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EXHIBIT 10.14                                LOS ANGELES TURF CLUB, INCORPORATED
                                             285 WEST HUNTINGTON DRIVE
                                             ARCADIA, CALIFORNIA 91007


July 1, 1999

                                                          PRIVATE & CONFIDENTIAL
Mr. Lonny Powell
1501 West Bell Road
Phoenix, Arizona 85023

Dear Lonny:

 RE: EMPLOYMENT WITH LOS ANGELES TURF CLUB, INCORPORATED DBA "SANTA ANITA PARK"

In accordance with our recent discussions, this letter will confirm that the
terms and conditions of your employment with Los Angeles Turf Club, Incorporated
(the "Corporation"), shall be as follows:

1.       POSITION: You are appointed President and CEO of Los Angeles Turf Club,
         Incorporated and Vice-President, Venture Co. ("Ventures") reporting to
         the Chairman of Ventures or his designee.

2.       BASE SALARY: Your Base Salary shall be U.S. $250,000 per annum (less
         statutorily required deductions), payable in arrears in accordance with
         the Corporation's standard payroll practices.

3.       ANNUAL BONUS: In addition to your Base Salary, you shall receive an
         annual bonus (inclusive of all entitlement to vacation pay, and less
         statutorily required deductions) in an amount equal to one percent
         (1.0%) of the net profits before income tax of the Santa Anita Park
         racing operations for each full fiscal year of the Corporation
         completed during your employment. Your Annual Bonus for the 1999 fiscal
         year will, however, be prorated from the Start Date to December 31,
         1999.

         Net profits before income tax of the Santa Anita Park racing operations
         for the purposes of this agreement shall be determined and paid in
         accordance with the stated policies prescribed by the Corporation
         and/or Ventures, from time to time, in their sole discretion.

4.       SIGNING BONUS: In addition, you shall receive a one-time lump-sum
         signing bonus of U.S.$100,000 (less taxes and other statutory
         deductions), payable immediately upon the execution of this agreement
         by both you and the Corporation.

5.       BENEFITS: During your employment by the Corporation, you will be
         entitled to:

         (a)      participate in all group insurance and benefit programs
                  generally applicable to salaried employees of the Corporation
                  from time to time, with the exception of the Magna Employee
                  Equity Participation and Profit Sharing Plan or any equivalent
                  or related plans in effect from time to time;

         (b)      four (4) weeks vacation in respect of each completed twelve
                  (12) month period, to be taken at such time or times as are
                  mutually convenient to you and the Corporation, but not
                  payment in lieu thereof;

         (c)      receive an automobile allowance of U.S. $700 per month;
                  provided that you shall be responsible for all automobile
                  operating costs including, without limitation, fuel, repairs,
                  maintenance, insurance premiums and insurance deductibles; and

         (d)      reimbursement for all reasonable and documented business
                  expenses incurred on behalf of the Corporation in carrying out
                  your duties, in accordance with the Corporation's policies
                  from time to time, but excluding automobile operating costs.


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6.       VENTURES STOCK OPTIONS: Subject to the express approval of the Board of
         Directors of Ventures and any regulatory bodies having jurisdiction
         (including the consent of The New York Stock Exchange and/or NASDAQ to
         the listing of the underlying shares), and subject to you entering into
         a Stock Option Agreement with Ventures in the standard form
         contemplated by Ventures Incentive Stock Option Plan, Ventures shall
         grant you options to purchase 25,000 Class A Subordinate Voting Shares
         of Ventures at an exercise price per share which is equal to 100% of
         the last sale price of such shares on The New York Stock Exchange
         and/or NASDAQ on the trading day prior to the date of Ventures Board
         approval. Such options shall be exercisable by you only in accordance
         with the terms and conditions set forth in the Stock Option Agreement
         referred to above. Upon receipt of an executed copy of this agreement,
         we will place this matter before the Board of Directors of Ventures at
         the earliest opportunity.

7.       TERMINATION: Your employment and this agreement, including all benefits
         provided for under this agreement, will terminate on: (a) the
         acceptance by the Corporation of your voluntary resignation; (b) at the
         Corporation's option, your disability for an aggregate of six (6)
         months or more in any twenty-four (24) month period, subject to any
         statutory requirement to accommodate such disability; (c) your death;
         or (d) your dismissal for just cause or by reason of your breach of the
         terms of this agreement.

         Otherwise, you or the Corporation may, at any time, terminate your
         employment and this agreement by providing the other party with twelve
         months prior written notice of intention to terminate. In addition the
         Corporation may elect to terminate your employment immediately by
         paying you a retiring allowance of U.S. $250,000 (less statutorily
         required deductions) either in a lump sum within thirty (30) days of
         the day of termination or monthly in arrears in twelve (12) equal
         instalments commencing thirty (30) days after the day of termination.
         If your employment is terminated pursuant to this paragraph, the
         Corporation shall maintain on your behalf the benefits referred to in
         paragraph 5(a) for a period of not less than the period required by
         applicable statute.

