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                                                                    EXHIBIT 10.1

                                                         GT Interactive Software
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DEPARTMENT OF LEGAL AFFAIRS


            June 26, 1997

            Mr. David J. Hirschhorn
            Chief Executive Officer
            Graphix Zone, Inc. d/b/a Ignite
            42 Corporate Park
            Suite 200
            Irvine CA 92714


            Dear David:

            Thank you for your continued interest in GT Interactive Software
            Corp. ("GT").

            Except as expressly stated otherwise below, this letter supersedes
            the agreement dated March 13, 1996 as subsequently amended by offer
            and acceptance letters of July 1, 1996 and by an undated letter
            agreement concerning agreement Exhibit A (together, the "1996
            Agreement") by which GT, its subsidiaries and affiliates shall
            manufacture, package and distribute computer programs published,
            vended or created either by Graphix Zone, Inc. d/b/a Ignite, a
            Delaware corporation, or its affiliates, subsidiaries, parent
            companies and licensors, including, without limitation, StarPress,
            Inc. and its successors in interest (together, "Ignite").

            1.    Definitions:

                  a. "Software Package" means a Title on floppy disk or CD-ROM,
            along with any applicable manuals and packaging. "Inventory Software
            Package" means Software Packages currently in possession or control
            of GT, its subsidiaries or affiliates, as delivered to them, or
            manufactured at their direction, under the 1996 Agreement.

                  b. "Title" means a computer program for which Ignite shall
            have the right to grant to GT its rights of manufacture, packaging
            and distribution under the terms of this agreement.

            2. Grant of Rights: GT is exclusively granted all rights in the
            Territory to duplicate, manufacture and package and to contract for
            the duplication, manufacture and packaging (together, "Manufacture")
            and to distribute Software Packages of the Titles set forth in the
            attached Exhibit A. In addition, GT is granted



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   16 East 40th Street New York NY 10016 Tel (212) 726-6500 Fax (212) 679-3064
                        web: http//www.gtinteractive.com



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the non-exclusive rights to sell off Inventory Software Packages of the Titles
set forth in the attached Exhibit B, without payment to Ignite of any further
sums with respect to them. GT shall have the right to compile Software Packages
containing the Titles set forth in Exhibit A with each other in any combination,
to sell those Titles in boxes or in jewel-case packaging, or otherwise to
package them for sale to the trade or consumers.

3. Exclusive Option: Ignite grants GT the exclusive option to purchase existing
inventory of finished Software Packages and components of unfinished Software
Packages of the Titles named in the following chart. Listed opposite each is the
number finished Software Packages which Ignite represents and warrants remain in
inventory accessible to it for sale to GT:

      Title                                                   Quantity
      Wheel of Fortune/jeopardy!
         Side by Side Bundle                                    3283
      Wheel of Fortune/Jeopardy!
         Back to Back Bundle                                    3687
      Wheel of Fortune                                          9379
      Jeopardy!                                                 16772
      Jeopardy! Sports Pack                                     2874
      Jeopardy!  TV-Movies Pack                                 1535
      Jeopardy!  in Jewel Case Packaging                        1718
      Wheel of Fortune in Jewel Case Pack.                      1550

For each finished Software Package so purchased by GT pursuant to its exclusive
option, it shall pay, at GT's option, Ignite or its agent or subcontractor the
sum of two dollars ($2.00). For each unfinished Software Package so purchased by
GT pursuant to its exclusive option, it shall directly pay the manufacturer or
duplicator in whose possession the materials remain a sum to be negotiated
between that party and GT. Ignite shall notify those third parties as to the
existence of GT's exclusive option and shall reasonably cooperate in
facilitating GT's exploitation of its rights under that option, without further
payment by GT to Ignite. With respect to the above-named Titles, Ignite
represents and warrants that none of the finished Software Packages shall be
sold and that none of the unfinished Software Packages shall be completed and
sold except to GT in the exercise of its option rights as set forth in this
agreement.

