EXHIBIT 10.12

                              NHL ENTERPRISES, L.P.
                   I 251 AVENUE OF THE AMERICAS, 47TH FLOOR
                            NEW YORK, NEW YORK 10020
                               TEL: (212) 789-2000
                               FAX: (212) 789~2020


                            RETAIL LICENSE AGREEMENT
                            ------------------------

                                                      No.:  63954

                                                      Date: August 26, 2005
LICENSEE:   Collectible Concepts Group, Inc.

                                                      Tel:    215-491-1075
ADDRESS:    1600 Lower State Road
            Doylestown, PA 18901                      Fax:    215-491-1079
            USA

                                                      Attn: Paul S. Lipschutz


            NHL  ENTERPRISES,  L.P.  ("NHLE")  has  the  right  to  license  for
commercial  purposes the use of certain properties of the National Hockey League
("NHL")  and of  the  teams  comprising  said  League  ("MEMBER  TEAMS")  in the
Territory  specifically --- the names nicknames  slogans symbols,  logos emblems
insignia colors uniform designs and other indicia of each of the Member Teams of
the National  Hockey League the city or regional  identification  of each of the
National  Hockey  League  Member Teams in  conjunction  with their colors and an
appropriate  professional  ice hockey  reference and the name initials  insignia
colors and other indicia of the National Hockey League  including the Conference
and Division names and/or logos  (the"NHL  MARKS" ) and that except as stated in
paragraph  3(a)  hereinafter  no other  entity has the right to license said NHL
Marks in the Territory for such purposes.

            LICENSEE,  whose full name and address are set forth above,  desires
to obtain the right from NHLE to utilize  the NHL Marks in  connection  with the
manufacture  distribution  sale and  advertising of certain  products  specified
hereinafter  (the  "PRODUCTS") in accordance  with the conditions and provisions
set forth in this License Agreement.

            Therefore,   in  consideration   of  the  promises,   covenants  and
undertakings  contained in this License Agreement,  the parties hereto agree, as
follows:

       1. GRANT OF LICENSE.
          -----------------

            For purposes of this License Agreement, the definitions set forth in
paragraph  numbered 2 below shall be applicable and controlling  Subject to such
definitions  NHLE hereby grants to L1CENSEE the  NON-EXCLUSIVE  right to use the
NHL  Marks on the  Products  throughout  the  TERRITORY  during  the TERM or any
RENEWAL  TERM(S)  in  accordance  with  all of  the  provisions  conditions  and
undertakings specified hereinafter in this License Agreement
<PAGE>

            (a) PRODUCT(S). The Products are as follows

                   (i)    Fanbana-retractable     banner/foldsign    (hand-held,
                   self-rolling  billboard);  (ii)  megaphone  cap  (collapsible
                   megaphone  which  can be worn as a hat,  hung on the  wall or
                   used as a cone cover for  tailgating  parties);  (iii)  satin
                   wall  scroll/growth  chart; (vi) window and door scroll;  and
                   (v) raised letter wrist band.

                  (Each  individual  item must be reviewed and approved
                  in  writing by NHLE prior to manufacturing.)

            (b)    TERRITORY.  The Territory is the United States, including its
                   territories  and  possessions and its Armed Forces or similar
                   Exchange Services.

            (c)    TERM.  The Term hereof shall be for the period  commencing on
                   7/1/05 and terminating on 6130/07.

            (d)    LICENSEE  PAYMENTS.  In  consideration  for the rights herein
                   granted to LICENSEE LICENSEE shall pay to NHLE the following:

              (i) ROYALTY  RATE:  LICENSEE will pay NHLE at such times and under
                  the circumstances specified hereinafter,  a ROYALTY PAYMENT in
                  amount  equal to the Royalty  Rate of ten percent  (10%) or at
                  NHLE's prevailing rate, whichever is greater, times NET SALES;


                   All premium and  incentive  sales must be approved by NHLE at
                   its sole discretion on a case-by-case basis; and

             (ii)  ADVANCE AND  GUARANTEED  MINIMUM  PAYMENTS:  The Advances and
                   Guaranteed  Minimum  Payments  in U S dollars to be  credited
                   against Royalty Payments due NHLE are as follows:

                   Annual  Guaranteed  Minimum  Payments  to be  paid to NHLE as
                   follows:

                                    AMOUNT           DUE DATE
                                    ------           --------

                   For the. License Year beginning 07101/05 to 06/30/06:
                   -----------------------------------------------------
                              $15,000.00 US      due upon the execution hereof
                               $ 5,000.00 US     due on or before 02/01/06
                               $ 5,000.00 US     due on or before 05/01/06

                   For the License Year beginning 07/01/06 to 06/30107:
                   ----------------------------------------------------
                              $15,000.00 US      due on or before 02/01/07
                              $10,000.00 US      due on or before 05/01/07
<PAGE>

                   TOTAL ANNUAL GUARANTEED MINIMUM PAYMENTS:
                                  $50,000.00 US

                   Amounts paid in excess of the Guaranteed  Minimum Payment for
                   a License  Year may not be  applied  to reduce or offset  the
                   Guaranteed Minimum Payment due for another License Year.

       (e)  ADDITIONAL  CQNSIOERATION.  During each License Year,  LICENSEE will
            provide NHLE upon NHLE's  request and free of charge,  with Licensed
            Products valued up to $3,000 based on LICENSEE's  regular  wholesale
            price  offered to  retailers.  Any  quantity  of  Licensed  Products
            requested by NHLE during each License Year exceeding $3,000 in value
            shall be made  available for purchase by NHLE at LICENSEE's  regular
            wholesale price offered to retailers.

       (f)  MIGHTY DUCKS OF ANAHEIM.  LICENSEE  acknowledges  that affiliates of
            the  former  owner of the NHL  Member  Team  currently  known as the
            "Mighty Ducks of Anaheim" own, control and/or  commercially  exploit
            properties  associated  with the "Mighty  Ducks" mark (e.g.,  motion
            pictures,  animated  television cartoon series,  etc.). The grant of
            license  described  herein will not apply to such  properties or any
            trademarks,   copyrights  or  other  intellectual   property  rights
            associated with such properties,  as distinguished  from the owner's
            NHL operations.

                          STANDARDTERMS AND CONDITIONS
                          ----------------------------
2.    DEFINITIONS.

      (a)   "TERRITORY" -- the geographical area in which LICENSEE is authorized
            to use the NHL Marks -- is specified in paragraph 1(b) above.

