EXHIBIT 10.20






                       ENTERTAINMENT PRODUCTION AGREEMENT

                                     BETWEEN

                           PEAK ENTERTAINMENT LIMITED

                                       AND

                          THE SILLY GOOSE COMPANY, LLC

                       ENTERTAINMENT PRODUCTION AGREEMENT



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This Production Agreement is dated as of 16 December 2004 by and among Peak
Entertainment Limited of Bagshaw Hall, Bagshaw Hill, Bakewell, England, DE45 1GL
(hereinafter `Peak'), The Silly Goose Company, LLC (hereinafter `Silly Goose').
Either of the foregoing may be referred to as a `Party', and collectively they
are referred to as the `Parties'.

                             ARTICLE 1. INTRODUCTION

1.    Recitals:

      (a)   The Property: Silly Goose has created that certain intellectual
            property entitled "The Wumblers". Pursuant to an agreement dated 28
            April 2003 Peak are entitled to all exploitation rights in the
            Property including merchandise and distribution rights and the right
            to enter into an Entertainment Production License.

      (b)   Peak: Peak is a holding company which is in the business of
            exploiting intellectual property rights, including television
            distribution, licensing and merchandising.

      (c)   Funding: Peak will fund or find third party investors to fund 52 X
            11 minutes animated television episodes based on the Property.

2.    Production:

      (a)   Peak agrees to supply the financing and to appoint a co-production
            partner to supply the facilities, personnel and/or services for the
            production of a series of 52 x 11 mins animated episodes.

      (b)   Bible: A bible for the Property will be created and submitted for
            approval to Silly Goose, and shall not be materially deviated from
            without their consent. If the Parties cannot agree in good faith on
            a creative element requiring their approval, the arbitration
            provision of this Agreement shall apply.


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                             ARTICLE II. PRODUCTION

3.    Quality of Production: The technical quality of the completed production
      elements shall be equal to the quality requirements customarily required
      by US network animation broadcasters. The Series shall be originally
      recorded in the English language, shall have the sound, music and effects
      fully synchronized to the applicable visual elements and shall be produced
      in compliance with all applicable US standards, laws and regulations,
      including (without limitation) broadcast standards, privacy, publicity,
      intellectual property and copyright laws.

                      ARTICLE III. FINANCING AND MARKETING

4.    Peak shall finance, or obtain finance from third parties, the production
      budget for 52 x 11 mins animated TV series episodes.

5.    Peak or/and its production finance partners shall recoup cost of said
      production and marketing budgets in first place.

         ARTICLE IV. EXPLOITATION AND DISTRIBUTION RIGHTS TO THE SERIES

6.    Ownership

      (a)   In proportion to their interest in the Net Proceeds therefrom, the
            Parties shall jointly own solely and exclusively, as tenants in
            common, an undivided interest in the copyright (including, without
            limitation, any renewals and extensions thereof) in and to the
            Series, all elements created in connection therewith as they are
            created, and all physical elements containing same. [Laura still
            owns 100% copyright in concept]

      (b)   The Parties hereby grant Peak, as trustee for the other Parties, the
            sole and exclusive right to license, enforce and exploit said
            copyright in the Territory.

      (c)   No Party shall assign or transfer its interest in the copyright to
            the Series. If it proposes to do so, it shall offer to sell its
            interest to the other Parties, as their interests may appear, on
            terms mutually acceptable to the Parties. If any Party proposes to
            assign or transfer its interest hereunder, the other Parties shall
            have the right to match any such deal which said Party proposes to
            accept, as their interests in the remainder of the project appear at
            the time.


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      (d)   Peak shall have the rights to produce other episodes based on the
            Property, the characters therein or theatrical, remake or sequel
            rights therein, plus distribution, licensing and merchandising
            rights thereof. If, within five (5) years after delivery of the last
            episode hereunder, Peak does not determine to produce theatrical
            motion pictures, remakes and/or sequels to the Series, the other
            Parties hereto shall first be offered the opportunity to participate
            in production, distribution and financing thereof on the same terms
            as contained herein, provided they are not in breach of this
            Agreement.