4.         Term:

           a. The term of this agreement shall commence as of the date first set
forth above and continue through September 1, 1997 (the "Term"), plus the
applicable sell-off period.

           b. GT's rights under this agreement with respect to each Exhibit A
Title shall continue for the greater of the duration of the Term, followed by a
sell-off period of six (6) months. GT's

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rights under this agreement with respect to each Exhibit B Title shall continue
until sell-off is complete.

           c. This agreement shall remain in effect unless earlier terminated by
either party as provided below.

           d. In the event a party is given notice that it is in material breach
of this agreement, it shall have thirty (30) days from receipt to cure its
breach in all material respects. On the failure to cure, the non-breaching party
may terminate this agreement. However, either party may, at its option,
immediately terminate this agreement if (i) a receiver is appointed for the
other party or its property, (ii) the other party becomes insolvent or unable to
pay its debts as they mature, or makes an assignment for the benefit of its
creditors, (iii) the other party seeks relief or if proceedings are commenced
against the other party or on its behalf under any bankruptcy, insolvency or
debtor's relief law, and those proceedings have not been vacated or set aside
within sixty (60) days from the date of their commencement, or (iv) if the other
party is liquidated or dissolved.

5.         Channels of Distribution in the Territory: all.

6.         Territory: The "Territory" means the United States (and its
           territories, military facilities and possessions), Canada and Mexico.

7.         Compensation and Statements:

           a. In consideration for the rights and options granted to it by
Ignite in this agreement, GT shall pay Ignite a single fee, regardless of the
number of Software Packages ultimately affected, of five hundred thousand
dollars ($500,000) (the "Fee"). The Fee shall be paid as follows: (i) two
hundred fifty thousand dollars ($250,000) upon the full execution of this
agreement, (ii) one hundred thousand dollars ($100,000) on receipt of all
materials set forth in Subsection 10(a), (iii) seventy-five thousand dollars
($75,000) three (3) months after full execution, and (iv) seventy-five thousand
dollars ($75,000) six (6) months after full execution.

           b. As an express exception to the forgoing, in the event that, prior
to September 1, 1997, GT manufactures greater than one hundred thousand
(100,000) Software Packages of either of the Titles Jeopardy! and Wheel of
Fortune (excluding add-on packs), it shall pay Ignite the bonus sum of two
dollars ($2.00) per Software Packages so manufactured, if sold through prior to
the expiration of the applicable sell-off period. That payment shall be made
upon conclusion of the applicable sell-off period. The sell through of the
foregoing number of Software Packages of one of the titles named in this
Subsection (b) shall only entitle

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Ignite to the bonus sum for that Title.

           c. As an express exception to the superseding of the 1996 Agreement,
compensation (and only compensation) with respect to sell-off of Software
Packages of Titles set forth in Exhibit B shall be as provided in the 1996
Agreement. That compensation shall be paid upon conclusion of that sell off.

           d. Within sixty (60) days following the end of the Term, GT will
provide Ignite with a statement itemizing the remaining quantities of Software
Packages of Exhibit A Titles in its possession. Within sixty (60) days following
the end of the sell-off period for Software Packages of Exhibit A Titles, GT
will provide Ignite with a statement itemizing the remaining quantities of
Exhibit A Title Software Packages in its possession.

8.         Shelf Price: Retailers have the discretion to set the street price
for Software Packages distributed under this agreement.

9.         Promotional copies: GT shall have the right to distribute promotional
copies and to use Software Packages as premiums, without compensation.

10.        Materials, Art Work and Co-operative Advertising:

           a. Within two (2) days of full execution, Ignite shall supply to GT
all master disks, art work, end-user documentation and other materials necessary
for the Manufacture of the Titles in accordance with all prevailing industry and
licensor standards and requirements. All Software Package, promotional and
CD-ROM art work shall be provided by Ignite on SyQuest disk at no charge to GT.

           b. Ignite shall provide GT with any necessary technical assistance to
facilitate the Manufacturing process.

           c. GT shall assume responsibility for up to thirty thousand dollars
($30,000) worth of co-operative advertising documented to the satisfaction of GT
as having been previously contracted for by Ignite and not yet paid for (the
"Coop Ads"). Ignite shall be responsible for all other Coop Ads in any amount
and of any kind or nature; however, if the event that any party makes a claim
against GT with respect to any such other Coop Ads, GT may, at its option, in
the interest of fostering good will and without admission as to liability, elect
to satisfy all or part of those claims and deduct the amount or value of that
satisfaction from any amounts otherwise owed to Ignite under this agreement.
Ignite represents and warrants that attached to this agreement as Exhibit C are
all Coop Ad commitments made Ignite as of the date first set forth above with
respect to the Titles. In the event

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that any retailer claims to GT that additional Coop Ad commitments have been
made, GT shall notify Ignite of that claim orally or in writing in order to
allow Ignite the opportunity to comment upon that claim.