      (b)   "LICENSE  YEAR" means the period  commencing on the First day of the
            Term and on each following July 1st and ending on the following June
            30th during the Term or any Renewal Term(s)

      (c)   "TERM" -- the period  during  which  this  License  Agreement  is in
            effect whether or not it is renewed-- is set forth in paragraph 1(c)
            above. "Renewal Term(s)," if any are specified in paragraph I above,
            are those  License  Year(s)  immediately  following the last License
            Year of the Term or any prior Renewal Term.


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<PAGE>

      (d)   "PRODUCT(S)"  ARE identified in paragraph  1(a) above,  and become ~
            when  LICENSEE  applies or uses the licensed  NHL Marks  strictly in
            accordance  with the  provisions,  conditions and  undertakings  set
            forth in this License Agreement

      (e)   "PREMIUMS"  means any product  including but not limited to Licensed
            Product(s),  sold at any  price or given  away  for the  purpose  of
            promoting,  publicizing  or increasing the sale of any other product
            or  service,  including  but not limited to  incentives  for a sales
            force or distributorship(s), or for trade or consumer promotions.


      (0    "LICENSED SALES" means the sale of Licensed  Products directly to or
            for retail outlets, mail order or catalogs, including electronic and
            video marketing entities, where the Licensed Products are ultimately
            sold  to  consumers.  Licensed  Sales  do not  include  the  sale of
            Licensed  Products as Premiums,  which require  separate  agreements
            executed by NHLE with both the manufacturer and user of the premium.

      (g)   "NET SALES"  means the gross  amount of  Licensed  Sales of Licensed
            Products in U.S.  dollars at the invoiced  selling  price net normal
            and reasonable  cash and quantity  discounts and returns for credit;
            no  deductions  shall be made for costs  incurred in  manufacturing,
            selling,   distributing,   advertising  (including  cooperative  and
            promotional allowances), or for uncollectible accounts.

      (h)   "ROYALTY PAYMENT" is the Royalty Rate specified in paragraph 1(d)(i)
            above times Net Sales of Licensed  Products,  calculated and payable
            in U.S.  dollars to NHLE;  the Royalty Rate shall be  calculated  at
            NHLE's  prevailing  standard  percentage  rate of Net  Sales,  which
            percentage  rate may be increased  for all or  virtually  all retail
            licenses  for any License  Year upon two  hundred and seventy  (270)
            days prior notice to LICENSEE.

      (i)   "GUARANTEED  MINIMUM  PAYMENT"  -- the  minimum  amount  of  Royalty
            Payment in U.S.  dollars which  LICENSEE  shall pay for each License
            Year,  irrespective  of the amount of Net Sales actually made during
            such period -- is specified in paragraph 1(d)(ii) above.

      (j)   "ADVANCE" is the amount of the  Guaranteed  Minimum  Payment in U.S.
            dollars which  LICENSEE shall remit to NHLE upon the signing of this
            License  Agreement by LICENSEE,  is specified in paragraph  I(d)(ii)
            above.


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<PAGE>

      (k)   "NHL  INDICIA"  means the  following  matter as it  appears on or in
            connection   with   Licensed   Products  or   packaging,   labeling,
            advertising or promotional material therefor or related thereto: (1)
            NHL  Marks;  (2)  words,  phrases,  slogans  and the like  ("Words")
            derived from or incorporating NHL Marks; (3) caricatures,  graphics,
            images,  designs and the like ("Graphics") derived from NHL Marks or
            incorporating NHL Marks or any recognizable part thereof,  (4) Words
            or Graphics that are hockey specific; and (5) Words or Graphics that
            are used  exclusively  or  substantially  exclusively in association
            with NHL Marks or other NHL Indicia. Words arid Graphics that appear
            on or in connection with Licensed  Products or packaging,  labeling,
            advertising or promotional  material therefor or related thereto and
            which  either (x) were used by LICENSEE  in an  ordinary  commercial
            manner on unlicensed  products or products  licensed by others prior
            to the  entry  by  LlCENSEE  into  negotiations  with  NHLE for this
            License  Agreement,  or (y) are  virtually  identical to elements so
            used by LICENSEE on unlicensed  products or on products  licensed by
            others, shall not be deemed to be NHL Indicia pursuant to clause (5)
            above.

       3.    LIMITATIONS OF LICENSES

            In addition to the  provisions,  conditions  and  under-takings  set
forth in other paragraphs  herein, the license granted to LICENSEE is subject to
the following understandings, limitations and conditions:

      (a)   Each NHL Member Team has retained the right to license its own marks
            individually    for   products    other   than   jackets,    replica
            jersey/sweaters and trading cards; the sale of  Member-Team-licensed
            products generally shall be restricted to within a seventy-five mile
            radius of the Member  Team's home arena,  and no such local  license
            may be granted to LICENSEE for the Products.

      (b)   To the  extent  the NHL Marks  licensed  by this  License  Agreement
            include the names, logos, colors, etc. of the NHL Member Teams, they
            include such marks of each of the Member Teams,  and LICENSEE agrees
            that each Licensed  Product will be designed and offered for sale in
            enough  styles  so that  there  shall be at least  one style of each
            Licensed  Product  with the name,  logo,  colors,  etc.  of each NHL
            Member Team with a home arena in the Territory.

      (c)   This license to use the NI-IL Marks does not  constitute and may not
            be used to imply the  endorsement of the Licensed  Product(s) or any
            other product of LICENSEE, and the NHL Marks are not licensed herein
            as certification  marks or an indication of a particular standard of
            quality.

      (d)   LICENSEE may not sell distribute or make available Licensed Products
            as Premiums without a prior written license  agreement from NHLE. In
            the event  such a license  is  granted  to  LICENSEE,  the  Licensed
            Products  may  only  be  sold to a user  specifically  approved  and
            licensed by NHLE for such purpose pursuant to a separate agreement.

                                       4
<PAGE>

      (e)   The Licensed Products shall not knowingly be sold or distributed for
            retail sale in combination with any other product for a single price
            to the  exclusion  of  the  opportunity  to  purchase  the  Licensed
            Products separately.

      (f)   LICENSEE  will not sell the  Licensed  Products  to parties  whom it
            knows or  reasonably  should  know  will  resell or  distribute  the
            Licensed Products outside the Territory.

      (g)   This license is personal to LICENSEE and LICENSEE  shall not assign,
            transfer or  sub-license  any or all of the rights granted herein to
            any third party without the written consent of NHLE.  LICENSEE shall
            not pledge or encumber  this license as security or  collateral  for
            any obligation of LICENSEE.

