EX-10.5
CASIN  FACTORY  ACQUISITION  AGREEMENT

                                    AGREEMENT

This  memorandum of understanding made the twenty third of November one thousand
nine  hundred  and  ninety  eight.

Between Casin Video Cassette Limited of ninth floor Block A, Man Fung Industrial
Building, 7 Cheung Lee Street, Chai Wan, hereinafter referred to as "the vendor"
of  the  first  part.

And Beacon Light Holding Corporation of 2 Stanford Landing, Suite 100, Stamford,
CT  06902-7649  U.S.A.,  or  their  nominee  hereinafter  referred  to  as  "the
purchaser"  of  the  second  part.

Where  as;

A.     The  Vendor  is  the owner of Casin Magnetic Manufactory, a manufacturing
company  situated at the Lucky Industrial Area, Tong Ha Chung Village, Song Gong
Town,  Bao  An  Shenzen,  Peoples  Republic  of  China.

B.     The  purchaser  has  offered  to  purchase  from  the  vendor   the  said
manufacturing  company,  inclusive of it's licenses to conducted a manufacturing
business  in  the  Peoples Republic of China and it's tenancy agreement to lease
the  factory  buildings  and  purchase its fixed assets and inventory, and trade
names  and  trade  marks,  the vendor owns in respect of products Casin Magnetic
Manufactory  manufactures.

Now  it  is  hereby  agreed  and  declared  as  follows:

1.     The  Vendor and the purchaser will enter into a formal agreement covering
the  sale  by  the  vendor  of  Casin  Magnetic  Manufactory  to  the purchaser.

2.     The  said  formal  agreement will include amongst its provisions, certain
provisions  in  relation  to  the  following:

A)     That the vendor has a Tenancy Agreement to lease the factory premises for
11  more  years  and that the vendor will warrant he has the right to assign the
said  Tenancy  Agreement  and  will agree to assign the Tenancy Agreement to the
Purchaser.

B)     That  the  vendor will agree to sell to the purchaser the fixed assets as
listed in the evaluation report prepared for Beacon Light and inventory of Casin
Magnetic  Manufactory that will be fully described in a schedule to the proposed
formal  agreement.

C)     That  the  vendor  will affect the transfer of all licenses issued by the
Peoples  Republic  of  China in respect of Casin Magnetic Manufactory's right to
conduct  a manufacturing and export business on the date of the formal agreement
and  will  warrant  that  the  said  licenses  are  transferable.

D)     That the vendor will agree to sell to the purchaser all of Casin Magnetic
Manufactory's  current  assets exclusive of receivables for completed deliveries
and  services  at  the  date  of  the  proposed  formal  agreement.

<PAGE>   156

E)     That the vendor will agree to sell to the purchaser all running orders of
Casin  Magnetic  Manufactory  in  existence  at  the  date of the signing of the
proposed  formal  agreement  and that the vendor will provide the purchaser with
all  the  necessary  assistance  to  complete  the  said  running  orders.

F)     That  the  vendor  will  agree  to sell and transfer to the purchaser any
registration  or trademark in respect of products manufactured by Casin Magnetic
Manufactory  and  the  vendor  further  agrees to change his name to prevent any
conflicts  with  the  said  registrations  and  trademarks.

G)     That  the  vendor  will agree to assign to the purchaser any contracts in
respect of Casin Magnetic Manufactory employees and the vendor will warrant that
there  are  no  other  contracts  in  existence  in  respect of those employees.

H)     The  vendor will agree to transfer to the purchaser, all such information
inclusive  of  vendor  lists  and  supplier  lists  in respect of Casin Magnetic
Manufactory.

I)     The  vendor  will  warrant  that all items that he propose to sell to the
purchaser  are  free  of  any  trade  creditors  other  liabilities  specific or
unspecified  charges  or  any  other  encumbrances.

J)     The purchaser agrees to pay to the vendor the amount of Hong Kong Dollars
Nine  Million  Four Hundred Eighty (9,480,000) as consideration of the said sale
and  that  an  amount  equal to twenty percent of the sale price will be kept in
escrow  for  a  period  of  2  months  to  discharge  any  liability that is the
responsibility  of  the  vendor.


SIGNED  FOR  AND  ON  BEHALF  OF           SIGNED  FOR  AND  ON  BEHALF  OF
CASIN  VIDEO  CASSETTE  LTD.               BEACON  LIGHT  HOLDING  CORPORATION

/s/Tom  Chin                            /s/Jerry  Gruenbaum,  President
-------------------------               ----------------------------------
CASIN  VIDEO  CASSETTE  LTD               BEACON  LIGHT  HOLDING  CORPORATION



/s/Hans  Lodders                         /s/Fukman  Yip



















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