EXHIBIT 10.1


Master                       Hongkong Bank Leasing                         Lease
Equipment              Division of Hongkong Bank of Canada       Number 998011BC
Lease                  4th Floor - 885 West Georgia Street
                      Vancouver, British Columbia, V6C 3EL9


Lessor   Hongkong Bank of Canada

Lessee   MULTICORP HOLDINGS INC.

Address  3137 GRANDVIEW HIGHWAY

         VANCOUVER, ElC, V5M 3E9

1.   LEASE. Lessor leases to Lessee and Lessee leases from Lessor the collateral
     described  in the  Schedule(s)  annexed  hereto  together  with all  parts,
     accessories and equipment,  now or hereafter  attached to or forming a part
     thereof and Lessee  grants a security  interest in all  proceeds  therefrom
     including  all types  and kinds of  personal  property  including,  without
     limitation,   trade-ins,   accounts,  building  materials,  chattel  paper,
     contracts,  contract rights, documents of title, rental payments, insurance
     payments,  fixtures,  instruments,  money, inventory,  leases,  securities,
     equipment  and any other goods or  intangibles  received as a result of the
     said  goods,  chattels  and  movable  property  being  sold,  dealt with or
     otherwise  disposed of (the foregoing  collateral and proceeds being herein
     called the  "Collateral").  Each schedule shall constitute a separate lease
     of the  collateral  described  therein  from Lessor to Lessee on the terms,
     covenants and conditions set forth herein and in each Schedule.

2.   RENT.

     (a)  The rent  described in each  Schedule  shall be payable,  at the times
          specified in such Schedule,  to Lessor at 4th floor - 885 West Georgia
          Street,  Vancouver,  British Columbia,  V6C 3E9 or such other place as
          Lessor may, in writing,  designate. Any overdue payment of rent or any
          other sum due  hereunder  shall bear interest from the due date to the
          date of  payment  at the rate of the  Prime  Rate  plus 3.0% per annum
          calculated and compounded monthly.

     (b)  Lessee shall not be entitled to any abatement, compensation, reduction
          of or act-off  against any rental  payments  due,  including,  but not
          limited to, abatements,  compensations,  reductions,  counterclaims or
          set-offs due or alleged to be due to Lessee from Lessor,  or by reason
          of any past,  present, or future claims of Lessee against Lessor under
          this  lease or  otherwise;  nor shall  this  lease  terminate,  or the
          respective  obligations  of Lessor or Lessee be otherwise  affected by
          reason of defect in, or damage to, or loss of  possession,  or loss of
          use of or  destruction  of the  Collateral  from whatever  cause,  the
          prohibition or the restriction of Lessee's use of the Collateral,  the
          interference with such use by any private person or entity, or for any
          other cause,  whether  similar or  dissimilar  to the  foregoing,  any
          present or future law to the  contrary  notwithstanding:  it being the
          intention of the parties  hereto that the rental  amounts due pursuant
          to each Schedule and other amounts  payable by Lessee  hereunder shall
          continue  to be  payable  in all events in the manner and at the times
          provided in each Schedule  unless the obligation to pay the same shall
          be terminated  pursuant to the express provisions of this lease or any
          Schedule hereto.

3.   TERM.  Notwithstanding the date of delivery of the Collateral  specified in
     each Schedule, the term of this lease shall, with respect to the Collateral
     described in each Schedule,  commence at the date and continue for the term
     specified in such Schedule.


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4.   USE. Lessee shall not, without prior written consent of Lessor,  change the
     location of the  Collateral  from that specified in the Schedule nor change
     the use of the  Collateral  to any use which  could in any way  result in a
     change of capital cost allowance class from that specified in the Schedule.
     The  Collateral  shall be used by the  Lessee for  commercial,  industrial,
     professional  or handicraft  purposes  only. The Lessee shall not affix the
     Collateral  to real or immovable  property nor to any goods,  chattels,  or
     movable property not otherwise  leased hereunder  without the prior written
     consent of the Lessor.