      (h)   No use of the NHL  Marks  shall be  preprinted  by  LICENSEE  on its
            stationery, envelopes, business cards, invoices, statements, packing
            slips or other  similar  documents or materials  unless  approved in
            advance by NHLE.

      (i)   LICENSEE  shall  not  purchase  or  otherwise  obtain  the  Licensed
            Products it is authorized to sell under this License  Agreement from
            any other entity without the prior written  consent of NHLE,  unless
            such other entity enters into a written agreement with LICENSEE,  in
            a form which Is  acceptable  to NHLE in its sole  discretion,  which
            agreement  limits said other  entity's  rights  solely to  supplying
            LICENSEE with Licensed Products pursuant to the written agreement..

      (1)   LICENSEE  agrees  that  it  will  cause  to  appear   conspicuously,
            indelibly and legibly on each of the Licensed  Product(s) and on all
            advertising  material,  tags,  labels and devices bearing any of the
            NHL Marks or other NHL Indicia, such proper trademark,  copyright or
            other  notices  of  property  right in the NHL  Marks or other  NEIL
            Indicia or other material as may be designated by NHLE. In addition,
            LICENSEE  shall place a notice  specified  by NHLE that the Licensed
            Products are genuine merchandise officially licensed.

      (k)   In the event  LICENSEE uses authors,  photographers,  artists or any
            other  persons  to  create  and/or  design  NHL  Indicia  for  or in
            connection  with  the  Licensed  Products  or  packaging,  labeling,
            advertising  or  promotional  material  therefor or related  thereto
            LICENSEE  shall either use personnel  within its employ so such work
            qualifies  as a "work  made for hire ` under the  Copyright  Act (17
            U.S.C.  ss.101)  and  assign  copyright  in such  work to NHLE or if
            LICENSEE  engages  personnel under conditions which do not give rise
            to such a "work made for hire,"  LICENSEE shall obtain an assignment
            of  copyright  to NHLE of any  copyrightable  material  prepared  or
            depicted by such  author,  photographer,  artist or other person for
            the Licensed  Products or such packaging,  labeling,  advertising or
            promotional  material.  Such  obligations  shall apply only to those
            parts of otherwise  unified  textual or graphic matter which qualify
            as NHL Indicia In addition to all other rights and remedies afforded
            by this License  Agreement and applicable  law,  LICENSEE  agrees to
            hold harmless NHLE NHL and its Member Teams other NHLE Licensees and
            the partnership partners, principals, officers, directors, employees
            and  agents  thereof,  from any  claim,  suit or  damage,  including
            attorney's fees, judgments,  court costs and consequential  damages,
            that  arise  out of  LICENSEE's  failure  to  deliver  to  NHLE  the
            assignment(s) of copyright required by this provision.

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<PAGE>

      (i)   LICENSEE further agrees that it will not apply for or seek to obtain
            trademark, copyright or any other proprietary right in the NHL Marks
            or any other NHL Indicia on Licensed Products or packaging  labeling
            advertising or promotional material therefor or related thereto NHLE
            NHL and/or any or all of its Member Teams  jointly and severally may
            at their  option  apply  for and  obtain  in any or all of their own
            names trademark copyright or other property right protection for the
            NHL Marks or other NHL Indicia (furnished or provided by LICENSEE or
            NHLE)  for  the  Licensed   Product(s)   or   packaging,   labeling,
            advertising or  promotional  material  therefor or related  thereto.
            Upon  request,  LICENSEE  will  furnish (i)  necessary  specimens or
            facsimiles for such purpose free of cost,  (ii) evidence of the date
            of first  shipment or sale of each Licensed  Product in commerce and
            also, if earlier, in intrastate commerce,  and (iii) such additional
            information documents, specimens and facsimiles as may be reasonably
            required to evidence and perfect the trademark.  Copy right or other
            property  right  protection  for the NHL Marks or other NHL  Indicia
            (all free of cost)

      (m)   If demanded by LICENSEE,  NHLE shall undertake to procure and obtain
            in its own name, or the name of the National Hockey League or any or
            all of its Member  Teams,  trademark,  copyright,  design  patent or
            other  property  right  protection  of the NHL Marks or other matter
            (furnished  or  provided  by NHLE  or  LICENSEE)  for  the  Licensed
            Product(s) at LICENSEE's expense,  including  reasonable  attorneys'
            fees.

      (n)   LICENSEE  agrees  that  if  LICENSEE   receives   knowledge  of  any
            manufacture  or sale by  anyone  other  than  LICENSEE  of  products
            licensed  under this License  Agreement or of such products as would
            be confusingly  similar in the minds of the public and which bear or
            are promoted in association  with the NHL Marks or other NHL Indicia
            under  this  License  Agreement,  or any  names,  symbols,  emblems,
            designs or colors which may be  confusingly  similar in the minds of
            the  public to such NHL Marks or other NHL  Indicia,  LICENSEE  will
            call such fact to the  attention  of NHLE.  NHLE shall then have the
            exclusive  right  in its  sole  discretion  to  prosecute  any  such
            manufacture  or  sale,  either  in its own  name or the  name of the
            National  Hockey  League  and/or one or more of its Member Teams and
            LICENSEE shall  cooperate arid assist in the prosecution of any such
            action. If demanded by NHLE,  LICENSEE shall join in or cooperate in
            the prosecution of any such action as may be instituted by NHLE; all
            such prosecution  shall be at NHLE's expense,  including  reasonable
            attorneys fees The proceeds recovered in any such prosecution in the
            form of damages,  profits or other  recovery  shall belong solely to
            NHLE.  LICENSEE shall not commence any action of its own to restrain
            or recover damages for any alleged infringements of the NHL Marks or
            other NHL Indicia without first obtaining express written permission
            to do so from NHLE.

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<PAGE>

      (o)   LICENSEE  will not  attack  the title or right of NHLE or NHL and/or
            its Member  Teams in and to the NHL Marks  other NHL  Indicia or any
            copyright or trademark  pertaining  thereto,  nor will it attack the
            validity of the License granted  hereunder during the Term hereof or
            thereafter

      (p)   LICENSEE  will not harm,  misuse  or bring  into  disrepute  the NHL
            Marks, their reputation or that of their owners.

      (q)   LICENSEE  acknowledges  that except as  expressly  provided  herein,
            there is no right to renew this License Agreement, and no options to
            extend  this  License  Agreement  have been  granted or are  implied
            hereunder.

