EXHIBIT 10.1

                                WORKING AGREEMENT
            Can-Am International Investment Corporation/TRA Maritimes
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Can-Am International Investment Corporation                     TRA Maritimes
#106-3738 North Fraser Way                                      P.O. Box 790
Burnaby, BC V5J 5G1                                             Middleton, Nova Scotia BOX IPO
Tel: 604-435-1705 Fax: 604-431-7673                             Tel: (902) 825-3404 Fax: (902) 825-2425
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Effective Date:  November 12, 1997
Between Can-Am International  Investment  Corporation (Can-Am) and TRA Maritimes
(Distributor)

THIS  agreement is a working  agreement  between  Can-Am and the  Distributor to
introduce the Premium Cigar  Program.  The parties agree to the following  terms
with the  understanding  that a complete and formal agreement has been presented
to the  Distributor  by  Can-Am  and is  forthcoming  and  in the  same  general
description  of this  agreement.  This  Working  Agreement,  however,  does  not
supersede the formal agreement forthcoming.

Agreement:  Can-Am will provide  Distributor  with humidors,  cigars and related
products.  The  Distributor  will  promote  and sell those  cigars  and  related
products as  authorized  by Can-Am,  and any other  Can-Am  authorized  products
("Can-Am Products") on the term of this agreement.

1.       Can-Am Responsibilities.  Can-Am will provide Distributor with a Can-Am
         Humidor,  which  will be owned by Can-Am and used  exclusively  for the
         display,  storage and sale of Can-Am  Products.  Can-Am will manage the
         program through its telemerchandising and merchandising and training of
         Distributor's  management and field staff. Can-Am will provide training
         materials to accounts at the store level.

2.       Distributor  Responsibilities.  Distributor  will  display  the  Can-Am
         Humidor on the front or main counter of  Distributor's  Location.  Each
         Can-Am  Humidor will be positioned  so that (a) no non-Can-Am  display,
         signs, labels or other materials block a customer's view of the Can- Am
         Humidor,  and (b) customers bays easy access to the Can-Am Humidor. The
         Humidor  cannot be construed as  self-serve.  Distributor  will display
         only labels,  displays or signs  approved by Can-Am in or on the Can-Am
         Humidor.  Distributor  will actively  promotes,  market and sell Can-Am
         Products  in or on the Can-Am  Humidor.  Distributor  will not sell any
         product from humidors other than Can-Am authorized  products,  and will
         not  display,  sell or store other  produces  in, on or from its Can-Am
         Humidor.   Distributor   will  comply  with  all  applicable   federal,
         provincial,   and  local  laws  and  regulations  of  Can-Am  Products.
         Distributor is to assist in merchandising and management  efforts where
         needed to make the program as effective as possible.

3.       Term of Agreement.  The initial term of this Agreement shall be for two
         (2)  calendar  years from the date  first  written  above  (the  "First
         Term"). This Agreement shall automatically

* Confidential portions omitted and filed
separate with the Commission.
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         renew  at the  expiration  of  the  First  Term  for  up to  three  (3)
         additional one (1) year terms (each an "Additional Term") unless either
         of the  parties,  at  least  thirty  (30)  calendar  days  prior to the
         expiration of the then existing  First Term or Additional  Term,  gives
         written notice to the other party not to renew this Agreement or unless
         this Agreement is terminated under other terms of this Agreement.

4.       Humidors. Can-Am will provide one Can-Am Humidor to the Retail Location
         at no cost.  Can-Am  will  repair or  replace,  at its  cost,  a Can-Am
         Humidor damaged due to  manufacturing  defects or normal wear and tear.
         The Retailer will care for and maintain the Can-Am Humidor  provided to
         Retailer.  Any Can-Am Humidor damaged by misuse,  lost or stolen may be
         repaired or replaced only by Can-Am;  the Retailer will pay the cost of
         any such repair or  replacements.  The replacement cost to the Retailer
         for any Can-Am Humidor will be * Upon termination of this Agreement for
         any reason, the Retailer,  at its cost, will return all Can-Am Humidors
         to Can-Am within 30 calendar days.

5.       Payments.  Can-Am will  invoice the  Distributor  for Can-Am  products.
         Distributor  agrees  to pay  Can-Am  seven  days  from  receipt  of the
         invoice,  including a late  charge of * of the total past due  payments
         should there be any.  The  Distributor  shall  collect the full invoice
         amount from the Retail locations.

6.       Marketing Rights. Can-Am hereby grants, and Distributor hereby accepts,
         the exclusive  right to sell and market Can-Am  Products to and through
         the  convenience,  grocery and gas Retail Locations in the Territory of
         Atlantic Canada pursuant to the terms and provisions of this Agreement,
         so long as the following conditions have been met:

         (i)      Within  the  first  90  days of  this  Agreement,  Distributor
                  contracts and obtains a signed Can-Am Single Location Retailer
                  Agreement (or, in the event of a chain of stores, an agreement
                  signed  by the  corporation  or other  entity  governing  such
                  stores) * ; and

          (ii)