11.        Intellectual-Property Rights: The Software Packages shall contain
appropriate notices evidencing ownership of applicable intellectual-property
rights of Ignite in forms reasonably acceptable to Ignite. If any Software
Package contains intellectual property of GT, including, without limitation, any
of its trademarks, it shall contain appropriate notices evidencing ownership of
applicable intellectual-property rights of GT in forms reasonably acceptable to
GT. During the Term, in connection with GT's advertisement, promotion and
distribution of Software Packages, GT is licensed by Ignite, on a royalty-free,
non-exclusive basis, to use the trademarks Ignite uses for Software Packages.

12.        Advertising: Advertising and promotion shall be the responsibility of
GT. To the extent that Ignite has any advertising or promotional materials for
the Titles, it shall provide them to GT at no charge.

13.        Confidentiality: During the term of this agreement, each party will
have access to, and may become acquainted with, certain confidential information
relating to merchandising, Manufacturing, distribution and financial
arrangements with the other party. Both parties agree that they shall not, until
the later of the expiration of the term of this agreement or until such time as
the information is made public either directly or indirectly, by the party
originally responsible for disclosing the information to the other party, make
known to any person, firm or corporation other than a party to this agreement,
any of the foregoing information. These obligations shall not apply to any
information which is required to be disclosed in the context of an
administrative, regulatory or judicial process or review.

14.        Product Technical Support: End-user product technical support will be
provided by GT if and only if Ignite shall have named, on full execution of this
agreement, and it shall maintain until the end of the last sell-off period, a
technical-support expert fully conversant with the Titles and who shall be
available without further charge to GT to assist GT in the provision of
technical support.

15.        Notices: Notice shall be given to the receiving party at its address
set forth above or at any other address as may be designated in a notice given
in the manner prescribed in this section. Except as otherwise expressly provided
in this agreement, all notices shall be in writing and sent by registered or
certified mail with return receipt requested, by secure courier (such as FedEx)
or personally delivered to an appropriate

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officer of the party and, in the case of GT, its vice president of legal
affairs. Copies of notices may be sent simultaneously by fax for information
purposes only.

16.        Warrants: As an express exception to the superseding of the 1996
agreement, its provisions with respect to Ignite Warrants (including, without
limitation, Ignite's applicable representations and warranties), and all related
rights granted to GT with respect to them, remain in full force and effect.
Nothing contained in this agreement shall modify, amend or abrogate the terms of
(i) Grafix Zone, Inc. warrant certificate No. 1, representing the eight hundred
thousand (800,000) Ignite warrants granted to GT, or (ii) the registration
rights agreement between the parties, dated March 13, 1996. The parties
acknowledge that, on June 26, 1996, GT exercised warrants for the purchase of
eighty thousand (80,000) shares of Ignite common stock, the purchase price of
which it has paid in full.

17.        Further Representations and Warranties of Ignite: Ignite further
represents and warrants (a) that it is duly incorporated, validly existing and
in good standing under the laws of the jurisdiction in which it was
incorporated, (b) that it has the full right, power, legal capacity and
authority to enter into this agreement and to carry out its terms, (c) that it
owns or has obtained all intellectual-property rights and all related rights to
the Titles, (d) that nothing contained in the Titles, Software Packages or any
materials relating to them originating with Ignite or furnished by it shall
infringe upon the rights of any third-party, (e) that it has the unencumbered
right to license GT as a Manufacturer and distributor, (f) that, as of the date
first set forth above, Ignite shall have contracted for and not yet paid for no
more than thirty thousand dollars ($30,000) worth of Coop Ads, (g) that Ignite's
rights to manufacture, publish and distribute the Titles Jeopardy! and Wheel of
Fortune shall terminate by contract on September 1, 1997 and that its
contractual sell-off rights are for six (6) months thereafter, and that (h) the
following is a true and accurate account of all remaining Title Software
Packages in distribution and retail channels outside of Ignite's control and, if
contained in single boxed-unit packaging, the wholesale prices charged for them:

Title                                      Quantity           Wholesale
Wheel/Jeop Side/Side Bundle                   9358               28.25
Wheel/Jeop Back/Back Bundle                   3127               28.25
Wheel of Fortune                             24619               18.00
Jeopardy!                                    15911               18.00
Jeopardy! Sports Pack                         4891                9.50
Jeopardy! TV-Movies Pack                      3785                9.50

Ignite hereby indemnifies and holds GT harmless from and against any liability
arising out of any breach by it of the terms of this agreement, its
representations or warranties. Ignite

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further agrees to defend, indemnify and hold harmless GT from any loss, damage
or liability for any claimed infringement of any patent, copyright, trademark,
trade secrets, or other claims asserted by any third party arising out of GT's
manufacture or distribution of any Software Packages under the terms of this
agreement.

