PURCHASE AND SALE AGREEMENT #01-04/00

Moscow City                                                       April 4, 2000


[Savva Group  Entertainment  Video]  Company  Limited in the person of Executive
Director  Mr.   Sorochkin  S.B.   acting  under  the  Articles  of  Association,
hereinafter referred to as the [Seller] and [Oxiris] Closed Joint Stock Company,
hereinafter referred to as the [Buyer], in the person of Mr. Dolgov V.A., acting
under the  Articles  of  Association,  have  concluded  this  Agreement  for the
following:

                             1. Subject of Agreement

1.1    The  Seller  undertakes  the  obligation  to  transfer  the Goods  (video
       products) and the Buyer undertakes the obligation to pay for the Goods in
       accordance with the Seller's price list.

1.2    The Goods  transfer  shall be  effected  on the basis of oral or  written
       order of the Buyer (transmitted by fax message or other means). The Goods
       quantity and range shall be specified in waybills accompanying each lot.

                                 2. Goods Price

2.1    The price for Goods shall be  established in Russian Rubles and indicated
       in waybills and invoices accompanying each lot.

                    3. Responsibilities and Rights of Parties

3.1    The Seller responsibilities and rights include the following:
       3.1.1    The Seller shall be responsible  for delivery of Goods with duly
                quality to the Buyer in event of their  availability in stock at
                the Sellers' warehouses against the order placed by the Buyer no
                later that 24 hours from the moment of order receipt.

       3.1.2    The Seller shall be  responsible  for  replacement  of defective
                Goods and also the Goods  that do not  comply  with the  Buyer's
                order  within 5  (five)  days  from the  moment  of  receipt  of
                information  about such Goods from the Buyer. The Goods shall be
                deemed defective if they have obvious or hidden defects and also
                the Goods returned by any third party in connection with defects
                occurred due to the fault of the Buyer,  that were not specified
                at the time of transfer,  and the Goods with the  contents  that
                does not meet the requirements of active legislation.

       3.1.3    In event of absence  of Goods at the  Sellers'  warehouses,  the
                latter  shall  inform the Buyer  during 24 hours about  possible
                delivery date.

       3.1.4    The  Seller  shall  be   responsible   for  making  of  shipping
                documents.

       3.1.5    The Seller shall be responsible for ensuring quality  guarantees
                for  the  Goods  within  the  limits  provided  by  manufacturer
                guarantees.

       3.1.6    The Seller guarantees the Goods transferred under this Agreement
                to be in lawful turnover and that they do not infringe any third
                party intellectual property rights.

3.2    The Buyer responsibilities and rights include the following:

       3.2.1 The Buyer shall  accept the Goods from the Seller on  condition  of
       self-pickup from the Seller's warehouse in Moscow.

       3.2.2  The  Buyer  shall  be  responsible  for  inspection  during  Goods
       acceptance  procedure  against quantity and range; for making and signing
       of appropriate  documents and informing the Seller about any deficiencies
       revealed during acceptance  procedure.  The Buyer shall have the right to
       deny  acceptance  of Goods in an  event of their  noncompliance  with the
       range specified in order or quantity.

                             4. Settlement Procedure

4.1    The Buyer shall pay for the Goods by  remittance of funds to the Seller's
       settlement  account or cash  department on the basis of invoices drawn on
       the Buyer's order.

4.2    The Buyer shall have the right to make  advance  payment to the  Seller's
       settlement account proceeding from the assumed Goods purchase volume.

                             5. Liability of Parties

5.1    In event of  nonfulfilment by any of the parties under this Agreement any
       provision  hereof,  disputable  issues  shall be  settled on the basis of
       mutual  agreements.  In event of  inability to reach  agreement  the case
       shall be  transferred  for  settlement to the  International  Arbitration
       Court at the Commerce and Industry Chamber, the City of Moscow.

<PAGE>

                 6. Agreement Term and Its Termination Procedure

6.1    This  Agreement  shall be  effective  from the  moment of its  signing by
       authorized persons of the parties.

6.2    The term of this Agreement  shall be equal to one calendar year. The term
       shall be automatically  renewed for each successive  period unless either
       of the  parties  elects not to renew by giving not less than one  months'
       prior written  notice to the other about  termination of the Agreement or
       its reviewing.

6.3    This  Agreement may be terminated on the wish of either of the parties on
       condition of not less than one months' prior written notice.