7.    Exploitation Rights

      (a)   Peak shall have, and Silly Goose hereby license to Peak, the sole
            and exclusive right to exploit the Series in the Territory, in
            perpetuity, in the media of Television Broadcasting, and to retain
            thirty-five percent (35%) of all gross revenues generated therefrom.
            Peak shall be the sole administrator of the music publishing to the
            Series in the Territory (which shall be either in the public domain
            or available for license through ASCAP or BMI) and shall be entitled
            to retain thirty-five percent (35%) of gross revenues therefrom.

            (i)   "Territory" shall mean the world

            (ii)  "Television Broadcasting" refers to all forms of presentation
                  and showing by means of the remote transmission and
                  reproduction of sound and image elements, by all procedures in
                  means known or still to be discovered, radiobroadcast all over
                  the Territory and transmitted by the intermediary of one or
                  several local radio broadcasting channels, by all types of
                  aerials, including home aerials, by cable distribution,
                  satellite, closed circuit or other modes of reception or
                  transmission, including UHF or VHF radio broadcasting, as well
                  as any forms of television commonly known as "free
                  television", "conventional television", "residential
                  television", "pay television", "public television",
                  "television by subscription", "DBS television", "commercial
                  television", "educational television" and "closed circuit
                  television and broadcast over the Internet. "Television
                  Broadcasting" shall not include Videograms or Merchandising.

            (iii) "Videogram" refers to any mechanism or media upon which a
                  visual work which transmits an illusion of movement is
                  located, and which may be presented visually, with or without
                  sound, by means of a television type system, including
                  videocassettes, videodiscs, DVD CDROM and other forms of the
                  same kind, through all means or procedures known or still to
                  be discovered.


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            (iv)  Peak shall have, and the parties hereby licence to Peak, the
                  sole and exclusive right to exploit the merchandising rights
                  in the Series in the Territory and to retain thirty-five
                  percent (35%) in the UK and forty percent (40%) in the rest of
                  the world of all gross revenues generated therefrom.
                  "Merchandising" refers to the exploitation of the Series and
                  the Property and all rights incidental thereto by means of
                  sales, franchising, licenses, rent, distribution, granting or
                  otherwise of posters, food and drinks, comics, cartoons,
                  novelties, cards, stationery, games (including electronic,
                  video, arcade and board) photographs, books, toys, clothes,
                  records, cassettes or other types of mechanical recording,
                  interactive/multimedia, films, all audio-visual support
                  including technical games and all other objects whose
                  manufacture, conception or concept is inspired, drawn or based
                  on one or any part of the Series, their characters or any
                  element thereof. All of the foregoing are listed for
                  illustration purposes only and not by way of limitation. Any
                  Internet website devoted to the Series shall be created and
                  managed, or licensed, by Peak.


                          ARTICLE V. SPLIT OF REVENUES

8.    Recoupment

      100% of production budget and marketing budget will be recouped by Peak
      and/or its finance partners from all gross revenues in first position.

9.    "Net Proceeds" "Net Proceeds" as used herein, shall mean (i) gross income
      or other value actually received by or on behalf of Peak from all sources
      an all media (whether now known or hereafter discovered) including
      (without limitation) Merchandising and Videograms), in the Territory, in
      perpetuity, less (ii) permitted distribution fees, permitted distribution
      expenses for French dubs and copyright/trademark enforcement costs),
      licensing and merchandising fees, (iii) the budgeted cost of production
      plus any permitted overbudget expenditures and the budget cost of
      marketing.

10.   "Net Proceeds" will be split 25% Silly Goose, 25% Peak, 50% Peak and/or
      third party financing partners. Silly Goose is herewith recognised as a
      third party finance partner by its investment of $500,000 on signature of
      this agreement. Thereafter Silly Goose's Net Proceeds share will increase
      by 6%. For avoidance of doubt this means that Net Proceeds will be split
      31% Silly Goose, 25% Peak and 44% Peak and/or other third party financing
      partners.


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                       ARTICLE VI. ADVERTISING AND CREDITS

11.   Advertising and Publicity; Confidentiality:

      (a)   Each of the Parties shall have the right to make public reference to
            its role hereunder in connection with the Series and its business
            generally, but the financial terms of this agreement shall be kept
            confidential between the Parties, unless required by law or stock
            exchanges to be revealed. The Parties shall jointly approve an
            initial press release and other press releases and advertising shall
            accurately state the relationship between the Parties and to the
            Series.

