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                                                                 EXHIBIT 10.6

                 NETWORK RADIO SALES REPRESENTATION AGREEMENT

THIS AGREEMENT made and entered into this 15th day of November 1996, between
AudioNet, Inc., a Delaware corporation ("Supplier) and Premiere Radio Networks,
Inc., a Delaware corporation ("Representative").

APPOINTMENT AND TERM

1.   Supplier appoints Representative as its exclusive national representative 
     for the sale of network radio broadcast time ("Inventory") to  [*] acquired
     by Supplier from its Internet services provided to radio stations,
     provided, however, that Supplier may sell Inventory to [*] if (i) the
     advertisements aired using such Inventory sold by Supplier are not of the
     same copy or substantially the same copy as [*] radio commercials aired by
     said advertiser, and (ii) such advertisements aired using Inventory sold by
     Supplier reference the Internet. The foregoing restriction shall not apply
     to advertising copy created as a result of Supplier's collaboration with an
     advertiser to create copy which references the Internet for use on
     Supplier's Internet services and such copy is thereafter used on the radio.
     This Agreement shall be for a period of thirty-six (36) months beginning
     January 1, 1997 and ending on December 31, 1999, and shall automatically
     renew for successive one-year terms unless terminated by either party on
     sixty (60) days notice. All sales of Inventory made by Representative on
     behalf of Suppliers to advertisers who are not [*] shall be on a
     non-exclusive basis. [*] provided, however, that if Representative fails to
     sell at least [*] of the Qualified Inventory available for resale during
     the first year of this Agreement by the first anniversary date of the
     Agreement, this exclusivity provision and Supplier's obligation [*] shall
     automatically terminate. Qualified Inventory shall be defined as contiguous
     blocks of at least seven minutes per week of non-preemptible 6:00 a.m. to
     12:00 midnight radio station commercial inventory. Subject to the provision
     in the first sentence of this Paragraph 1, Supplier shall have the right to
     sell any Inventory including Qualified Inventory to [*] in the event it
     remains unsold by Representative after fourteen (14) days prior to
     broadcast air date.

SCOPE OF SERVICES

2.   Representative shall use commercially reasonable efforts to effect national
     sales and sell radio broadcast time on the Inventory on terms subject to
     the approval of Supplier prior to booking. Supplier agrees to cooperate to
     the extent necessary


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     with Representative and to supply Representative with all current
     information relating to Supplier, including its staff, radio station
     affiliations and similar matters necessary to effect such sales.
     Representative shall cooperate with Supplier and provide Supplier with
     services, facilities and personnel to carry out the terms of this
     Agreement.

AREA OF SERVICE

3.   Representative shall function under this Agreement in the radio markets of
     [*].

COMPENSATION

4.   Supplier shall pay Representative a commission for all sales of the
     Inventory made by the Representative during the term hereof, including any
     extension of this Agreement. The commission paid to Representative shall be
     [*] of net revenues provided that in the event of barter sales, (i.e.
     non-cash), the commission paid to Representative shall be [*] of the net
     barter revenues actually collected by Representative on behalf of the
     Supplier from sales of Inventory. Supplier shall have the option to not
     participate in any barter sales. "Net revenues" shall be defined as
     [*]. The term "net barter revenues" shall mean the [*]. Commissions payable
     with respect to net revenues shall be paid in cash; commissions payable
     with respect to net barter revenues shall be paid in barter.

     Representative shall bill and collect on behalf of Supplier, and send
     Supplier by the fifteenth of each month following the broadcast month, a
     detailed statement of actual commercials broadcast in that broadcast month
     along with all amounts collected and accounts receivable credited that are
     applicable to the Inventory. Representative shall first deduct from said
     collected amounts the commissions due to Representative as determined under
     Section 4 above and shall then pay to Supplier an amount equal to the
     remainder.

5.   [*] Any Commission paid or payable to Representative or any agency with 
     respect to the sale of such Inventory shall be appropriately adjusted 
     such that Supplier pays no commissions with respect to the rebates, 
     credits or refunds.

6.   Supplier acknowledges that the network radio inventory is sold in packages
     encompassing several programs and services together. Supplier agrees that
     the Inventory will be sold in conjunction (packaged) with other program
     and/or services inventory. The valuation allocated to the Inventory shall
     be based on

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     its Arbitron Average Quarter Hour ("AQH") audience contribution to the
     package as compared to the audience level of the other inventory packaged
     along with it. For example, if the AQH audience level of the Inventory
     represents 20% of the total audience of the network on a particular
     advertiser buy, then the Inventory shall be allocated 20% of that network
     buy. Example: if the Inventory is packaged with PNI inventory, and the
     Inventory represents 200,000 of the 1,000,000 total AQH, then the Inventory
     shall be allocated 20% of the revenues on that particular buy.

                                      [*]

OTHER PROVISIONS

7.   Supplier shall have the right to audit Representative's financial records
     concerning this Agreement twice in any twelve month period, upon one week's
     written notice, and provided that said audit is conducted during normal
     business hours. Representative shall cooperate fully with such audit and
     shall make its officers and employees available to the Company's auditors.

8.   No waiver by Representative or Supplier shall be effective unless made in
     writing and signed by it. No representations are made except as expressly
     set forth herein. This is the only Agreement concerning the subject matter
     hereof between the parties. It may not be changed or terminated except in
     writing signed by both parties.