                                7. Force Majeure

7.1    In an event of  circumstances  caused by direct or indirect force majeure
       events including, without limitation, flood, fire, earthquake, epidemics,
       military  conflicts,  overturns,  terrorist attacks,  civil disturbances,
       strikes,  regulations,  orders or other administrative  interference from
       the  government  or any other  decrees,  administrative  or  governmental
       restrictions   affecting  performance  of  responsibilities   under  this
       Agreement  or  other  circumstances  beyond  the  reasonable  control  of
       parties,  the terms of  performance  of these  responsibilities  shall be
       proportionately extended for the time of duration of these circumstances,
       if they significantly  affect the timely execution of the whole Agreement
       or any part thereof  which is subject to  execution  after onset of force
       majeure  circumstances.  Both parties shall immediately notify each other
       in  writing   about   commencement   and   cessation  of  force   majeure
       circumstances   hindering  fulfillment  of  responsibilities  under  this
       Agreement.  The party  referring  to force  majeure  circumstances  shall
       provide the confirming document of competent state authority.

                               8. Other Conditions

8.1    The  Agreement  can be changed  and  amended by written  approval  of the
       parties signed by their authorized representatives.  8.2 Within two weeks
       from the signature date of this  Agreement,  the parties approve and make
       out as an Addendum to this Agreement the details of technical interaction
       for exchange of  information  about the Goods  (warehouses  stock and the
       Seller's updated price lists).

                      9. Parties' Addresses and Information

<TABLE>
<CAPTION>

SELLER                                                    BUYER
------                                                    -----

<S>                                                       <C>
[Savva Group Entertainment Video]Company Limited          [Oxiris]Closed Joint Stock Company
12 Bolshoi Kupavensky Drive, Block 1                      12 Scientific Drive, Moscow ZIP Code 117802
Moscow ZIP Code 105568                                    Bank name:[EuroWestSibBank]Joint Stock Commercial
TIN: 7719174584                                           Bank
Settlement account: 40702810700000001431 at[Credit        Settlement account: 40702810700030000049
Trust]Commercial Bank                                     BIK: 044585726
Correspondent account: 30101810700000000352               Correspondent account: 30101810000000000726
BIK: 044583352                                            TIN: 7706200205
OKONKh: 13145                                             OKONKh 71100, 71200
OKPO: 18323620                                            OKPO 51260913

(Signature) /s/Sorochkin S.B.                             (Signature) /s/Dolgov V.A.
            ----------------                                          --------------
            Sorochkin S.B.                                            Dolgov V.A.
(Seal)                                                    (Seal)
April 4, 2000                                              April 4, 2000
</TABLE>

                      PURCHASE AND SALE AGREEMENT #01-04/00

Moscow City                                                       April 4, 2000


[Savva Group  Entertainment  Video]  Company  Limited in the person of Executive
Director  Mr.   Sorochkin  S.B.   acting  under  the  Articles  of  Association,
hereinafter referred to as the [Seller] and [Oxiris] Closed Joint Stock Company,
hereinafter referred to as the [Buyer], in the person of Mr. Dolgov V.A., acting
under the  Articles  of  Association,  have  concluded  this  Agreement  for the
following:

                             1. Subject of Agreement

1.1    The  Seller  undertakes  the  obligation  to  transfer  the Goods  (video
       products) and the Buyer undertakes the obligation to pay for the Goods in
       accordance with the Seller's price list.

1.2    The Goods  transfer  shall be  effected  on the basis of oral or  written
       order of the Buyer (transmitted by fax message or other means). The Goods
       quantity and range shall be specified in waybills accompanying each lot.

<PAGE>

                                 2. Goods Price

2.1    The price for Goods shall be  established in Russian Rubles and indicated
       in waybills and invoices accompanying each lot.

                    3. Responsibilities and Rights of Parties

3.1    The Seller responsibilities and rights include the following:
       3.1.1    The Seller shall be responsible  for delivery of Goods with duly
                quality to the Buyer in event of their  availability in stock at
                the Sellers' warehouses against the order placed by the Buyer no
                later that 24 hours from the moment of order receipt.

       3.1.2    The Seller shall be  responsible  for  replacement  of defective
                Goods and also the Goods  that do not  comply  with the  Buyer's
                order  within 5  (five)  days  from the  moment  of  receipt  of
                information  about such Goods from the Buyer. The Goods shall be
                deemed defective if they have obvious or hidden defects and also
                the Goods returned by any third party in connection with defects
                occurred due to the fault of the Buyer,  that were not specified
                at the time of transfer,  and the Goods with the  contents  that
                does not meet the requirements of active legislation.

       3.1.3    In event of absence  of Goods at the  Sellers'  warehouses,  the
                latter  shall  inform the Buyer  during 24 hours about  possible
                delivery date.