5.   ORDER,  DELIVERY,  INSTALLATION.  Order,  delivery and  installation of the
     Collateral  shall be entirely at the Lessee's risk and expense and shall be
     arranged by the Lessor on behalf of and as agent for the Lessee in a manner
     and  upon  terms  and   conditions   according  to  the  Lessee's   written
     instructions  and,  to the  extent  such  instructions  are  not  provided,
     according to the Lessor's  sole  discretion  but still at the Lessee's risk
     and expense.  The Lessee hereby  indemnifies and covenants to save harmless
     the Lessor from and against all claims and  liabilities  howsoever  arising
     out  of or  in  connection  with  such  order,  delivery  and  installation
     including but not limited to delays in or refusal to accept delivery.

6.   TITLE.  The Lessor shall at all times have and retain whatever title to the
     Collateral is acquired by the Lessor from the seller or manufacturer of the
     Collateral.  The  Lessee  shall  have no right,  title or  interest  in the
     Collateral  other than the right of possession  and use in accordance wi th
     the terms hereof and the right conferred by paragraph 15 hereof. The Lessee
     acknowledges  that the  Collateral is and shall remain  personal or movable
     property.

7.   WARRANTIES.  Lessee has selected  the  Collateral  and the seller  thereof.
     Lessee  acknowledges that the Lessor has made no representation or warranty
     with  respect  to  the  Collateral,  its  condition,   design,  durability,
     operation,  suitability or fitness for the use intended by the Lessee,  its
     freedom from liens and encumbrances, the Lessor's good title thereto, or as
     to any other matter or thing whatsoever and all warranties  whether express
     or implied are, to the extent  permitted by law,  hereby  excluded.  Lessee
     shall  unconditionally  and without  set-off or  compensation  pay the rent
     stipulated  in each  Schedule  even if the  Collateral  does not operate as
     intended by the Lessee, or at all, or as represented by the manufacturer or
     the seller or the Collateral  operates or fails to operate or performs in a
     manner  that  could give rise to a  fundamental  breach of  contract  or is
     unacceptable for any other reason whatsoever. Lessor shall not be liable to
     the  Lessee  for any loss,  cost,  damage or  expense of any kind or nature
     caused  directly or indirectly by the  Collateral or the use,  ownership or
     maintenance thereof or for any loss of business or other damages whatsoever
     and howsoever  caused.  Lessor hereby assigns to Lessee for the term hereof
     only all  assignable  rights under any warranty  given to the Lessor by the
     seller or manufacturer of the Collateral,  and at Lessee's expense,  agrees
     to  co-operate  reasonably  with  Lessee  in the  enforcement  of any  such
     warranties.

8.   REPAIRS.  The  Collateral  shall be at the  risk of the  Lessee  who  shall
     maintain,  repair, overhaul,  service and keep the Collateral in a good and
     substantial  manner  and  shall  maintain  the  Collateral  in a  condition
     equivalent to its condition at the  commencement  of this lease,  fair wear
     and tear only  excepted and in a fully  operative  condition in  conformity
     with any  recommendations  for maintenance or otherwise which may from time
     to time be made by any  manufacturer  or  seller of the  Collateral  and in
     conformity  with  all  applicable  laws,  orders,  rules,  regulations  and
     directives of any government  departments,  boards or  authorities.  In the
     event of loss, damage or destruction to or of the Collateral,  Lessee shall
     immediately  give notice to the Lessor of such loss,  damage or destruction
     and Lessee shall at the  Lessor's  option  forthwith  repair or replace the
     Collateral  with  similar   equipment  of  equivalent   value.  All  parts,
     mechanisms  and devices added to the  Collateral  whether by way of repair,
     alteration,  addition or improvement shall  immediately  become property of
     Lessor and part of the collateral for all purposes hereof.