      (b)   Peak shall exercise reasonable efforts not to reveal to any third
            party any trade secrets, secret or confidential information,
            confidential technical information, or any other information
            relating to the copyright referred to in this Agreement or any such
            information relating to the carrying out of the production
            hereunder.

12.   Credits

      (a)   Peak shall accord Silly Goose and others working on the Episodes
            reasonable and customary credit among the titles of each Episode
            actually produced by Peak hereunder.

      (b)   In formal publicity issued by or under control of Peak relating to
            this Agreement Silly Goose shall be mentioned . The foregoing
            obligation shall not apply to award, congratulatory or institutional
            publicity.

      (c)   All other details of the foregoing credits shall be at Peak's
            discretion, Silly Goose shall not be entitled to any injunctive
            relief for a breach of this provision and Peak shall not be liable
            for any casual or inadvertent failure to accord such credit, or for
            the failure of any third party to comply with its obligations to
            Peak. If Silly Goose shall notify Peak of a breach of this
            provision, Peak shall take commercially reasonable efforts to
            correct such breach on a going forward basis. Such credit shall be
            subject to the broadcasting stations' and distributors' standards
            and practices policies. [Just in case broadcasts fails to show
            credits]



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                   ARTICLE VII. WARRANTIES AND REPRESENTATIONS

13.   (a)   Peak hereby represents and warrants to the Parties that, with the
            exception of those rights and materials which are in the public
            domain (i) it has the full right and authorization to enter into and
            perform its obligations hereunder; (ii) it will pay all sums due to
            any person who is or may be entitled to any payment in respect of
            services or facilities rendered, or goods supplied or rights granted
            in connection with the Series, (iii) will ensure that nothing
            contained in the Series is defamatory, violates the right of
            privacy, or violates the rights of any third party; (iv) it has not
            and will not create any charges, liens, claims, encumbrances,
            pledges, security interests, or restrictions over the Series or
            Property,; (v) there is no litigation in existence or pending or
            threatened against it in relation to the Series or Property.

      (b)   Silly Goose warrants that it has such right, title and interest in
            and to the Property as to enable it to vest in Peak, free from any
            liens or encumbrances or third party rights, the sole and exclusive
            right, privilege and license herein conveyed, that the rights
            granted herein have not been licensed to any other person or entity,
            that Silly Goose is the legal and beneficial owner of the Property
            and that, to the best of Silly Goose's knowledge, the exercise by
            Peak of the rights ranged herein shall not infringe the rights of
            any third party.

      (c)   Representation: It is expressly agreed that no Party is the legal
            representative of the other Parties and has no authority, expressed
            or implied, on behalf of the other Parties to bind such other
            Parties or to pledge their credit. Nothing contained in this
            Agreement shall be deemed or construed to constitute or create
            between the Parties hereto a partnership, joint venture, or agency.
            No party may be held liable for the acts either of omission or
            commission of the other Parties, and no party is authorized to or
            has the power to obligate or bind the other Parties by contract,
            agreement, warranty, representation, or otherwise in any manner
            whatsoever except as may be expressly provided herein. Nothing in
            this Agreement shall be construed as granting Silly Goose any right,
            license, or interest in or to any trademark, trade name, copyright,
            design, trade secret, know-how, or similar right or protection which
            is the property of Peak, its parent, subsidiaries, and/or affiliates
            except as expressly set forth herein to the contrary.

      (d)   Notice of Claim: The Party receiving notice of any claim or action
            subject to indemnity hereunder shall promptly notify the other
            Parties. Representations, warranties and indemnities shall survive
            any termination or expiration of this Agreement.


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                            ARTICLE VIII. TERMINATION

14.   Termination/Specific Performance

            (i)In case any Party fails to perform under or commits a material
            breach of any of the several covenants and conditions herein
            contained, the other Party shall notify such Party in writing of
            such failure or default and such Party shall then have the right to
            remedy such failure or default by complying with the terms of this
            Agreement, and thereby rendering the notice null and void and of no
            effect. If the breaching Party has not instituted a remedy or is not
            in the process of instituting a remedy within sixty (60) days of
            receipt of such notice, the aggrieved Party may terminate this
            Agreement immediately by a further notice in writing.

