Exhibit
10.4

    


    POST PRODUCTION SERVICES
AGREEMENT

    


    This Post
Production Services Agreement (the “Agreement”) entered into this 27th day of
August 2010 between Empire Post Media, Inc. (the “Contractor”), and 33 Ocean Ave
Films (the “Customer”).

    


    WHEREAS, Customer is developing and
preparing for production a television series currently titled “Based on a True
Story”, consisting of thirteen (13) one hour episodes, for delivery to the cable
television market (the “Episodes”), and

    


    WHEREAS, Contractor is in the business
of providing post production work for television programs, and

    


    WHEREAS, the Customer and Contractor
desire to enter into an agreement whereby the Contractor will perform post
production services for the Customers’ Episodes.

    


    IT IS THEREFORE AGREED:

    


    
      	
               
      

            	
              1.

            	
              The
      Project.  The project consists of thirteen (13) one hour
      episodes for delivery to the cable television market.  The
      episodes will be a combination of live action and drama or dramatic
      re-enactment and will involve production elements that are shot both on
      location and on sound stages, including "green screen" effects shots,
      computer animation and visual effects.  Customer shall have
      total responsibility for creation and production of all production
      elements, including but not limited to those described above, and
      undertakes to deliver such elements to Contractor in a High Definition
      Digital format.  Customer intends to commence delivery of such
      elements no later than January 17,
2011.

            


    

    


    
      	
               
      

            	
              2.

            	
              Post Production
      Services.  Contractor agrees to perform post production
      services for the Episodes, including  editing, creation and
      rendering of effects, digital compositing, sound effects, sound mix, color
      correction and mastering and deliverable outputs of the finished episodes,
      all of which is described in more detail, along with Contractor's rates,
      in Exhibit A attached hereto and made a part hereof (the
      “Services”).  Music will be provided by Customer in a “ready to
      mix” format.  Any variances, including added work or overages,
      will be mutually agreed upon between the parties before such work is
      undertaken.

            


    

    


    
      	
               
      

            	
              3.

            	
              Consideration.  Contractor
      agrees to provide the Services and Customer agrees to pay for the Services
      at the rates set forth on Exhibit A attached hereto and made a part
      hereof, for a total consideration of
$1,690,000.

            


    

    


    
      	
               
      

            	
              4.

            	
              Further Terms and
      Conditions.  The parties hereto, agree that all Services
      and payment for Services shall be governed by the Contractor’s Standard
      Terms and Conditions set forth in Exhibit B attached hereto and made a
      part hereof.

            


    


    
      
         


      

      
         


        
          

        

      

      
         


      

    

    


    
      	
               
      

            	
              5.

            	
              Notices.  Any
      notice or other communications required or permitted under this Agreement
      shall be in writing and may be delivered , personally, by facsimile, or by
      prepaid registered mail addressed to the addresses set forth below, or to
      such other address as the addressee may have specified by notice under
      this provision.  Any such notice or other communication, if
      delivered or mailed, shall be deemed to have been given when received, and
      if by facsimile, shall be deemed to have been given when the appropriate
      transmission report acknowledging receipt is received by the
      sender.  All notices shall be sent to the parties as
      follows:

            


    

    


    
      
        
          
            	
                    If to Contractor:

                  	
                    If to Customer:

                  
	
                    Peter
      Dunn, President

                  	
                    Ellen
      Fontana

                  
	
                    Empire
      Post Media, Inc.

                  	
                    33
      Ocean Ave Films

                  
	
                    280
      South Beverly Drive, Ste. 205

                  	
                    3058
      Olive Avenue

                  
	
                    Beverly
      Hills, CA 90212

                  	
                    Altadena,
      CA 91001

                  
	
                    Fax
      No. (310) 472-5138

                  	
                    Fax
      No.
_______________

                  


          

        

      

    

    


    Courtesy copy
to:

    William
B. Barnett

    Law
Offices of William B. Barnett

    21550
Oxnard Street, Suite 200

    Woodland
Hills, CA 91367

    Fax No.
(818) 999-2269

    


    IN WITNESS WHEREOF,
the parties hereto have executed this Post Production Services Agreement as of
the date first set forth above.

    


    
      
        
          
            	
                    Contractor:

                  	 	
                    Customer:

                  
	 	 	 
	
                    EMPIRE
      POST MEDIA, INC.

                  	 	
                    33
      OCEAN AVE FILMS

                  
	 
      	 	 
      
	
                    By: 

                  	
                    /s/ Peter Dunn

                  	 	
                    By: 

                  	
                    /s/ Ellen Fontana

                  
	 
      	
                    Peter
      Dunn, President

                  	 	 
      	
                    Ellen
      Fontana