America One



                        PROGRAM LICENSE AGREEMENT

THIS PROGRAMMING AGREEMENT ("Agreement") is between VOTH Network, Inc.
dba America One Television ("Network") with offices at 6125 Airport
Freeway, Ft. Worth, Texas 76117 and Access Media. ("Licensor").


1.  PROGRAM(S):   The MovieTime Showcase

2.  RIGHTS:
            Exclusive:
            Non-Exclusive:  X


3.  TERM OF AGREEMENT:

          Effective Date:         10/1/2003
          Termination Date:       7/31/2004

4.  LICENSOR:     Attn.: Roger Smith      Phone: 323-692-0544
                  Fax: 323-692-0545
                  E-mail: rnsmith@obn-tv.com

                  Billing Address: 4322 Wilshire Blvd., Suite 200
                                     Los Angeles, CA 90010

5.  NETWORK: America One.

6.  DATE OF DELIVERY OF PROGRAM: Programs to be supplied by satellite
                                 downlink.

       Programming Administrator, America One Television

       6125 Airport Freeway,   Ft. Worth, Texas 76117

       Phone:  682-432-0338  Fax: 682-647-2058

7. FORMAT:  The Programs (and any commercial spots) to be provided within
            satellite downlink.

8. PAYMENT TERMS: The Licensor will provide programs on a barter basis.

9. PROGRAM SCHEDULE: Network will schedule programs at its sole discretion,
                     with an option to repeat.

10. COMMERCIAL SPOTS: .	(per half hour)	Licensor:		2:30
                                             Affiliate:              2:00
                                             Network:                2:30
                                   Total minutes           7:00

11. LENGTH OF PROGRAM: (2 hours)	Commercial Time: 	28:00
                                        Content Time:         1:32:00
                                        Running Time:         2:00:00
Omni Movies 9/23/2003


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12. ADDITIONAL TERMS:

-   Licensor is supplying Programs on an non exclusive traditional and non-
    traditional broadcast rights basis..
-   America One Television will provide statements and an affidavit of
    performance at the end of each month.

13. TERMS AND CONDITIONS: The Terms and Conditions set out in the attached
Exhibit "A" are a part of this Agreement





AGREED TO AND ACCEPTED:

("Network")                                     ("Licensor")
VOTH Network, Inc., dba America One Television  Omni Broadcasting Network, Inc.

By:	VOTH Network, Inc


By:   /s/ Joe Ward
                                      By:  /s/ Roger Neal Smith
Name:  Joe Ward
                                      Name:    Roger Neal Smith
Title:  General Manager
                                      Title:  Chief Executive Officer


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                           EXHIBIT "A"
          TERMS AND CONDITIONS TO PROGRAM LICENSE AGREEMENT


A-1. GRANT:   Licensor hereby grants to Network the right and license to
     distribute, transmit, broadcast, advertise, promote, project and
     perform the Program(s) listed in this Agreement through it's
     affiliates, on broadcast an cable television only.  The
     aforementioned rights and license is limited to the United States,
     and its possessions. Network will provide Licensor a list of
     affiliates that are carrying Licensors programming. Licensor may
     list these individual stations as clearing the program as long as
     such listing identifies such stations as being affiliates of America
     One.

A-2. PROMOTIONAL MATERIALS:  Upon execution of this agreement,
     Licensor will provide Network with all available promotional
     materials for the Program(s) including trailers and promos (to be
     delivered on Beta SP), press material, and one sheets.  Network
     shall have the right to authorize others to advertise and promote
     the program(s).

A-3. DELIVERY REQUIREMENTS (TAPE):

     Network shall receive Program from satellite downlink.  Licensor
     shall provide satellite coordinates. Licensor shall provide all
     relevant equipment required to receive the satellite downlinks.

A-4. PAYMENTS:  Where applicable, Licensor shall pay one month's
     payments in advance to Network prior to broadcast of the program(s).
     Each party shall each have available to it only the number of
     Commercial Spots within each Program as set forth in this Agreement.