7.       Pricing
         The current price schedule for Can-Am  products to be provided is based
         on  a  price  margin  of   approximately   *  before  tobacco  tax  for
         distributors  and  approximately  * after tobacco taxes for  retailers.
         Notwithstanding  the foregoing,  no assurance can be given by Can-Am as
         to what actual retail price for Can-Am Products to the marketplace will
         be or what the actual margins for Can-Am  Products for  distributors or
         retailer will be since such margins are  determined by the  marketplace
         and customer  demand,  and the actual price charged by distributors and
         retailers for Can-Am Products will be independently  determined by each
         distributor  and  retailer.  Can-Am shall pay a * rebate for the stores
         selling in excess of a certain  dollar  amount per quarter.  Subject to
         revision by Can-Am,  which  revision  shall be  effective  upon 90 days
         prior  notice,  Can-Am shall  initially  pay a * rebate for  individual
         stores with retail sales of Can-Am Products in excess of * Canadian per
         quarter  (or,  in the event of chains  of stores  governed  by the same
         entity, a * rebate for chains with stores averaging retail sales of the
         Can-Am Products in excess of * Canadian per quarter).

* Confidential portions omitted and filed
separate with the Commission.
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         Notwithstanding  the  foregoing,  the  pricing of the  Can-Am  Products
         charged by Can-Am may be subject to change as  determined  by Can-Am at
         Can-Am's sole discretion.

8.       Shipping.  Can-Am  direct  ships  the  product  to  the  stores  and is
         responsible  for all shipping  costs related to the product.  Can-Am is
         not responsible for correspondence  originating from the Distributor to
         Can-Am.

9.       Sales of Product.  Can-Am,  in conjunction with the  Distributor,  will
         make a best  effort to sell all product  placed in a humidor.  However,
         Can-Am does not guarantee the sale of any product.

10.      Independent Contractors;  No interest in Goodwill.  Distributor is, and
         will be, an  independent  contractor.  Except for tobacco taxes paid by
         Can-Am on the Can-Am  Products,  Distributor  will be  responsible  for
         obtaining and paying for any and all taxes, cost, bonds,  insurance and
         licenses required for Distributor's business and its distribution, sale
         and marketing of the Can- Am Products. Distributor will not acquire any
         interest  in any good will or  trademarks  associated  with the  Can-Am
         Products.

11.      Confidential  Information.  Distributor  recognizes that as a result of
         this  relationship,  Distributor  has in the past and may in the future
         develop,  obtain or learn about  Confidential  information which is the
         property of Can-Am or which Can-Am is under an  obligation  to treat as
         confidential. Distributor agrees to use its best efforts and the utmost
         diligence to guard,  protect and keep  confidential  said  Confidential
         Information sand  Distributor  agrees that Distributor will not, during
         or after the period of this  Agreement,  use for Distributor or others,
         or  divulge  to  others  any of  said  Confidential  Information  which
         Distributor may develop, obtain or learn about during or as a result of
         its Distributor  relationship  with Can- Am, unless authorized to do so
         by Can-Am in writing.

12.      No Warranties. Can-Am does not give or imply any warranties relating to
         Can-Am Products,  including any implied  warranties of  merchantability
         and fitness for a particular purpose. Can- Am liability, if any, to the
         Distributor   for   alleged   defective   products   will,   under  all
         circumstances,  be limited to repair or  replacement  of a product,  at
         Can-Am's sole option, and shall not include damages of any kind.

13.      Indemnification.  Distributor  and Can-Am will each  indemnify and hold
         each other harmless, and any of their related parties, from any and all
         liability  directly  or  indirectly  based  upon or related to any acts
         omissions of each party's  employees  or agents  arising in  connection
         with this agreement.

14.      Governing  Law;  Legal  Costs.  This  agreement  will  be  governed  in
         accordance with the laws of the Province of British Columbia and Canada
         and  the  Courts  of  British   Columbia   shall  have  the   exclusive
         jurisdiction  to hear and  resolve  any  dispute  between  the  parties
         related to this  Agreement.  The  prevailing  party in any such dispute
         relating to this  Agreement  shall be entitled to be paid its costs and
         expenses including its legal costs on a solicitor and own client basis.

* Confidential portions omitted and filed
separate with the Commission.
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15.      Notices.  Service of any notice  pursuant to this Agreement is complete
         and  effective:  (1) three days from the date of mailing via Registered
         Mail,  return receipt  requested and addressed to the party at the then
         current address; (b) upon receipt by facsimile at the party's facsimile
         number  given under this  Agreement.  Distributor  will  notify  Can-Am
         within 5 days in written of any changes to Distributor's name, address,
         facsimile or phone number.

16.      Severability.  In  case  any  one or  more  of the  provisions  of this
         Agreement  is held to be  invalid,  illegal,  or  unenforceable  in any
         respect,  such invalidity,  illegality,  or unenforceability  shall not
         affect other  provisions.  This Agreement shall be construed as if such
         invalid,  illegal or unenforceable provision had never been included in
         this Agreement.

17.      Binding on Successors and Assigns.  This Agreement  shall extend to and
         be  binding  upon the  heirs,  legal  representatives,  successors  and
         assigns of the parties.

EXECUTED as of the Effective Date set forth above.

"Can-Am"                                "Distributor"


By:   /s/ [signature]                   By:     /s/  [illegible]
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Title:    [Can-Am Officer]              Title:  C Store Merchandising Manager
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Date:       11/17/97                    Date:          11/17/97
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* Confidential portions omitted and filed
separate with the Commission.