Exhibit 10.50

              MARKET DEVELOPMENT, GENERAL & ADMINISTRATIVE SERVICES
                                    AGREEMENT


      THIS  MARKET  DEVELOPMENT,  GENERAL &  ADMINISTRATIVE  SERVICES  AGREEMENT
("Agreement")  is entered into  effective  as of  September 1, 2001  ("Effective
Date") by and between:

      UBSN Limited, an English company, with its registered office located at 75
      Weston  Hill,  Crystal  Palace,  London SE19 ITX,  England  ("UBSN"),
and
      Mendocino  Brewing  Company,  Inc.,  a  California  corporation,  with its
      principal place of business  located at 13351 Highway 101 South,  Hopland,
      California 95499, U.S.A. ("MBC"),

in reference to the following facts:

      A.    UBSN is engaged in the business of brewing, marketing, distributing,
            and selling Kingfisher brand beer and related consumer products (the
            "Products")  and desires to develop a market for the Products in the
            United States.

      B.    UBSN  wishes  to  engage  MBC  to  perform  certain   marketing  and
            administrative  services  that will  benefit  UBSN in its efforts to
            market, sell and distribute the Products in the United States.

      C.    MBC is willing  and able to perform  such  services  for UBSN on the
            terms and conditions set forth herein.

      UBSN and MBC agree as follows:

Section 1 - Definitions

      For  purposes  of this  Agreement,  the  following  terms  shall  have the
meanings described below:

      1.1 "Confidential Information" shall mean and include any and all data and
information  not in the public  domain,  including  know-how and trade  secrets,
relating to, or  contained  or embodied in, the Products  and/or the business or
affairs of UBSN. Confidential  Information may be communicated orally, visually,
in writing or in any other recorded or tangible  form. All data and  information
shall be considered  to be  Confidential  Information  hereunder (a) if UBSN has
marked them as such, (b) if UBSN, orally or in writing, has advised MBC of their
confidential  nature,  or (c) if, due to their character or nature, a reasonable
person in a like  position  and under  like  circumstances  would  treat them as
confidential.


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<PAGE>

      1.2  "Intellectual  Property  Rights"  shall mean and include all patents,
copyrights,   designs,   trademarks,   service  marks,  trade  names  and  other
proprietary  rights or applications and  registrations  therefor that pertain to
the Products.

      1.3 "Person" shall mean and include any  individual,  corporation,  trust,
estate, partnership,  joint venture, company, association,  league, governmental
bureau or agency, or any other entity regardless of the type or nature thereof.

      1.4  "Services"  shall  mean  the  promotional,  market  development,  and
administrative  services  performed  by MBC (as more  particularly  described in
Section 2.1 below) to benefit UBSN in its efforts to market, sell and distribute
the Products in the United States.

Section 2 - Engagement of MBC

      2.1  Engagement.  Subject to the terms and  conditions of this  Agreement,
UBSN hereby engages MBC, and MBC hereby agrees, to perform Services on behalf of
UBSN, which may include any or all of the following:

      (a)   undertaking advertising or marketing projects,  including developing
            public relations campaigns, strategies and programs to develop brand
            name recognition for the Products and to competitively  position the
            Products in the United States marketplace;

      (b)   actively and regularly promoting and advertising the Products in the
            United  States,  including  assessing  and  implementing  the use of
            various  public   relations   alternatives,   such  as  direct  mail
            campaigns,  general and/or selective public advertising,  attendance
            at trade shows,  exhibits,  regional fairs,  and beer, wine and food
            festivals,  sponsorship of sporting and other events,  and radio and
            television broadcasting;

      (c)   conceiving,  creating,  drafting,  designing  and  developing  sales
            literature,  Product  announcements  and  descriptions,  advertising
            brochures, marketing pamphlets, and other promotional materials;

      (d)   preparing  sales  forecasts,   marketing  studies,  and  surveys  of
            marketing activities of competitors in the beer industry;