      (r)   LICENSEE  will   manufacture,   sell  and  distribute  the  Licensed
            Product(s) in an ethical manner and in accordance with the terms and
            intent of this License Agreement

      (s)   LICENSEE  will not incur or create any expenses  chargeable to NHLE,
            NHL or its Member Teams without the prior written approval of NHLE.

      (t)   LICENSEE  will  protect  to the best of its  ability,  its  right to
            manufacture, sell and distribute the Licensed Product(s) hereunder

      (u)   LICENSEE  will  comply  with all laws and  regulations  relating  or
            pertaining  to  the  manufacture,  sale  advertising  or  use of the
            Licensed  Product(s),  shall  maintain  high  quality and  standards
            commensurate  with  LICENSEE's  market,  and shall  comply  with any
            regulatory agencies which


                                       7
<PAGE>

            shall have jurisdiction over the Licensed Product(s).

      (v)   LICENSEE  will  never  disclose  any   confidential  and  non-public
            information  about  NHLE,  NHL  and/or  its  Member  Teams  which it
            acquires  from any  source  during the Term or any  Renewal  Term(s)
            hereof.

      (w)   Notwithstanding  anything  contained  herein  to the  contrary,  the
            LICENSEE shall not have the right to use, reference or exploit or to
            grant third parties the right to use, reference or exploit,  the NHL
            Marks or other NHL  Indicia  on the  Internet  or any other  on-line
            media in any manner whatsoever without NHLE's prior written consent,
            which consent may be withheld in NHLE's sole discretion.

       4.    REPORTS AND PAYMENTS.

            On or before the twentieth  (20th) day  following  each month of the
Term or any Renewal  Term(s),  LICENSEE  shall submit to NHLE,  or in accordance
with written  instructions  given by NHLE, a full and accurate statement showing
the quantity, description and Net Sales of each of the Licensed Products sold or
distributed  during such month on forms to be furnished  by NHLE  Simultaneously
with the submission of such statement  LICENSEE shall remit the Royalty  Payment
due on Net Sales for each such month by check or electronic  transfer payable to
` NHL Enterprises,  L P " and delivered  directly to NHLE or, in accordance with
written  instructions  given to  LICENSEE  by  NHLE.  Such  statements  shall be
submitted  whether  or not they  reflect  any Net  Sales of  Licensed  Products.
Receipt and acceptance by NHLE of any statement furnished by LICENSEE or Royalty
Payments paid hereunder shall not preclude NHLE from questioning the correctness
thereof  at any time;  in the event any errors are  disclosed,  such  statements
shall be rectified and any differences in Royalty  Payments  remitted within ten
(1 0) days to NHLE. LICENSEE  acknowledges that time is of the essence in making
payments  to NHLE.  lf any  payments  to NHLE are not  remitted on the date due,
LICENSEE shall pay interest at the rate of one and one-half  percent (1 .5%) per
month from such date until payment thereof is made to NHLE. If requested by NHLE
LICENSEE at its own expense shall provide NHLE within sixty (60) days of the end
of each License Year a detailed  statement for such License Year certified by an
independent  certified public accountant approved by NHLE, showing the Net Sales
of each  Licensed  Product  sold or  distributed  by LICENSEE  during such year,
together with a computation  of Royalty  Payments on Net Sales due NHLE for such
year.

5.          CATALOG CONTRIBUTIONS.

            NHLE  shall  have  the  right  but not  the  obligation  to  publish
catalogs,  sales sheets and  brochures  ("Catalogs")  during any License Year in
order to promote the sale of Licensed Products. The format and style of any such
Catalog will be in NHLE's sole discretion. LICENSEE undertakes (i) to contribute
to each such  Catalog by  furnishing,  free of charge,  such  samples,  artwork,
photography  and the like as may be available to it and  requested,  and (ii) to
participate  in each such  Catalog  and pay for a minimum  of one page at NHLE s
prevailing  rate to cover the cost of such  publication  including  distribution
costs to  retailers,  wholesalers,  mail  order  houses  and other  outlets  for
Licensed  Products.  The payment by LICENSEE for such  participation  will be in
addition to any Advances,  Guaranteed  Minimum Payments and Royalty Payments due
NHLE as specified herein.

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<PAGE>

       6.    BOOKS AND RECORDS.

            LICENSEE  agrees  to keep  accurate  books of  account  and  records
covering all transactions relating to this License. NHLE and its duly authorized
representative  shall  have  the  right  at all  reasonable  hours of the day to
examine and audit such books of account and records and all other  documents and
material  in  LICENSEE's  possession  or under its control  with  respect to the
subject matter and terms of this License Agreement, and shall have free and full
access thereto for such purposes. All such books of account and records shall be
kept  available for at least two years after  termination  or expiration of this
License Agreement. LICENSEE will designate a symbol or number which will be used
exclusively  in  connection  with Licensed  Products and with no other  articles
which LICENSEE may manufacture,  sell, or distribute. In the event that an audit
by NHLE reveals an  underpayment  by L1CENSEE  LICENSEE shall  immediately  upon
demand remit  payment to NHLE in the amount of such  underpayment  plus interest
calculated  at the rate of  one-and-one-half  percent  (1 5%) per month from the
date such payment was actually due until the date such payment is made  LICENSEE
shall  reimburse  NHLE for the entire  costs and  expenses  of such audit if the
underpayment  is two percent (2%) or more than the amount required to be paid to
NHLE for the applicable License Year.