            (ii)Any termination under this Paragraph 16 will be without
            prejudice to the rights and remedies of any Party with respect to
            any provisions or covenants arising out of breaches committed prior
            to such termination. All rights, privileges, and licenses granted to
            Peak hereunder concerning the Property shall forthwith revert to
            Silly Goose, and Peak and shall forthwith cease the production of
            the Series.

                             ARTICLE IX. ARBITRATION

15.   Arbitration. This Agreement and all matters collateral thereto shall be
      governed by the laws of New York applicable to contracts entered into and
      to be fully performed in New York. Each Party agrees to appoint an agent
      in New York for the service of process hereunder, in the absence of which
      service on that Party may be made on the Secretary of State of New York.

      (a)   Subject Matter of Arbitration; Non-Applicability to Certain Acts.
            All controversies, claims or disputes between the Parties, their
            successors and assigns, arising out of this Agreement, or relating
            to the transactions contemplated hereby, including (without
            limitation) contract, tort or other controversies, claims or
            disputes, shall be resolved by arbitration in accordance with the
            provisions of this paragraph; provide, however, the arbitration
            provisions contained herein shall not apply to any action seeking to
            restrain or enjoin any other person (whether by way of a restraining
            order or preliminary or permanent injunction o otherwise) or to an
            action to obtain or execute on a writ of mandate or attachment, and
            nothing contained herein shall be construed to limit the right of a
            Party to file an action for any such purposes in a court of
            competent jurisdiction. However, the New York Superior Court for the
            Central District of New York or the U.S. Federal district court
            residing in such District shall be the agreed-upon forum in such
            instances.


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      (b)   Selection of Arbitrator. Either side to the dispute may institute
            arbitration by giving written notice of intention to arbitrate to
            the other Parties, which notice shall contain the nature of the
            controversy, the amount involved (if any), the remedies sought, and
            any other pertinent matter. Within fifteen (15) days after the
            giving of such notice, the other Party/Parties may submit to the
            initiating Party an answering statement. Within seven (7) days
            thereafter, the Parties (or their counsel) shall meet in person or
            by telephone and attempt in good faith to select an arbitrator, who
            shall be from the Los Angeles Trial Panel of Retired Judges and
            Commissioners (the "Panel"). Any agreed-upon selection shall be
            confirmed in writing signed by both sides or their counsel. If the
            Parties are unable to agree upon an arbitrator within the seven (7)
            day period, the arbitrator shall be appointed from the Panel by the
            American Arbitration Association in accordance with its then
            existing rules. The arbitrator shall not be a Party hereto, have a
            conflict of interest with, or be associated with, employed by, or
            have the status of a supplier of goods or services to, any party
            hereto.

      (c)   Arbitration Procedure: The arbitrator, if he desires, shall have
            access to all books and records of the Parties and other documents
            and things of the Parties pertinent to the matter in arbitration
            which shall enable him to make the required decision, including the
            work papers of the Parties and the parties' accountants. The
            arbitrator, if he desires, may employ experts not associated with or
            employed by any Party to assist him in making the required decision,
            and the cost of same shall be deemed a cost of arbitration. In
            addition, the arbitrator shall set a reasonable schedule for the
            conduct of any discovery desired by the Parties, the preparation and
            submission of briefs, and all other procedures he deems necessary to
            bring the matter to arbitration speedily, economically and fairly,
            and he shall have the power to resolve any disputes among the
            Parties relating to such discovery or other procedures without the
            necessity of a formal motion, but after giving both sides an
            opportunity to be heard. Prior to rendering his decision, the
            arbitrator shall afford each of the |Parties an opportunity, both
            orally and in writing, to present any relevant evidence and to
            present that Party's factual and legal contentions and arguments in
            connection with the matter in arbitration; provide, however, the
            formal rules of evidence applicable to judicial proceedings shall
            not apply; and provided, further, any Party submitting written
            material shall be required to deliver a copy of the same to the
            other Party concurrently with the delivery thereof to the
            arbitrator, and such other Party shall have the opportunity to
            submit a written reply a copy of which shall also be delivered to
            the other Party concurrently with the delivery thereof to the
            arbitrator. Oral argument shall take place only at a hearing before
            the arbitrator at which all Parties are afforded a reasonable
            opportunity to be present and heard. The parties may engage their
            own experts for the purposes of presenting evidence to the
            arbitrator. In all other respects and unless otherwise expressly
            provided herein or agreed upon by the Parties in writing, the
            arbitration shall be conducted in accordance with the rules then
            pertaining of the American Arbitration Association except that the
            provisions of section 1283.05 of the California Code of Civil
            Procedure, or any successor section thereto, relating to the taking
            of depositions in an arbitration proceeding, shall also apply.