      (e)   providing business management  systems,  procedures and policies for
            accounting purposes, and budgetary,  financial forecasting,  general
            accounting, cost control and other related services;

      (f)   assisting  UBSN with  establishing  and  managing  the  distribution
            channels for the Products in the United States, including developing
            policies and  procedures  with respect to processing  deliveries and
            Product orders;


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<PAGE>

      (g)   preparing   documentation,   applications   for  permits  and  other
            authorizations  and  filings and reports  with  government  agencies
            required for UBSN to market, sell and distribute the Products in the
            United States; and

      (h)   providing such other marketing and administrative  services for UBSN
            as UBSN may reasonably request from time to time.

      2.2  Limitations on  Engagement.  MBC agrees that it shall not perform the
Services outside of the United States,  unless expressly authorized by UBSN. MBC
shall have no power or authority to (a) sell any of the Products, (b) enter into
any contract or binding agreement with respect to the Products, or (c) accept or
fill any orders for the Products.  All such  transactions  shall be entered into
directly between UBSN and its customers.

      2.3  Relationship  Between  Parties.  MBC  shall  act  as  an  independent
contractor  under the terms of this Agreement and not as a legal  representative
of UBSN for any purpose whatsoever. Nothing in this Agreement shall be construed
to (a) give either party the power to direct or control the daily  activities of
the other  party,  or (b)  constitute  the  parties as  employer  and  employee,
franchisor and franchisee,  partners, joint venturers, co-owners or otherwise as
participants in a joint undertaking. MBC has no right or authority to enter into
any  contract  or to assume or create  any  obligation  of any kind,  express or
implied, on behalf of UBSN.

Section 3 - Obligations of MBC

      3.1  General  Conduct.  MBC  shall use its best  efforts  to  perform  the
Services  hereunder.  MBC  agrees  that it  shall  at all  times  adhere  to the
instructions,  requests,  and policies of UBSN regarding its  performance of the
Services  hereunder.  MBC shall conduct its activities under this Agreement in a
lawful manner and in accordance with the highest  standards of fair trade,  fair
competition and business ethics.

      3.2 Personnel  and  Facilities.  MBC shall occupy and maintain  facilities
adequate to perform the  Services and perform its other  obligations  under this
Agreement.  MBC shall  retain and have at its  disposal at all times an adequate
staff of trained and qualified  personnel to perform its obligations  under this
Agreement.

      3.3 Promotional  Materials.  MBC shall have the right to prepare localized
Product  descriptions,  advertising  and  promotional  materials as it considers
appropriate  for the promotion of the Products in the United  States.  MBC shall
submit  all such  advertising  and  promotional  materials  to UBSN for  written
approval prior to commercial  release or use by MBC. Any and all advertising and
promotional materials for the Products shall comply with all applicable laws and
regulations,  including  without  limitation,  the laws and  regulations  of the
Bureau of Alcohol,  Tobacco and Firearms ("ATF") and the Department of Alcoholic
Beverage Control ("ABC") and various state and local departments of ABC.

      3.4  Records.  At all times during the term of this  Agreement,  MBC shall
maintain at its principal place of business full, complete, and accurate records
of its activities under this Agreement.  Upon reasonable notice, UBSN shall have
the right to review such records at


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<PAGE>

MBC's  premises  during  normal  business  hours for purposes of  verifying  the
performance of MBC's obligations hereunder.

      3.5  Reports.  Within  thirty  (30)  calendar  days  after the end of each
quarter in which this  Agreement  is in effect,  MBC shall  furnish  UBSN with a
written  report  summarizing  all Services  performed by MBC during such quarter
pursuant to this Agreement.

