETV/ATL and obtaining the prior approval of DETV/ATL's
                  Legal Counsel.

X.       REPRESENTATIONS  AND WARRANTIES

         A.       Each party represents and warrants to the other:

                  1.       that it has full legal right, power and authority to
                           enter into and perform its obligations hereunder; and

                  2.       that it has not entered into, nor will it enter into,
                           any contract or other agreement which would conflict
                           with, prohibit or interfere with the full performance
                           of its obligations hereunder or with the full
                           enjoyment by the other party of the rights granted
                           herein.

                  3.       that it shall use its best efforts to ensure that
                           content/programming is completed and ready for airing
                           at the scheduled dates and times.

         B. GPTV further represents and warrants to DETV/ATL that:

                  ( i )    it shall be solely responsible for obtaining all
                           releases from the talent, guests or other artists
                           participating in the content/programming prior to the
                           airing of said programming on DETV/ATL. The failure
                           by GPTV to obtain such releases shall constitute a
                           material breach of this Agreement.



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                  ( ii )   that it has or will obtain, at its own cost and
                           expense, the sole and exclusive distribution and
                           exhibition rights in and to the content/programming
                           and the character, concepts and ideas contained
                           therein, and that it has the full legal right, power
                           and authority to enter into and perform this
                           Agreement and to grant to DETV/ATL all the rights
                           granted herein including, without limitation, the
                           rights to exhibit and otherwise exploit the
                           content/programming as herein provided.

                  ( iii )  that the performing rights for the music contained in
                           the content/programming are (i) controlled by a
                           performing rights society having jurisdiction, (ii)
                           in the public domain, or (iii) controlled by GPTV to
                           the extent necessary so that no additional clearance
                           of or payment with respect to such rights is required
                           for use of the content/programming provided
                           hereunder.

                  ( iv )   that it shall have obtained and hereby grants to
                           DETV/ATL, at no additional cost to DETV/ATL, the
                           music synchronization rights and master recording
                           rights with respect to the content/programming as
                           provided herein.

                  ( v )    that the content/programming is original and does not
                           infringe the copyright or any other proprietary right
                           of any person, firm or other entity and neither the
                           content/programming, nor the production or any use
                           hereunder of the content/programming of any visual or
                           aural element thereof, will infringe on any trademark
                           or tradename of, violate any right of privacy or
                           right of publicity of, or constitute a libel or
                           slander against, any person, firm or other entity.

                  (vi)     that DETV/ATL will not be obligated to make payments
                           or to pay any other consideration to GPTV or to any
                           third party, except as expressly specified in this
                           Agreement in connection with the exercise of the
                           rights granted to DETV/ATL herein.

         C.       The representations and warranties of this Section X shall
                  survive the expiration or earlier termination of this
                  Agreement.

XI.      TERMINATION

         Either party shall have the right to terminate the Agreement without
further obligation to the other upon the occurrence of a material breach, which
continues for a period of thirty (30) days or longer, by the other party to
materially perform its obligations including the inability,


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failure, refusal or neglect of the other party hereunder. However, no
termination of this Agreement shall act to waive or otherwise limit either
party's rights under this Agreement.

XII.     GOVERNING LAW

         This Agreement shall be construed in accordance with and governed by
the laws of the State of Georgia.

XV.      ASSIGNMENT

         Neither party may assign its rights or obligations under this Agreement
without the prior written consent of the other party (unless such assignment is
to an affiliate or successor in interest).

XVI.     ENTIRE AGREEMENT

         This Agreement contains the entire understanding of the agreement
between the parties with respect to the subject matter hereof and shall
supersede all prior agreements, understandings, communications and proposals,
whether oral or written. This Agreement may not be modified or amended except in
a writing executed by DETV/ATL and GPTV which refers to this Agreement.

XVII.    BINDING NATURE

         This Agreement will not be binding on DETV/ATL unless and until the
Agreement has been signed by all parties and a fully executed Agreement has been
returned to DETV/ATL.

         IN WITNESS WHEREOF, the parties have executed this Agreement as of the
date indicated below.

By: /s/ Tyrone C. Johnson               By: /s/ Frank D. Sugg, Jr.
    --------------------------             ---------------------------
For DETV/ATL                            For GPTV

Date:  1-9-98                           Date:  1-7-98
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                                    Exhibit A
               DETV/ATL and GPTV Proposed Content Provider Summary


A.       GPTV will provide content/programming at no cost to DETV/ATL to air on
         the DETV/ATL screen at Underground Atlanta.

B.       DETV/ATL will provide promotional exposure at no additional cost to
         GPTV via CGI generated static ID tag during airing of GPTV
         content/programming.

C.       DETV/ATL Special Program Segment Opportunities These segment
         opportunities, including but no limited to Georgia Legacy, Georgia
         Outdoors, and Vanishing Georgia are segments that DETV/ATL would like
         to incorporate into its daily programming schedule. As discussed, it is
         these types of programming segments that DETV/ATL will merchandise to
         DETV/ATL anchor sponsors for open and/or close "brought to you by"
         graphics to any anchor sponsor so that GPTV has final approval on any
         DETV/ATL merchandised sponsorship of a GPTV program segment.