18.        Representations and Warranties of GT: GT represents and warrants (a)
that it is duly incorporated, validly existing and in good standing under the
laws of the jurisdiction in which it was incorporated, and (b) that it has the
full right, power, legal capacity and authority to enter into this agreement and
to carry out its terms. GT hereby indemnifies and holds Ignite harmless from and
against any liability arising out of any breach by it of the terms of this
agreement, its representations or warranties.

19.        Miscellaneous:

           a. This agreement will be governed by and construed in accordance
with the internal laws of the state of New York applicable to agreements entered
into, and to be performed entirely within New York, without reference to
conflict of laws principles. The forum for the resolution of disputes concerning
this agreement shall be the courts of the state of New York, County of New York,
including federal courts located there.

           b. This agreement shall not be construed to create a joint venture,
partnership, franchise or the relationship of principal and agent between the
parties, nor to impose upon either party any obligations for any losses, debts
or other obligations incurred by the other party except as expressly set forth
in it.

           c. No waiver of any default or breach of this agreement by either
party shall be deemed a continuing waiver or a waiver of any other breach or
default.

           d. If any provision contained in this agreement shall be held by any
court of competent jurisdiction to be illegal, void or unenforceable, that
provision shall be of no force or effect while that infirmity shall exist. The
infirmity shall have no effect upon the binding force or effectiveness of any of
the other provisions.

           e. This agreement sets forth the entire agreement between the parties
with respect to its subject matter and except as set forth above supersedes any
prior oral or written agreements between the parties. This agreement may not be
changed, modified, amended or supplemented, except in writing signed by the
parties. Each of the parties acknowledges and agrees that the other has not made
any representations, warranties or agreements of any kind, except as may be
expressly set forth in

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this agreement.

           f. The section headings used in this agreement are for convenience
only and shall have no legal effect. Sections 4(b), 7, 8, 11, 13, 15, 16, 17, 18
and 19 shall survive the expiration of the term or earlier termination of this
agreement. The performance of any of the rights or obligations by GT may be made
by any of its subsidiaries or affiliates, which shall be third-party
beneficiaries under this agreement. GT may contract with others as it deems
necessary for its performance under this agreement. "Sale" is a term of art for
the lawful licensure of software to end users; nothing contained in this
agreement shall be deemed to imply that any intellectual-property rights of
Ignite in its Titles shall be transferred to end users or GT. Where appropriate
in context, the use of the singular shall include the plural, the conjunctive
shall include the disjunctive, any shall include all, and vice versa.

           By your countersignature below, you agree to the foregoing.

Sincerely,

GT Interactive Software Corp.

By:  /s/  CHUCK BOND
   ---------------------------------
    Chuck Bond
    President, Value-Price and Distribution Divisions

Execution Date:  7/2/97
               ---------------------

Accepted and agreed:

Graphix Zone, Inc.   d/b/a Ignite

By: /s/ DAVID HIRSCHHORN
   ---------------------------------
Name:  David Hirschhorn
Title: President
Execution Date:  7/2/97
               ---------------------

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                                    EXHIBIT A
                                     TITLES

Wheel of Fortune

Jeopardy!

Jeopardy! Sports Pack (Add-On)

Jeopardy! Television/Movies Pack (Add-On)


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                         EXHIBIT C
      CO-OP COMMITMENTS MADE BY GRAPHIX ZONE (IGNITE)


<TABLE>
<CAPTION>
Account              Month          Vehicle               Amount
-------              -----          -------               ------
<S>                  <C>            <C>                  <C>
Computer City        October        Cashwrap             $22,000
Fas-Track            August         Catalog              $   250
The Edutainment Co.  Fall           Catalog              $   750
Lechmere             July           Mailer               $ 1,000
Home Express         July           Insert               $ 1,000
Electric Ave         Fall           Mailer               $ 2,000
Micro Center         July           Broadsheet           $ 1,000
Micro Center         August         Broadsheet           $ 1,000
Micro Center         September      Broadsheet           $ 1,000
                                                         -------
TOTAL                                                    $30,000
                                                        
</TABLE>