      3.6  Indemnification.  MBC shall defend,  indemnify and hold UBSN harmless
against any and all claims, demands, suits,  proceedings,  losses,  liabilities,
damages,  costs and expenses  (including  reasonable  attorneys' fees) which are
attributable to MBC's performance of the Services  resulting in UBSN's rights in
the Marks and  Intellectual  Property Rights being  prejudiced in any way. MBC's
obligations under the preceding  sentence are subject to the conditions that (i)
UBSN shall promptly have notified MBC in writing of any such claim, and (ii) MBC
shall  have  had sole  control  of such  defense  and all  negotiations  for any
settlement or compromise.

Section 4 - Obligations of UBSN

      4.1  Marketing  Materials.  UBSN  shall,  at no cost,  provide  MBC with a
reasonable quantity of marketing and promotional  materials to assist MBC in its
promotional and marketing activities hereunder, upon written request by MBC.

      4.2 Quality  Assurances.  UBSN  represents  and warrants that any Products
produced by UBSN (a) satisfy  national,  local,  and regional  health and safety
laws,  ordinances and regulations in the United States,  (b) are of merchantable
quality fit for human consumption, and (c) satisfy the quality control standards
and  procedures  established  by UBSN from time to time.  UBSN shall provide MBC
with all necessary and appropriate  documentation and certifications  evidencing
its compliance  with the above.  UBSN's  representation  and warranty under this
Section 4.2 shall not apply to any  Products  produced  by MBC  pursuant to that
certain Brewing License Agreement between the parties dated as of , 2001.

      4.3  Indemnification.  UBSN shall defend,  indemnify and hold MBC harmless
against any and all claims, demands, suits,  proceedings,  losses,  liabilities,
damages,  costs and expenses  (including  reasonable  attorneys' fees) which are
attributable  to any  allegation  that MBC's  performance  of the  Services,  in
accordance  with  this  Agreement,  infringes  the  patent,  copyright,  design,
trademark,  trade secret or other proprietary right of a third party;  provided,
however, that UBSN's indemnification obligation under this Section 4.3 shall not
apply to  MBC's  use of the  "Kingfisher"  trademark  in the  United  States  in
connection with any activities of MBC hereunder.  UBSN's  obligations  under the
preceding  sentence are subject to the  conditions  that (i) MBC shall  promptly
have  notified  UBSN in writing of any such claim,  and (ii) UBSN shall have had
sole  control  of such  defense  and all  negotiations  for  any  settlement  or
compromise.  Should any Product  become the subject of any  infringement  claim,
UBSN shall have the right to instruct MBC to refrain from marketing the Products
or to take such other steps as UBSN may consider  appropriate  in order to limit
its liability exposure.


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<PAGE>

Section 5 - Compensation

      5.1 Service  Fees.  In  consideration  for the  Services  performed by MBC
hereunder, UBSN shall pay to MBC an annual fee equal to $US1,000,000 in calendar
year 2001, $US300,000 in calendar year 2002 and $US200,000 in calendar year 2003
("Service Fees").

      5.2 Payments. All Service Fees payable by UBSN to MBC under this Section 5
shall be paid within  thirty (30)  calendar  days after the end of each quarter.
All Service Fees shall be paid in United States Dollars.

Section 6 - Confidential Information

      6.1 Nondisclosure Obligation.  During the term of this Agreement, UBSN may
disclose certain Confidential Information to MBC solely to permit MBC to perform
its obligations under this Agreement. MBC shall refrain from using or exploiting
any and all  Confidential  Information for any purposes or activities other than
those specifically authorized in this Agreement,  and MBC shall not disclose any
Confidential  Information  to any Person,  except to its employees,  agents,  or
representatives  with a need to know.  MBC shall  implement  effective  security
procedures  in  order  to  avoid  disclosure  or   misappropriation   of  UBSN's
Confidential  Information.  Each of MBC's employees,  agents, or representatives
who will have access to any of UBSN's  Confidential  Information shall execute a
nondisclosure  agreement,  in a form  acceptable  to UBSN,  which  prohibits the
unauthorized use or disclosure of any of UBSN's  Confidential  Information.  MBC
shall  immediately  notify  UBSN of any  unauthorized  disclosure  or use of any
Confidential Information that comes to MBC's attention and shall take all action
that UBSN  reasonably  requests  to  prevent  any  further  unauthorized  use or
disclosure thereof.