9.   This Agreement shall be binding upon and inure to the benefit of all
     successors and assigns of the parties hereto; provided, however, that
     neither party shall assign their rights and/or obligations hereunder to any
     third party without the prior written consent of the other except for
     assignments to entities controlling, controlled by or under common control
     with such party, and except in connection with a sale of substantially all
     of the assets of the assigning party.

10.  This Agreement shall be construed and enforced in accordance with the laws
     of the State of New York as if this Agreement were made and to be performed
     entirely within New York.

11.  The terms of this Agreement shall be held strictly confidential and may not
     be disclosed without the prior written consent of both parties.

12.  (a) All disputes between the Supplier and Representative arising out of or
     in connection with the execution, interpretation and performance of this
     Agreement (including the validity, scope and enforceability of this
     arbitration provision) shall




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     be solely and finally settled by arbitration. The arbitration proceedings
     shall be held in New York, New York and shall be conducted in accordance
     with the commercial arbitration rules of the American Arbitration
     Association ("AAA Rules"). The arbitration shall be governed by the
     provisions of the Federal Arbitration Act unless otherwise provided herein,
     and shall be conducted by a sole arbitrator appointed by the American
     Arbitration Association (the "Arbitrator"). In case of conflict between the
     AAA Rules and this Agreement, the provision of this Agreement shall govern.
     All arbitrations commenced with respect to this Agreement shall be
     consolidated for hearing before a sole Arbitrator as prescribed herein.

     (b) If a party hereto determines to submit a dispute for arbitration
     pursuant to this Paragraph 12, such party (the "Petitioner") shall furnish
     the party with whom it has the dispute (the "Respondent") with a dated,
     written statement (the "Arbitration Notice") indicating (i) such party's
     intent to commence arbitration proceedings, (ii) such nature, with
     reasonable detail, of the dispute, and (iii) the remedy such party will
     seek. A copy of the Arbitration Notice shall be concurrently provided to
     the AAA along with a copy of this Agreement and a request to appoint an
     Arbitrator.

     (c) At any time within 40 days after the date of the Arbitration Notice,
     the Petitioner and Respondent can make discovery requests of the other in
     any form permitted under the United States Federal Rules of Civil
     Procedure. The recipient of a discovery request shall have 10 days after
     the receipt of such request to object to any or all portions of such
     request and shall respond to any portions of such request not so objected
     to within 20 days of the receipt of such request. All objections shall be
     in writing and shall indicate the reasons for such objections. The
     objecting party shall insure that all objections and responses are received
     by other parties within the above time periods. Any party seeking to compel
     discovery following receipt of an objection shall file with the other
     parties and the Arbitrator a motion to compel, including a copy of the
     initial request and the objection. The Arbitrator shall allow five days for
     responses to the motion to come before ruling. Claims of privilege and
     other objections shall be determined as they would be in United States
     federal court in a case applying New York law.

     (d) Hearings must commence no later than the 83rd day following the date of
     the Arbitration Notice and such hearings shall be conducted for no more
     than five days, unless otherwise agreed by the parties or ordered by the
     Arbitrator.

     (e) Each of the Petitioner and Respondent shall submit a brief, outlining
     each party's claim for relief or defense to any claim, to the other and to
     the Arbitrator on or before the 10th day following the last day of the
     hearing. Reply briefs must be exchanged and submitted to the Arbitrator on
     or before the 20th day following the last day of the hearing. The
     Arbitrator shall render the decision that, in its judgment, is most
     consistent with the terms of this Agreement and applicable law.

     (f) The foregoing time periods and procedural steps may be modified or
     extended by agreement of the parties or by the Arbitrator in its discretion
     to the extent it deems necessary to prevent fundamental unfairness;
     provided that at all times the Arbitrator shall be mindful of the parties'
     desire for the most expeditious possible




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     resolution of their disputes; and provided further, that a final decision
     of the Arbitrator shall be rendered within 120 days of the Arbitration
     Notice.

     (g) To the extent permissible under applicable law, the parties hereto
     agree that the award of the Arbitrator shall be final and shall be subject
     only to the judicial review permitted by the Federal Arbitration Act.
     Judgment on the arbitration award may be entered and enforced in any court
     having jurisdiction over the parties or their assets. It is the intent of
     the parties that the arbitration provisions hereof be enforced to the
     fullest extent permitted by applicable law. In no event shall any demand
     for arbitration be made after the date that institution of legal or
     equitable proceedings based upon the claim, dispute or other matter would
     be barred by the applicable statute of limitations or otherwise barred by
     this Agreement.

     (h) The Arbitrator may not award punitive damages and the parties hereby
     irrevocably waive any right to punitive damages.

13.  Notices shall be sent to each party as follows:

     TO SUPPLIER                             TO REPRESENTATIVE

     AudioNet, Inc.                          Premiere Radio Networks, Inc.
     Attention: Todd Wagner                  Attention: Steve Lehman, President
     2929 Elm Street                         15260 Ventura Boulevard, Suite 500
     Dallas, Texas 75226                     Sherman Oaks, CA 91403

     With a copy to:

     Gibson, Dunn & Crutcher LLP
     Attention: Sean P. Griffiths, Esq.
     200 Park Avenue
     New York, New York 10166

Agreed to and Accepted:

AudioNet, Inc.                               Premiere Radio Networks, Inc.



By  /s/ MARK CUBAN                           By /s/ STEVE LEHMAN
  -----------------------------------          --------------------------------
  Mark Cuban, Chief Executive Officer          Steve Lehman, President




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                                                                       EXHIBIT A

                             [PREMIERE LETTERHEAD]

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