A-5. LICENSORS COMMERCIAL SPOTS:

(a)  Unless otherwise noted, all licensors commercial spots will be
     embedded in the program tape.

(b)  In the event commercials are provided separately, they shall
     be delivered no less than three business days in advance and shall
     be delivered on Beta SP format.

(c)  Network, with prior notification to Licensee, may refuse any
     Direct Response, Public Information, or commercial advertisement
     that is deemed in violation of FCC standards for terrestrial
     broadcasting or deemed inappropriate material for the Networks
     broadcast, production and content standards, including, but not
     limited to content that includes nudity, profanity, firearms,
     pornography, or any other products, services, or content which
     may be deemed fraudulent, or inappropriate material for general
     public access.

A-6. REPRESENTATIONS AND WARRANTIES: Licensor represents and warrants to
     Network that:

(a)  it has the right to enter into this Agreement and to
     grant the rights herein granted to Network free and clear of all
     liens and encumbrances;

(b)  the exercise by Network of any of the rights herein
     granted to it will not violate or infringe the copyright (including
     music performance rights), trademark, service mark, trade name,
     patent, literacy, intellectual, artistic or dramatic right, right of
     privacy or civil, property or any other rights whatsoever of any
     person or entity; and

(c)  Licensor has paid or shall pay any and all residuals,
     including all necessary music title and performance rights, reuse,
     and other fees or compensation of any kind, however denominated,
     which are due or may be come due by reason of Network's full
     exercise of any and all of its rights hereunder.

A-7. INDEMNIFICATION:   Licensor shall indemnify, defend, and hold
     harmless the Network and its agents, contractors, officers,
     directors, employees, partners, affiliates, representatives, and
     broadcast affiliates to the fullest extent allowed by law, from and
     against all losses, claims, damages, liabilities, expenses,
     including, without limitation, reasonable attorneys' fees based
     upon, relating to, or arising out of (i) claims arising out of the
     information contained in or linked to any Program or other
     information supplied by Licensor or its agents or representatives,
     (ii) actions or claims that the Programs are not owned by Licensor,
     (iii) claims for infringement upon any patent, trademark, service
     mark, copyright, trade name, trade secret, right of publicity, right
     to broadcast or rebroadcast, or other proprietary right or interest
     of a third party relating to the Program, (iv) actions taken by
     governmental agencies and/or industry or trade associations for
     advertisements not conforming to any applicable law and/or voluntary
     agreement, (v) actions or claims brought by ASCAP, BMI, or SESAC or
     other licensing groups in connection with the Programs, and
     (vi) breach of any representation or warranty made by Licensor or



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     its agents or representatives.  The obligations under this paragraph
     shall survive any termination of this Agreement unless specifically
     released in a writing executed by both parties.




A-8. FORCE MAJEURE: If because of act of God, inevitable accident; fire;
     lockout, strike or other labor dispute;
     riot or civil commotion; act of governmental instrumentality
     (whether federal, state or local); failure in whole or in part of
     technical facilities; failure or broadcast facilities, technical or
     programming difficulties, or other causes beyond Network's
     reasonable control Network fails to fully perform hereunder, the
     same shall not constitute a breach of this Agreement by Network, and
     Network will not be liable to Licensor for such failure to perform.

A-9. CANCELLATION:  Either party may cancel this Agreement under normal
     circumstances by delivering to the other party, or their designated
     representative, thirty (30) days prior notice in writing.  However,
     Network shall have the right to cancel this Agreement immediately by
     the most expedient means of communications to Licensor in the event
     that Licensor fails to timely perform any one or all of its
     responsibilities enumerated else where in the Agreement.  Any
     cancellation of this Agreement shall be prospective only and shall
     not affect the Network's perpetual rights to any Program (s)
     delivered prior to the effective date of such cancellation.



A-10. MISCELLANEOUS:

(a)   Both Network and Licensor shall give mention and/or
      credit to other party in all press releases or publicity concerning
      the Program(s).