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      (d)   Time and Place of Arbitration. The arbitration shall take place in
            the County of New York, State of New York, at a time and place
            selection by the arbitrator. Notice in writing of such time and
            place shall be given by the arbitrator to each Party at least thirty
            (3) days prior to the date so fixed.

      (e)   Arbitration Award. Unless the time is extended by the arbitrator, he
            shall submit his determination in writing within sixty (60) days
            after his appointment. The arbitrator shall have the right and power
            to grant any relief which could have been awarded if the controversy
            had been litigated in a court of competent jurisdiction; provide,
            however, no arbitrator shall have the right or power to enjoin or
            restrain any act of any Party (that right and power being expressly
            reserved to a court as set forth herein); and provided, further, no
            arbitrator shall have the right or power to award punitive damages,
            the Parties hereby expressly agreeing to waive any right they may
            have to institute a claim or action for punitive damages (whether in
            arbitration or in a judicial proceeding) to the fullest extent
            permitted by applicable law. The determination of the arbitrator
            shall be final, conclusive and binding. Any award made pursuant to
            arbitration may be entered as a judgment, on the application of any
            Party to said arbitration, by the New Yord Superior Court for the
            Central District of New York as the agreed-upon forum.

      (f)   Cost of Arbitration: Each party shall share the costs of the
            arbitration in proportion to its participation in net Proceeds;
            however, the arbitrator may order the prevailing Party or Parties to
            be reimbursed for all such costs.

                            ARTICLE X. MISCELLANEOUS

16.   Any Party may assign this Agreement, in whole or in part, to any party; to
      any parent, subsidiary or affiliated company; or to any entity with whom
      any parent, subsidiary or affiliated company is merged or consolidated; or
      to any entity acquiring all or substantially all of the stock or assets of
      any such parent, subsidiary or affiliated company. Any other assignment
      shall be subject to the written consent of the other Parties, not be to
      unreasonably withheld.


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17.   This Agreement may not be modified or waived in whole or in party except
      in writing signed by the Party to be charged. A waiver of any of the terms
      or conditions of this Agreement in any instance shall not be deemed or
      construed to be a waiver of such term or condition for the future, or of
      any subsequent breach thereof.

18.   The captions of the paragraphs of this Agreement are for convenience only,
      and shall not in any way affect the interpretation of the Agreement
      itself.

19.   All notices required to be given hereunder shall be given in writing by
      personal delivery, prepaid airmail, email or facsimile addressed to the
      Parties at the respective addresses of the parties as stated herein.
      Notices given by airmail or courier shall be deemed given on the date of
      mailing or delivery to a courier respectively, except as to notice of
      default, which shall be deemed given only when received by the addressee.

20.   If any provision of this Agreement, applied to any Party or to any
      circumstances, shall be adjudged by a court to be void or unenforceable,
      the same shall in no way affect any other provision of this Agreement.
      Nothing contained in this Agreement shall be construed so as to require
      the commission of any act contrary to law, and wherever there is any
      conflict between any provision of this Agreement and any statute, law,
      ordinance of regulation contrary to which the Parties have no legal right
      to contract, then the latter shall prevail, but in such event the
      provisions of this Agreement so affected shall be curtailed and limited
      only to the extent necessary to bring them within the legal requirements.
      Each and all of the legal rights and remedies provided for in this
      Agreement shall be construed as being cumulative, and no one of them shall
      be deemed to be excusive of the others or of any right or remedy allowed
      by law.


      IN WITNESS WHEREOF, THE parties have executed this agreement on the
date first above written


         Peak Entertainment Limited         The Silly Goose Company, LLC


         By: /s/ Paula Shorrocks            By: /s/ Laura Wellington
         -------------------------          ---------------------------
         Paula Shorrocks, Director          Laura Wellington, President