       3.1.4    The  Seller  shall  be   responsible   for  making  of  shipping
                documents.
<PAGE>

       3.1.5    The Seller shall be responsible for ensuring quality  guarantees
                for  the  Goods  within  the  limits  provided  by  manufacturer
                guarantees.

       3.1.6    The Seller guarantees the Goods transferred under this Agreement
                to be in lawful turnover and that they do not infringe any third
                party intellectual property rights.

3.2    The Buyer responsibilities and rights include the following:

       3.2.1 The Buyer shall  accept the Goods from the Seller on  condition  of
       self-pickup from the Seller's warehouse in Moscow.

       3.2.2  The  Buyer  shall  be  responsible  for  inspection  during  Goods
       acceptance  procedure  against quantity and range; for making and signing
       of appropriate  documents and informing the Seller about any deficiencies
       revealed during acceptance  procedure.  The Buyer shall have the right to
       deny  acceptance  of Goods in an  event of their  noncompliance  with the
       range specified in order or quantity.

                             4. Settlement Procedure

4.1    The Buyer shall pay for the Goods by  remittance of funds to the Seller's
       settlement  account or cash  department on the basis of invoices drawn on
       the Buyer's order.

4.2    The Buyer shall have the right to make  advance  payment to the  Seller's
       settlement account proceeding from the assumed Goods purchase volume.

                             5. Liability of Parties

5.1    In event of  nonfulfilment by any of the parties under this Agreement any
       provision  hereof,  disputable  issues  shall be  settled on the basis of
       mutual  agreements.  In event of  inability to reach  agreement  the case
       shall be  transferred  for  settlement to the  International  Arbitration
       Court at the Commerce and Industry Chamber, the City of Moscow.

                 6. Agreement Term and Its Termination Procedure

6.1    This  Agreement  shall be  effective  from the  moment of its  signing by
       authorized persons of the parties.

6.2    The term of this Agreement  shall be equal to one calendar year. The term
       shall be automatically  renewed for each successive  period unless either
       of the  parties  elects not to renew by giving not less than one  months'
       prior written  notice to the other about  termination of the Agreement or
       its reviewing.

6.3    This  Agreement may be terminated on the wish of either of the parties on
       condition of not less than one months' prior written notice.

                                7. Force Majeure

7.1    In an event of  circumstances  caused by direct or indirect force majeure
       events including, without limitation, flood, fire, earthquake, epidemics,
       military  conflicts,  overturns,  terrorist attacks,  civil disturbances,
       strikes,  regulations,  orders or other administrative  interference from
       the  government  or any other  decrees,  administrative  or  governmental
       restrictions   affecting  performance  of  responsibilities   under  this
       Agreement  or  other  circumstances  beyond  the  reasonable  control  of
       parties,  the terms of  performance  of these  responsibilities  shall be
       proportionately extended for the time of duration of these circumstances,
       if they significantly  affect the timely execution of the whole Agreement
       or any part thereof  which is subject to  execution  after onset of force
       majeure  circumstances.  Both parties shall immediately notify each other
       in  writing   about   commencement   and   cessation  of  force   majeure
       circumstances   hindering  fulfillment  of  responsibilities  under  this
       Agreement.  The party  referring  to force  majeure  circumstances  shall
       provide the confirming document of competent state authority.

<PAGE>

                               8. Other Conditions

8.1    The  Agreement  can be changed  and  amended by written  approval  of the
       parties signed by their authorized representatives.

8.2    Within two weeks from the signature date of this  Agreement,  the parties
       approve  and make out as an  Addendum  to this  Agreement  the details of
       technical  interaction  for  exchange  of  information  about  the  Goods
       (warehouses stock and the Seller's updated price lists).

                      9. Parties' Addresses and Information

<TABLE>
<CAPTION>

SELLER                                                    BUYER

<S>                                                       <C>
[Savva Group Entertainment Video]Company Limited          [Oxiris]Closed Joint Stock Company
12 Bolshoi Kupavensky Drive, Block 1                      12 Scientific Drive, Moscow ZIP Code 117802
Moscow ZIP Code 105568                                    Bank name:[EuroWestSibBank]Joint Stock Commercial
TIN: 7719174584                                           Bank
Settlement account: 40702810700000001431 at[Credit        Settlement account: 40702810700030000049
Trust]Commercial Bank                                     BIK: 044585726
Correspondent account: 30101810700000000352               Correspondent account: 30101810000000000726
BIK: 044583352                                            TIN: 7706200205
OKONKh: 13145                                             OKONKh 71100, 71200
OKPO: 18323620                                            OKPO 51260913

(Signature) Sorochkin S.B.                                (Signature) Dolgov V.A.
(Seal)                                                    (Seal)
April 4, 2000                                             April 4, 2000

</TABLE>