(b)   Network may use and authorize the use in any media of the
      names, logos, trade names, trademarks, service marks and other
      intellectual property of Licensor and other entities or individuals
      participating in the Program, and the names, likenesses and voices
      of, and biographical information concerning, all athletes,
      contestants, players, coaches, managers, actors and others connected
      with the Program to broadcast, advertise, promote and publicize the
      Program. Network shall at no time replace or cover up in any way the
      Omni Broadcasting Network logo (Bug) in any of Licensor's
      programming., however, notwithstanding the foregoing, Network, at its
      sole discretion, reserves the right to place America One network logo
      (Bug) in all programming.

(c)   If either party decides to seek any recourse, action or
      claim to which it is entitled under or by reason of this Agreement,
      both parties agree that such recourse, action or claim shall extend
      only to Network and Licensor, and not to any of Network's partners
      (limited, general or otherwise), owners, or affiliates.

(d)   The prevailing party in any litigation (or arbitration to
      which the parties may hereafter agree) between the parties arising
      out of or relating to the interpretation, application or enforcement
      of any provision of this Agreement shall be entitled to recover all
      of its reasonable attorneys' fees (including an allocable portion of
      in-house attorneys' fees if any) and costs, including, but not
      limited to, costs and attorneys' fees related to or arising out of
      any trial or appellate proceedings.  Both parties agree to submit to
      binding arbitration as the sole recourse to settle any disputes.

(e)   This Agreement is made and delivered in Ft. Worth, Texas
      and shall be governed by and construed in accordance with the laws of
      the State of Texas (without regard to Texas' choice of law rules).
      Any delay or waiver (whether due to course of dealing or otherwise)
      of any right or remedy by Network shall not act as a waiver of any
      other right or remedy available to Network.

(f)   This Agreement embodies the entire understanding of the
      parties with respect to the subject matter hereof, supersedes any
      prior agreement or understanding, and may not be altered, amended, or
      otherwise modified except by an instrument in writing executed by
      both parties.

 (g)  The invalidity of any provision of this Agreement will
      not affect the validity of any other provision of this Agreement, but
      both parties must negotiate in good faith the equitable modification
      of any provision held to be invalid.  No provision of this Agreement
      is intended or shall be construed to provide or create any third
      party beneficiary right.  Additionally, this Agreement does not
      create, and shall not be construed to create, any joint venture,
      partnership, principle-agent, or any other similar relationship
      between the parties or their owners.

(h)   Licensor acknowledges that, except as specifically set
      forth in this Agreement, the Network has not made, does not make, and
      specifically negates and disclaims any representations, warranties,
      promises, covenants, agreements, or guarantees of any kind or
      character whatsoever, whether express or implied, oral or written,
      of, as to, concerning, or with respect to (i) the subject matter of
      this Agreement, (ii) the amount of any projected revenues, or
      (iii) Network's affiliates.  This paragraph shall survive the
      expiration or earlier termination of this Agreement.



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(i)   Unless otherwise specifically stated in this Agreement,
      (i) it shall be up to the sole discretion of the Network  in its good
      faith business judgment, to select the placement (e.g., time,
      duration, and location) of any Program on the Program Schedule,
      (ii) Network shall make revisions to the Program Schedule as it deems
      appropriate, and (iii) all commercials must be delivered at the same
      time the Program is delivered to Network (iv) Network, after first
      notifying Licensor, may edit and/or preempt any program that is in
      violation of FCC standards for terrestrial broadcasting or deemed
      inappropriate material for the Networks broadcast, production and
      content standards , including, but not limited to programs shot on
      VHS, SVHS, Hi 8, Digital 8,DV Mini DV, or any other non broadcast
      standard, and  content that includes but not limited to nudity,
      profanity, firearms, pornography, or any other products, services, or
      content which may be deemed inappropriate material for general public
      access.

(j)   Licensor agrees that the terms and conditions of this
      Agreement will be kept confidential by it and its agents, employees,
      and affiliates, and, except as may be required by law, will not be
      disclosed in any manner whatsoever, in whole or in part, without the
      prior written consent of the Network.


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