       7. QUALITY CONTROL OF LICENSED PRODUCTS.

            LICENSEE  agrees  that  the  Licensed  Product(s)  shall  be of high
standard  and of such style,  appearance  and  quality as shall be adequate  and
suitable to their  promotion,  distribution  and sale to the best  advantage  of
LICENSEE NHLE,  NHL and its Member Teams.  To this end LICENSEE shall perform as
follows:

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<PAGE>

            (a)   Before selling or distributing any of the Licensed Product(s),
                  LICENSEE  shall  submit  without  charge  samples of each such
                  Licensed Product, including all styles, colors and variations,
                  together with its cartons and containers,  including packaging
                  and wrapping  material,  hang.  tags and labels (the  "Related
                  Materials"),  for NHLE's written  approval in accordance  with
                  procedures  specified  hereafter.  Licensee  shall  submit for
                  review all Licensed  Products and Related Materials at each of
                  the  following  stages of  production:  1) rough  sketches  or
                  layout  concepts;  2)  finished  artwork  or final  proofs  3)
                  pre-production samples or strike-offs and 4) finished products
                  suitable for retail sale. The samples of Licensed Products and
                  Related  Materials  submitted by LICENSEE for quality  control
                  purposes  shall be  delivered  directly to NHLE at its address
                  specified   first  above  or  in   accordance   with   written
                  instructions given by NHLE. The quality and style of each such
                  Licensed Product and its Related Materials shall be subject to
                  NHLE's prior approval. In the event that any item submitted to
                  NHLE shall not have been  approved,  disapproved  or otherwise
                  commented  upon within twenty (20) business days after receipt
                  thereof  by NHLE,  then  LICENSEE  shall  have the right to so
                  notify NHLE of such fact by telegram  or telefax  message.  In
                  the  event  that NHLE  fails to then  approve,  disapprove  or
                  otherwise  comment  upon the  submitted  items within ten (10)
                  business days after receipt by it of such  communication,  any
                  items so  submitted  by LICENSEE  shall be deemed to have been
                  approved  LICENSEE shall, in addition,  thereafter  furnish to
                  NHLE  free of cost  for its  prior  written  approval  six (6)
                  production  samples of each such  Licensed  Product,  together
                  with their Related Materials, within fifteen (I 5) days of the
                  start of each License  Year that this License  Agreement is in
                  effect.

            (b)   After  samples  of  each  Licensed   Product(s)   and  Related
                  Materials  have  been  approved  pursuant  to this  paragraph,
                  LICENSEE  shall not depart  therefrom in any material  respect
                  without NHLE's prior written consent.

            (c)   NHLE shall have the right to withdraw its approval of approved
                  samples of  Licensed  Products  and Related  Materials  if the
                  quality  of any such item  ceases to be  acceptable  or in the
                  event  of some  factor  which  reflects  unfavorably  upon the
                  professional,  business or  personal  reputation  of NHL,  its
                  Member Teams or NHLE.

            (d)   Subject  to the  terms and  conditions  hereof,  LICENSEE  may
                  utilize   the  NHL  Marks  for  such   selling,   advertising,
                  promotional and display materials for the Licensed  Product(s)
                  as in its judgment will best promote the sale of said Licensed
                  Product(s)  LICENSEE agrees that it will not use the NHL Marks
                  or any reproduction thereof in any advertising  promotional or
                  display  material or in any other manner  without NHLE's prior
                  written   approval.   In  the  event  that  any   advertising,
                  promotional  or display  material  submitted to NHLE shall not
                  have been approved,  disapproved  or otherwise  commented upon
                  within  twenty (20)  business  days after  receipt  thereof by
                  NHLE,  then LICENSEE shall have the right to so notify NHLE of
                  such fact by  telegram or telefax  message.  In the event that
                  NHLE fails to then approve,  disapprove  or otherwise  comment
                  upon the  submitted  items within ten (10) business days after
                  receipt by it of such  telegraphic  or telefax  communication,
                  any items so submitted  shall be deemed to have been approved.
                  Prior to use by  LICENSEE,  six (6)  production  copies of all
                  such  advertising  promotional  and display  materials will be
                  furnished to NHLE free of charge


                                       10
<PAGE>

       8.    PROMOTIONAL  SUPPORT  OF NHL TEAMS  AND  DISTRIBUTION  OF  LICENSED
             PRODUCTS.

            (a)   L1CENSEE  undertakes to support the National Hockey League and
                  its Member Teams by  supplying to NHLE free of charge  samples
                  of Licensed  Products to a total  value at  LICENSEE'S  lowest
                  wholesale price of five hundred U S dollars ($500 00) annually
                  Such free  samples will be  distributed  by NHLE to NHL and/or
                  the Member  Teams  directly or used by NHLE in its  discretion
                  for  promotions   directly  benefiting  the  Member  Teams  In
                  addition to supplying  such samples of Licensed  Products free
                  of charge,  LICENSEE also  undertakes to supply NHLE at NHLE's
                  expense  samples' of Licensed  Products at LICENSEE's  cost in
                  such quantities as requested by


                   NHLE for the Member  Teams or for  promotions  authorized  by
                   NHLE.

            (b)   LICENSEE  undertakes  to  sell  Licensed  Products  to the NHL
                  Stores  (as  defined   below):   1)  at  the  lowest   minimum
                  quantities;  ii) at the lowest  prices  charged by LICENSEE to
                  any  distributor;  and  iii) at the most  advantageous  credit
                  terms  and  return  privileges  offered  by  LICENSEE  to  any
                  distributor.  L1CENSEE  also  agrees to deliver  new styles or
                  designs of Licensed Products to the NHL Stores on a prompt and
                  timely  basis,  and in no event  later than to other  outlets,
                  provided  orders have been placed with  LICENSEE  for said new
                  styles or  designs  by said NHL Stores on as timely a basis as
                  those orders  placed by other  outlets "NHL Stores' shall mean
                  retail  outlets owned by, and/or  operated by or under license
                  from  any NHL  Member  Team or any of the  NHLECOs  (including
                  without  limitation  "brick-and-mortar  and other  traditional
                  outlets,  the NHL and NHL Member Team online  stores,  and any
                  other  outlets  distributing  Licensed  Products  through  the
                  internet,   wireless   networks,   television  and  any  other
                  interactive media).

            (c)   LICENSEE undertakes to sell,  distribute,  and supply,  within
                  the Territory,  the Licensed Products in such manner as may be
                  required to meet the competition by  manufacturers  of similar
                  articles.  LICENSEE  further  undertakes  to make and maintain
                  adequate  arrangements for the broadest possible  distribution
                  of Licensed  Products  throughout  the  Territory  through all
                  regular  channels of  distribution  consistent  with  Licensed
                  Sales  including but not limited to companies  selling through
                  mail order  catalogs;  companies  consisting  of or  operating
                  groups  of  stores  or  department  stores  commonly  known as
                  "chains;" independently run stores; and wholesale distributors
                  selling to retail outlets.  LICENSEE will use its best efforts
                  to place Licensed  Products in at least one first class retail
                  outlet in the  marketing  area of each NHL Member  Team within
                  the  Territory,  and to  sell  to each  catalog  merchant  and
                  "chain" buying the Licensed Product(s) merchandise bearing the
                  NHL  Marks  of each  NHL  Member  Team  operating  within  the
                  geographic  area served by said  catalog  merchant or "chain".
                  LICENSEE  agrees  to  maintain  adequate  inventories  of  the
                  Licensed  Products as an  essential  part of its  distribution
                  program.  LICENSEE  will not  sell  Licensed  Products  to any
                  retail outlet within any area to the exclusion of other retail
                  outlets  that may desire to  purchase  Licensed  Products  and
                  whose credit rating and sales  merchandising  policies warrant
                  such sales.  In the event LICENSEE sells or distributes  other
                  merchandise  of the same  grade and  quality  as the  Licensed
                  Products,  but  which do not bear any of the  Licensed  Marks,
                  LICENSEE will not  discriminate in the granting of commissions
                  and discounts to salesmen,  dealers and  distributors  for the
                  Licensed Products.  LICENSEE  acknowledges and agrees that the
                  foregoing   provisions  of  this   paragraph  8  are  material
                  provisions of this License Agreement.