      6.2 Ownership of Materials. MBC expressly acknowledges and agrees that all
documents and materials that contain or embody any Confidential  Information are
and shall remain the sole  property of UBSN.  Such  materials  shall be promptly
returned to UBSN (a) upon UBSN's reasonable  request,  or (b) in accordance with
Section 8.5 hereof, upon termination of this Agreement.

      6.3  Exceptions.  The provisions of this Section 6 shall not apply to data
and information  disclosed to MBC by UBSN, if they (a) were already known to MBC
prior to  disclosure,  (b) have come into the public  domain  without  breach of
confidence  by MBC or any other  Person,  (c) were  received by MBC from a third
party without restrictions on their use in favor of UBSN, or (d) are required to
be disclosed pursuant to any applicable law, rule, regulation,  or government or
court order.


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<PAGE>


Section 7 - Intellectual Property Rights

      7.1 Ownership. MBC hereby acknowledges that UBSN, or its affiliate, is the
owner of all  rights,  title and  interest in and to the  Intellectual  Property
Rights  and that MBC  shall  acquire  no rights  whatsoever  in or to any of the
Intellectual Property Rights pursuant to this Agreement.  MBC shall not take any
action that may adversely affect or impair UBSN's,  or its affiliate's,  rights,
title and interest in or to the Intellectual Property Rights.

      7.2  Trademarks  and Trade Names.  The parties  acknowledge  that MBC may,
during the term of this Agreement, use the trademarks, trade names, domain names
or similar  marks and  designations  ("Marks")  as  authorized  by UBSN,  or its
affiliate, from time to time in connection with the performance of the Services.
Such use is expressly limited to marketing  displays,  trade shows,  advertising
materials and any other similar  activities by MBC necessary for the performance
of MBC's  obligations  under this  Agreement.  MBC shall not market the Products
under any name,  sign,  logo or designation  other than the Marks  authorized by
UBSN, or its affiliate, from time to time.

      7.3 Assistance.  MBC shall render to UBSN all reasonable assistance as may
be required by UBSN in order to preserve  the  validity  and  enforceability  of
UBSN's,  or  its  affiliate's,   rights,  title  and  interest  in  and  to  the
Intellectual  Property Rights. MBC agrees that it shall promptly notify UBSN (a)
of any and all infringements,  imitations, illegal use, or misuse, by any Person
of the Intellectual Property Rights which comes to its attention, and (b) of any
claims or objections that MBC's performance of the Services may or will infringe
the intellectual  property rights of any other Person. UBSN shall be responsible
for taking any action or  initiating  any  proceedings  which UBSN,  in its sole
discretion,   determines  to  be  necessary  or   appropriate   to  prevent  any
infringement of the  Intellectual  Property  Rights,  and MBC shall provide UBSN
with such assistance as UBSN may reasonably  request in connection with any such
action or proceeding.

Section 8 - Term and Termination

      8.1 Term. This Agreement shall become  effective on the Effective Date and
shall continue in force until the  expiration or termination in accordance  with
its terms of the  Distribution  Agreement dated 9 October 1998 (as  subsequently
amended) between UBSN and United Breweries (UK) Limited.

      8.2  Termination  for  Breach.  In the  event  that a  party  hereto  (the
"Breaching   Party")  shall  commit  any  material  breach  or  default  of  its
obligations under this Agreement,  the other party (the  "Non-Breaching  Party")
may give the Breaching  Party written notice thereof and demand that such breach
or default  be cured  immediately.  If the  Breaching  Party  fails to cure such
breach  or  default  within  thirty  (30)  calendar  days  after the date of the
Non-Breaching  Party's written notice  hereunder,  the  Non-Breaching  Party may
terminate this Agreement  immediately  upon giving written notice of termination
hereof to the Breaching Party.