         In the event that you breach the provisions of paragraph 8, the payment
         of any further instalments of such retiring allowance will immediately
         cease. Further, the amount paid in each instalment will be offset by
         any income earned, during the period you are entitled to receive
         instalments, from alternate or self-employment.

         On termination of this agreement other than for dismissal for cause or
         for breach under sub-paragraph 7(d), the Corporation will also pay your
         Annual Bonus on a prorated basis and, to the extent that any stock
         options referenced in paragraph 6 have vested, they will continue to be
         exercisable in accordance with the said Stock Option Agreement.

         The termination provisions set forth above represent all severance pay
         entitlement, notice of termination or pay in lieu thereof, salary,
         bonuses, automobile allowances, vacation and/or vacation pay and other
         remuneration and benefits payable or otherwise provided to you in
         relation to your employment by the Corporation (including,
         specifically, any preceding employment by Magna International Inc.,
         Magna Interior Systems Inc., Atoma International Corp.; Cosma
         International Inc., Decoma International Inc., Tesma International
         Inc., Magna Mirror Systems Inc. and/or their respective affiliated or
         associated companies as the case may be (all of the foregoing are
         hereinafter collectively referred to as the "Magna Group")), and the
         termination of your employment and this agreement.

8.       OTHER CONDITIONS: You hereby acknowledge as reasonable and agree that
         you shall abide by the following terms and conditions:

         i)       TECHNOLOGY, KNOW-HOW, INVENTIONS, PATENTS: That all designs,
                  devices, improvements, inventions and ideas made or conceived
                  by you resulting from your access to the business of the
                  Corporation, Ventures and/or the Magna Group shall be
                  exclusive property of the Magna Group, and you and your estate
                  agree to take all necessary steps to ensure that such property
                  rights are protected.

         ii)      CONFIDENTIALITY: You shall keep confidential at any time
                  during or after your employment, any information (including
                  proprietary or confidential information) about the business
                  and affairs of, or belonging to, the Corporation, Ventures or
                  any member of the Magna Group or their respective


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                 customers or suppliers, including information which,
                 though technically not trade secrets, the dissemination or
                 knowledge whereof might rpove prejudicial to any of them.

         iii)    NON-COMPETITION: During the term of your employment with the
                 Corporation and for a period of six (6) months after the
                 termination of your employment, you shall not, directly or
                 indirectly, in any capacity compete with the business of the
                 Corporation, Ventures or of any member of the Magna Group in
                 respect of which you have had access to proprietary or
                 confidential information or solicit the employees thereof.

9.       TERM: Subject to earlier termination in accordance with the terms of
         this agreement, your employment with the Corporation shall commence on
         July 1, 1999, or such earlier or later date as may be mutually agreed
         upon, (the "Start Date") and shall expire on June 30, 2004. Upon expiry
         or other termination of this agreement, paragraph 8 shall continue in
         full force and effect. This agreement shall be null and void and of no
         effect if you do not commence employment by July 1, 1999.

10.      ASSIGNABILITY: The Corporation may, in its sole discretion, assign this
         agreement to an affiliated or other organization at any time. Upon any
         such assignment, the terms and conditions of this agreement shall
         continue in full force and affect.

If the terms of employment as set out in this agreement are acceptable to you,
please sign and date three copies in the places indicated and return two fully
signed copies to the attention of Frank Stronach by July 15, 1999, after which,
if not so signed and returned, this agreement shall become null and void and of
no effect. Upon execution by you, this agreement (i) replaces any prior written
or oral employment contract or other agreement concerning remuneration between
you and the Corporation, Ventures or any member of the Magna Group, (ii) will
continue to apply to your employment in a similar or other capacity with the
Corporation, Ventures or any member of the Magna Group, and (iii) will continue
to be applicable in the event that your employment with the Corporation
continues beyond the expiry date of the term specified above without this
agreement being formally extended or replaced.

Yours very truly,



Frank Stronach

/jm



                               -------------------



I hereby accept the terms and conditions set out above and acknowledge that this
agreement contains all the terms and conditions of my employment with Los
Angeles Turf Club, Incorporated and that no other terms, conditions or
representations other than those within this letter form part of this agreement
and confirm that I am not subject to any restrictions (contractual or otherwise)
arising from my former employment which would prevent or impair me in carrying
out my duties and functions with the Corporation. Furthermore, I confirm that
during the term of my employment I will not offer to the Corporation any
confidential or proprietary information that I have knowledge of with respect to
my former employers, nor will I provide such information to the Corporation
should I be requested to do so, until such time as such information is no longer
confidential, proprietary or comes into the public domain.





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Date               , 1999           Lonny Powell