                                       11
<PAGE>

       9.   GOODWILL

            L1CENSEE  recognizes  the great value of the reputation and goodwill
associated  with the NHL Marks and other NHL Indicia  and,  in such  connection,
acknowledges that such goodwill exclusively belongs to NHL and its Member Teams,
that  LICENSEE's  use of the NHL Marks and other NHL  Indicia  will inure to the
benefit  of NI-IL  and its  Member  Teams,  and that the NHL Marks and other NHL
Indicia have acquired a secondary  meaning in the mind of the purchasing  public
related  to  NHL  and  its  Member  Teams.   LICENSEE  further   recognizes  and
acknowledges  that a breach by LICENSEE of any of its  covenants,  agreements or
undertakings  hereunder will cause immediate  irreparable damage which cannot be
readily  remedied in damages in an action at law and which in  addition  thereto
constitutes  an  infringement  of rights in the NHL Marks and other NHL  Indicia
thereby entitling NHLE NHL and its Member Teams to equitable remedies, costs and
damages, including reasonable attorneys' fees.

10.      INDEMNIFICATIONS.

            (a) LICENSEE  hereby  indemnifies  and agrees to hold harmless NHLE,
NHL  Enterprises  Canada,  L.P., NHL  Enterprises  B.V., NHL  Interactive  Cyber
Enterprises,   LLC,  NHL,  its  Member  Teams  and  each  of  their   respective
partnerships,  partners principals, officers directors, governors, owners, other
officials,  employees  affiliates and other related  entities  servants  agents,
representatives  successors and assigns (collectively the "Indemnified Parties")
from any loss liability damage cost,  expense (including  reasonable  attorneys'
fees) claims or suits (each, a "Claim" and  collectively  the "Claims")  arising
out of or relating to (i) any act or omission of LICENSEE (ii) any breach of any
obligation or covenant  undertaken or made by LICENSEE in this License Agreement
or (iii) the manufacture,  distribution,  advertising,  promotion,  offering for
sale and sale of the Licensed  Products,  including without limitation any Claim
against any of the Indemnified Parties by reason of or alleging any unauthorized
or infringing use by LICENSEE of any patent,  process, trade secret,  copyright,
trademark,  or  publicity  right or other  property  (other  than the NHL  Marks
covered  by  this   License   Agreement)   or  any  alleged   defects   (design,
manufacturing,  handling or other) or inherent dangers in the Licensed  Products
or the use  thereof.  LICENSEE  agrees to obtain and maintain at its own expense
through and until all applicable  statutes of limitations have expired insurance
coverage written on an occurrence basis and providing protection for each of the
Indemnified  Parties and LICENSEE against the Claims,  as follows (the "Required
Insurance Coverage"): (1) commercial general liability,  including bodily injury
and property  damage,  contractual  liability,  personal  injury and advertising
liability, and including a waiver of subrogation with respect to the Indemnified
Parties, in amounts no less than $5,000,000 per occurrence/$5,000,000 aggregate,
(2) product  liability,  including bodily injury and property damage, in amounts
no less than  $5,000,000  per  occurrence/$5,000,000  aggregate,  (3) automobile
liability  in amounts no less than  $1,000,000  Combined  Single  Limit,  Bodily
Injury and  Property  Damage and (4) workers'  compensation,  in amounts no less
than the statutory limit.  Within thirty (30) days from the date of this License
Agreement,'  LICENSEE shall submit to NHLE a fully paid policy or certificate of
insurance from a New York admitted  carrier with a Best's rating of no less than
MI evidencing the Required Insurance Coverage and naming each of the Indemnified
Parties as  additional  insured  parties  with  respect  to all of the  Required
Insurance Coverage except workers'  compensation,  providing that coverage shall
extend to the Claims arising out of the use of Licensed Product(s)  manufactured
or sold under this License  Agreement  or otherwise  arising out of this License
Agreement,  no matter when such Claims may be  asserted,  and further  providing
that the insurer shall not terminate or materially  modify such coverage without
written notice to NHLE at least thirty (30) days in advance thereof, and that if
the insurer does so, NHLE will have the option to pay the premiums  necessary to
maintain  or  continue  such  insurance  in effect,  in which case NHLE shall be
entitled to  reimbursement  from  LICENSEE  for the cost of such  premiums.  The
Required  Insurance Coverage shall be primary to all other valid and collectible
insurance held by the additional  insured  parties.  LICENSEE  acknowledges  and
agrees that LICENSEE's  acquisition of the Required Insurance Coverage shall not
satisfy or limit  LICENSEE's  indemnity  obligations  hereunder,  LICENSEE shall
provide NHLE with renewal  policies or  certificates  of insurance in accordance
with the terms hereof on an annual basis, covering all periods through and until
all applicable statutes of limitations have expired.

                                       12
<PAGE>

       (b)  The  indemnities  provided  for  herein  are  conditioned  upon  the
            indemnified  party's  furnishing the indemnifying  party with prompt
            written notice of such Claim(s) as to which it seeks indemnification
            hereunder.  NHLE shall have the option and right, at NHLE's election
            and at the  indemnifying  party's  cost and  expense,  to assume and
            control the  defense of such  Claim(s).  Each party shall  cooperate
            with  the  other  party  in  the  defense  of  such  Claim(s).   The
            indemnifying   party  shall  reimburse  the  indemnified  party  (or
            parties)  for all  reasonable  out-of-pocket  costs  incurred by the
            indemnified  party (or parties) in connection with such cooperation.
            In any  instance in which the  indemnities  set forth in paragraph I
            0(a) pertain,  LICENSEE  shall not enter into a settlement of any or
            all of the Claims or admit  liability or fault without  NHLE's prior
            written approval Termination or expiration of this License Agreement
            shall not  affect  the  continuing  obligations  of  LICENSEE  as an
            indemnifying party hereunder.