      8.3 Termination for Insolvency. To the extent permitted by applicable law,
either party may terminate  this  Agreement  immediately  upon written notice of
termination  to the other


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<PAGE>


party if the other  party  goes into  bankruptcy  or  voluntary  or  involuntary
dissolution,  is  declared  insolvent,  fails to pay its debts as they come due,
makes an assignment for the benefit of creditors, becomes subject to proceedings
under any bankruptcy or insolvency law, or suffers the appointment of a receiver
or trustee over all or substantially all of its assets or properties.

      8.4  Termination  by UBSN.  Notwithstanding  the provisions of Section 8.2
hereof,  UBSN may terminate  this  Agreement  immediately  by written  notice of
termination to MBC if MBC breaches any of its obligations  under Sections 6 or 7
hereof.

      8.5 Rights and Obligations Upon Termination. Termination of this Agreement
for any reason  whatsoever  shall  extinguish all rights and  obligations of the
parties,  except for those rights and obligations  accrued prior to termination,
as specified  under this Section 8. Upon  termination  of this Agreement for any
reason  whatsoever,  MBC shall (a)  immediately  cease  the  performance  of all
Services  hereunder,  (b)  return  to  UBSN  all  promotional  materials  in its
possession which have been provided by UBSN or developed by MBC pursuant to this
Agreement,  and (c)  return  to UBSN all  documents  and other  materials  which
contain or embody any Confidential  Information  which are in MBC's  possession,
unless otherwise agreed to between the parties.

      8.6 Status of Payments Upon Termination.  If termination of this Agreement
occurs due to any event other than  breach or default by MBC,  then MBC shall be
entitled to all Service Fees that have accrued prior to the date of termination.
Payment of the Service Fees after  termination  shall be made in accordance with
Section 5 hereof.

      8.7 Survival.  Notwithstanding termination of this Agreement, in the event
of  termination of this  Agreement for any reason  whatsoever,  Sections 6 and 7
hereof shall survive for as long as necessary to effectuate their purposes,  and
shall bind the  parties and their  respective  representatives,  successors  and
assigns.

      8.8  Waiver  of  Termination  Compensation.  To the  extent  permitted  by
applicable  law,  neither party shall be liable to the other party for, and each
party hereby expressly waives any right to, any termination  compensation of any
kind or  character  whatsoever,  to which such party may be  entitled  solely by
virtue of termination of this Agreement.

Section 9 - Compliance with Laws

Each party shall at all times and at its own expense  (a)  strictly  comply with
all  applicable  laws,  rules,  regulations  and  governmental  orders,  now  or
hereafter in effect, relating to its performance of this Agreement,  (b) pay all
fees and other charges required by such laws, rules, regulations and orders, and
(c)  maintain in full force and effect all  licenses,  permits,  authorizations,
registrations and qualifications  from all applicable  governmental  departments
and  agencies  to the extent  necessary  to perform its  obligations  hereunder.
Without  limiting the generality of the preceding  sentence,  MBC agrees that in
performing the Services  hereunder it will comply with all laws and  regulations
of the ATF and the various state [and provincial] departments of ABC.


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<PAGE>

Section 10 - General Provisions

      10.1 No Waiver.  The  failure of either  party to assert any of its rights
under this Agreement  shall not be deemed to constitute a waiver of that party's
right  thereafter  to enforce  each and every  provision  of this  Agreement  in
accordance with its terms.

      10.2 Entire  Agreement.  This Agreement  constitutes the entire  agreement
between the parties with respect to the subject matter hereof and supersedes all
prior agreements,  understandings and  communications,  whether written or oral,
between the parties with respect to the subject matter hereof.  No  modification
or amendment of this Agreement shall be effective unless in writing and executed
by a duly authorized representative of each party.