11.    TERM1NATION.

       (a)  NHLE  shall  have the  right to  terminate  this  License  Agreement
            without  prejudice to any rights which it may have in the  premises,
            whether in law, or in equity,  or otherwise,  upon the occurrence of
            any one or more of the following events (herein called "defaults"):

                                       13
<PAGE>


        (I) If any  governmental  agency finds that the Licensed  Product(s) are
            defective in any way, manner or form;

        (ii) lf  LICENSEE  distributes,  sells or  offers  to sell any  Licensed
        Products not made in complete  conformity to the provisions of paragraph
        7 of this License Agreement, or distributes, sells or offers to sell any
        merchandise  bearing a copy or  simulation  of any NHL Mark or other NHL
        Indicia other than the Products

        (iii) If  LICENSEE  shall be unable  to pay its debts  when due or shall
        make any  assignment  for the  benefit of  creditors,  or shall file any
        petition  under  the  bankruptcy  or  insolvency  laws  of  any  nation,
        jurisdiction,  county or place,  or shall have or suffer a  receiver  or
        trustee to be appointed for its business or property,  or be adjudicated
        a bankrupt or an insolvent:

      (iv)  In the  event  that  LICENSEE  does not  commence  in good  faith to
            manufacture,  distribute and sell each Licensed  Product  throughout
            the Territory within sixty (60) days of the commencement of the Term
            hereof and fails to  maintain  an  inventory  of  Licensed  Products
            sufficient to supply the market demand therefor; or

      (v)   If there is a change in more than fifty percent  (50%)  ownership or
            controlling  interest of LICENSEE or a material change in management
            of LICENSEE.

      (b)   In the event LICENSEE  violates,  breaches or defaults in performing
            any of the  provisions  of this License  Agreement  other than those
            identified in paragraph I I (a) above,  and does not fully cure such
            violation,  breach or default within ten (10) days notice from NHLE,
            this License Agreement shall automatically  terminate,  and LICENSEE
            shall pay NHLE within  thirty (30) days without  further  demand all
            amounts  then due NHLE and also shall pay  therewith  as  liquidated
            damages all amounts  still due NHLE as Guaranteed  Minimum  Payments
            for the  remainder  of the  Term  or any  Renewal  Term(s).  lf such
            payments are not remitted when due,  LICENSEE  consents to the entry
            of judgment  for such  amount by a court  having  jurisdiction  over
            LICENSEE or any of its assets.  In addition,  NHLE shall be entitled
            to sue  for  injunctive  relief  and  other  consequential  damages,
            including  reasonable  attorneys'  fees incurred by NHLE, NHL and/or
            its  Member  Teams as a  result  of any such  violation,  breach  or
            default by LICENSEE.

                                       14
<PAGE>

      (c)   It is agreed and recognized that the nature of the business of NHLE,
            NHL and its Member Teams requires great public respect for and trust
            in the  reputation  and  integrity  of NHL  and  its  Member  Teams.
            Accordingly,  it is agreed  that in the event of some  unanticipated
            factor,  development or event which, in NHLE's  reasonable  opinion,
            causes  continued  association  of NHL and/or its Member  Teams with
            LICENSEE  or the  Licensed  Products  to have a  materially  adverse
            reflection  upon NHL or its Member Teams,  NHLE may  terminate  this
            License Agreement  unilaterally by written notice to LICENSEE. It is
            further agreed that if it he NHLE should determine,  within its sole
            discretion, that LICENSEE, or any sub-contractor or sub-manufacturer
            of LICENSEE involved in the production,  manufacture or marketing of
            the Licensed  Product(s),  have violated any labor laws or standards
            applicable to their business,  including,  but not limited to, child
            labor practices,  then the NHLE may terminate this License Agreement
            immediately  upon written  notice to LICENSEE.  It is further agreed
            that if the NHLE should determine,  within its sole discretion, that
            LICENSEE,  or any  sub-contractor  or  sub-manufacturer  of L1CENSEE
            involved in the production  manufacture or marketing of the Licensed
            Product(s),  have violated any labor laws or standards applicable to
            their  business,   including,   but  not  limited  to,  child  labor
            practices,  then the  NHLE  may  terminate  this  License  Agreement
            immediately  upon written  notice to LICENSEE.  In the event of such
            termination,  LICENSEE  shall be excused  from all further  (but not
            past due or subsequently earned) royalty obligations;  the pro-rated
            amount of any minimum  guarantee paid in advance will be refunded to
            LICENSEE; and NHLE will, in the event it cannot approve distribution
            of the  remainder  of  LICENSEE's  inventory  and  work in  process,
            reimburse  LICENSEE for its expenses of salvage or for unsalvageable
            products for LICENSEE s cost of  manufacturing or acquiring the same
            It is further agreed that if NHLE should determine,  within its sole
            discretion that LICENSEE,  or any sub-contractor or sub-manufacturer
            of LICENSEE involved in the production,  manufacture or marketing of
            the Licensed  Product(s),  have violated any labor laws or standards
            applicable to their business,  including,  but not limited to, child
            labor  practices,  then NHLE may  terminate  this License  Agreement
            immediately upon written notice to LICENSEE.

      (d)   In the event of  termination of this License  Agreement  pursuant to
            paragraph  11(a)  hereof,  LICENSEE will refrain from further use of
            the NHL Marks and other NHL Indicia (or any further reference to all
            or each of them,  direct or indirect,  or any  simulation of the NHL
            Marks or other NHL Indicia).  LICENSEE agrees that the NHL Marks and
            other NHL  Indicia  possess a  special,  unique  and  extraordinary'
            character  which makes  difficult  the  assessment  of the  monetary
            damage  sustained by  unauthorized  use.  LICENSEE  recognizes  that
            irreparable  injury would be caused by  unauthorized  use and agrees
            that injunctive and other  equitable  relief would be appropriate in
            the event of a breach of this License Agreement,  provided, however,
            that such remedy  shall not be  exclusive  of other  legal  remedies
            otherwise available to NHLE, NHL and/or its Member Teams.

12.    FINAL STATEMENT.
              LICENSEE shall deliver as soon as  practicable,  to NHLE following
expiration or termination of this License  Agreement a statement  indicating the
number and  description of Licensed  Product(s) on hand Following  expiration of
this License Agreement  LICENSEE may manufacture no more Licensed  Product(s) in
association  with the NHL Marks  and/or  other NHL Indicia  but may  continue to
distribute  and sell its  remaining  inventory  for a period not to exceed sixty
(60) days following such expiration,  subject to payment of applicable royalties
thereto,  provided,  however,  that  LICENSEE  shall  have no such right if this
License Agreement is terminated pursuant to paragraph 11 . Following  expiration
or termination of this License Agreement for whatever reason, LICENSEE agrees to
make no use of the NHL Marks and/or other NHL Indicia whatsoever either in or on
products or in  advertising  publicity  promotional or display  materials.  NHLE
shall have the right to conduct a physical  inventory  in order to  ascertain or
verify such inventory  and/or  statement in the event LICENSEE refuses to permit
NHLE to  conduct  such  physical  inventory  LICENSEE  shall  forfeit  its right
hereunder to dispose of such  inventory.  In addition to such  forfeiture,  NHLE
shall  have  recourse  to any and all  other  legal  remedies  available  to it.
Notwithstanding  the foregoing,  in the event that NHLE  terminates this License
Agreement pursuant to any of the provisions of this License Agreement,  LICENSEE
shall have no right to dispose of its  inventory  beyond the  effective  date of
such  termination  and shall be  subject to the  payment  of  damages  specified
herein.

                                       15
<PAGE>

       13.   NOTICES.

             All notices  which either party hereto is required or may desire to
give to the  other  shall be given by  addressing  the same to the  other at the
address above written,  or at such other address as may be designated in writing
or by telefax  message  by any such party in a notice to the other  given in the
manner  prescribed in this  paragraph.  All such notices  shall be  sufficiently
given when the same shall be received by telefax  message,  or after such notice
is deposited so  addressed,  postage  prepaid,  in the United States or Canadian
mail,  and/or  when the same  shall  have been  delivered,  so  addressed,  to a
telegraph or cable  company  toll  prepaid.  The date of actual  receipt of such
telefax  message,  mail or telegraphing  shall be the date of the giving of such
notice.

       14    NO PARTNERSHIP OR JO1NT VENTURE ETC

             This  License  Agreement  does  not  constitute  and  shall  not be
construed  as  constituting  a  partnership,  joint  venture  or agency  between
LICENSEE and either the NHLE,  NHL and/or its Member Teams.  Neither party shall
have any right to obligate or bind the other party in any manner whatsoever, and
nothing herein  contained  shall give, or is intended to give, any rights of any
kind to any third persons.

       15.   CONSTRUCTION.

             This License  Agreement  shall be construed in accordance  with the
laws of the State of New York of the United States of America without  reference
to the conflicts of law provisions thereof.

       16.   WAIVER MODIFICATION ETC

            This  License   Agreement   represents  the  entire   agreement  and
understanding  of the parties  hereto with respect to the subject  matter hereof
and  supersedes  all  previous  representations,  understandings  or  agreements
between the parties hereto No waiver modification or cancellation of any term or
condition  of this  License  Agreement  shall be  effective  unless  executed in
writing by the party  charged  therewith  No  written  waiver  shall  excuse the
performance  of any act other than those  specifically  referred to therein NHLE
makes no warranties to the LICENSEE except those  specifically  expressed on the
first page hereof


                                       16
<PAGE>

       17.   NO ENDORSEMENT BY PLAYERS ETC

            This License  Agreement  does not carry with it any right to use the
name, likeness, reputation,  goodwill, persona, or any other aspect of the right
of privacy,  personality or publicity of any individual or group,  including any
individual,  or group of, current or former NHL player(s).  LICENSEE understands
and agrees that it is LICENSEE's responsibility to secure whatever rights may be
required for the use of any such. name, likeness, reputation,  goodwill, persona
or other aspect in  connection  with the  Licensed  Products.  LICENSEE  further
understands  and  agrees  that  neither  the  execution  hereof nor any grant of
approval  hereunder  nor any other act or omission  by NHLE shall  operate or be
construed  as a grant by NHLE of any such  rights or as  approval by NHLE of the
use of any such name likeness, reputation,  goodwill, persona or other aspect in
connection  with the  Licensed  Products  in the event  LICENSEE  shall not have
secured such rights LICENSEE shall not exercise the rights granted  hereunder in
any manner that will  constitute  an  endorsement  of a Licensed  Product by any
current or former NHL player(s) without the specific consent of such player(s).

       18.   ARBITRATION.
            (a) Any dispute or disagreement  between the parties hereto shall be
determined  in any forum of NHLE's  choosing,  and LICENSEE  hereby  consents to
venue and personal  jurisdiction in any New York State court sitting in New York
City and the United States District Court for the Southern District of New York.
In any such action, the forum may retain jurisdiction to award damages, profits,
attorneys' fees or costs, as allowed by law in such matters.
            (b) Without  limiting the  provisions of clause (a) above,  NHLE may
elect to have any dispute or disagreement between the parties hereto arising out
of or relating to this License Agreement  settled by binding  arbitration in New
York  City  under  the  rules  then  in  effect  of  the  American   Arbitration
Association,  and  judgment  upon the award may be  entered in the courts of the
State of New York and any other court having jurisdiction.

       19.  ACCEPTANCE BY NHLE.

            This  instrument,  when  signed  by  LICENSEE,  shall be  deemed  an
application for a license and not a binding  agreement unless and until accepted
by NHLE by  signature  of a duly  authorized  officer and the delivery of such a
signed  copy to  LICENSEE.  The receipt  and/or  deposit by NHLE of any check or
other  consideration  given by LICENSEE  and/or the  delivery of any material by
NHLE to LICENSEE  shall not be deemed an acceptance by NHL of this  application.
The foregoing shall apply to any documents relating to renewals or modifications
hereof.


                                       17
<PAGE>

            IN WITNESS  WHEREOF,  the parties  hereto  have signed this  License
Agreement as of the day and year first above written.




NHL ENTERPRISES, L.P.,                 LICENSEE: COLLECTIBLE CONCEPTS GROUP, MC,

BY:    NHL ENTERPRISES, INC.,
       ITS GENERAL PARTNER

By: /s/ BRIAN P. JENNINGS                       By: /s/ PAUL S. LIPSCHUTZ
    ---------------------                           ---------------------
Name: Brian P. Jennings                         Name: Paul S. Lipschutz

Title: Group Vice President,                    Title: President
      Consumer Products Marketing
















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