      10.3  Assignment.  MBC shall not have the right or power to assign  any of
its  rights,  or  delegate  the  performance  of any of its  duties,  under this
Agreement without the prior written  authorization of UBSN, which may be granted
or withheld by UBSN, in its sole  discretion;  provided,  however,  that no such
prior  authorization shall be required for MBC to subcontract the performance of
the Services.

      10.4 Force  Majeure.  Notwithstanding  anything in this  Agreement  to the
contrary,  neither  party  shall be liable to the other party for any failure to
perform or delay in the  performance  of any  obligation  hereunder,  except for
payment  obligations  hereunder,  when  such  failure  to  perform  or  delay in
performance is caused by an event of force majeure; provided,  however, that the
party whose  performance  is prevented or delayed by such event of force majeure
shall give  prompt  notice  thereof to the other  party.  For  purposes  of this
Section  10.4,  the term "force  majeure"  shall include war,  rebellion,  civil
disturbance,  earthquake,  fire, flood, strike,  lockout,  labor unrest, acts of
governmental authorities, shortage of materials, acts of God, acts of the public
enemy and, in general,  any other  causes or  conditions  beyond the  reasonable
control of the parties.  If any event of force  majeure  continues for more than
ninety (90) calendar days, either party may terminate this Agreement upon notice
to the other party.

      10.5  Notices.  All notices,  reports,  invoices and other  communications
between  the  parties  hereto  shall be in  writing  and sent by  facsimile,  by
registered or  certified,  first-class  airmail,  return  receipt  requested and
postage prepaid,  or by courier.  All such  communications  shall be sent to the
party at the address shown at the  beginning of this  Agreement or to such other
address  of which the  receiving  party has given  prior  notice to the  sending
party.

      10.6 Subject Headings. The subject headings of this Agreement are included
for  purposes  of  convenience  only and shall not  affect the  construction  or
interpretation of any of its provisions.

      10.7 Severability. In the event that any provision hereof is found invalid
or unenforceable  pursuant to a final judicial decree or decision, the remainder
of this Agreement will remain valid and  enforceable  according to its terms. In
the event of such partial  invalidity,  the parties  shall seek in good faith to
agree on replacing any such legally invalid provisions with


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<PAGE>



provisions which, in effect, will most nearly and fairly approach the effect of
the invalid provisions.

      10.8  Counterparts.  This  Agreement  may  be  executed  in  two  or  more
counterparts,  each of  which  will be  deemed  an  original,  but all of  which
together constitute one and the same instrument.

Section 11 - Enforcement of Agreement

      11.1 Choice of Law and  Jurisdiction.  This  Agreement,  and any  disputes
arising out of or in connection  with this  Agreement,  shall be governed by and
construed  in  accordance  with the laws of the  State  of  California,  U.S.A.,
excluding its rules  governing  conflicts of laws. The courts located within the
State of California,  U.S.A. shall have exclusive jurisdiction to adjudicate any
disputes arising out of or in connection with this Agreement. The parties hereby
consent  to the  personal  jurisdiction  of the  courts  located in the State of
California, U.S.A. for the resolution of disputes hereunder.

      11.2 Legal Expenses.  The prevailing party in any legal proceeding brought
by one party  against the other party and arising out of or in  connection  with
this Agreement shall be entitled to recover its legal expenses,  including court
costs and  reasonable  attorneys'  fees.  The  parties  hereto  have caused this
Agreement to be executed by their duly authorized representatives,  effective as
of the day and year first written above.




                                    UBSN LIMITED

                                    By:
                                            ----------------------------------

                                    Name:
                                            ----------------------------------

                                    Title:
                                            ----------------------------------

                                    MENDOCINO BREWING COMPANY, INC.


                                    By:
                                            ----------------------------------

                                    Name:
                                            ----------------------------------

                                    Title:
                                            ----------------------------------



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