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9.   INSURANCE.  Lessee shall  obtain,  and maintain for the entire term of this
     lease,  at its own expense,  property  damage and  liability  insurance and
     insurance  against  loss or  damage  to the  Collateral  including  without
     limitation,  loss by fire,  (including extended coverage) theft,  collision
     and such other risks of loss as are customarily covered by insurance on the
     type of Collateral  leased hereunder and by prudent operators of businesses
     similar to that in which Lessee is engaged,  in such amounts,  in such form
     and with such insurers as shall be  satisfactory  to Lessor.  The amount of
     insurance  covering  damage to or loss of the Collateral  shall not be less
     than the greater of the full  replacement  value of the  Collateral  or the
     installments of rent then remaining unpaid hereunder. Each insurance policy
     will name  Lessee and Lessor as  insureds,  will name  Lessor as loss payee
     thereof, and shall contain a clause requiring the insurer to give to Lessor
     at least 30 days prior  written  notice of any  alteration  in the terms of
     such policy or the cancellation  thereof.  Lessee shall furnish to Lessor a
     certificate of insurance or other evidence satisfactory to Lessor that such
     insurance  coverage is in effect,  provided,  however  that Lessor shall be
     under no duty  either to  ascertain  the  existence  of or to examine  such
     insurance  policy or to advise Lessee in the event such insurance  coverage
     shall not comply with the  requirements  hereof.  Lessee  further agrees to
     give Lessor prompt notice of any damage to or loss of the Collateral or any
     part  thereof.  Lessee will at its expense make all proofs of loss and take
     all other steps necessary to recover insurance benefits,  unless advised in
     writing  by Lessor  that  Lessor  desires  so to do, at  Lessee's  expense.
     Proceeds of  insurance  will be disbursed  by Lessor  against  satisfactory
     invoices for repair or replacement  of Collateral,  provided this lease not
     then be in default.  Performance  by Lessee under this  paragraph  will not
     affect or release  Lessee's  obligations and liabilities  herein  elsewhere
     provided.

10.  LESSEE'S COVENANTS. The Lessee covenants with the Lessor:

     (a)  that the Lessor or its agents  shall have the right at all  reasonable
          times to fully inspect the Collateral  and any parts  thereof,  or any
          documents  relating  thereto,   to  determine  the  condition  of  the
          Collateral,  and to  further  determine  whether  or not the Lessee is
          performing according to t he covenants and conditions herein contained
          or for any other purpose;

     (b)  to  operate,  use and  maintain  the  Collateral  at all  times and to
          maintain all records,  logs and other materials in conformity with all
          the applicable  laws,  orders,  rules,  regulations  and directives of
          governmental  departments,  boards or  authorities,  and in conformity
          with any  limitations or  restrictions of performance or any published
          instructions  and  specifications  which  may  from  time  to  time be
          recommended by the manufacturers or sellers of the Collateral;

     (c)  not to use or  operate  the  Collateral  or  permit  it to be  used or
          operated  illegally or contrary to any applicable  laws,  regulations,
          orders,  rules or  directives  of any  power or  government  or agency
          thereof having jurisdiction, or contrary to any terms of any insurance
          policy in force in connection  with the Collateral or in any way other
          than in a careful and  prudent  manner and to  indemnify  and hold the
          Lessor harmless from and against any and all actions, claims, demands,
          prosecutions, administrative proceedings and any similar assertions or
          threats in any way arising out of the  custody,  use, or  operation of
          the Collateral  during the term of this lease, and to assume liability
          and pay for any and all transgressions,  defaults, fines, penalties or
          forfeitures  incurred,  suffered or assessed against the Lessor or the
          Lessee  during  the term of the lease  together  with all legal  fees,
          costs  and  expenses  incidental  to the  foregoing  to  the  complete
          exoneration of the Lessor;

     (d)  to cause the Collateral to be operated only by competent and qualified
          operators;

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<PAGE>


     (e)  to keep the  Collateral  free and clear of all seizures,  forfeitures,
          liens,   claims,   privileges,   debts,   taxes,   charges,   pledges,
          encumbrances or adverse claims of any nature whatsoever;

     (f)  to pay,  when due,  all  license  fees and other fees and  assessments
          necessary for the securing of licenses,  or other similar  permits for
          the operation of the Collateral and, further, to pay, when due, and/or
          indemnify the Lessor from all taxes, fees, assessments or other levies
          now  and  hereafter  imposed  by  any  provincial,  federal  or  local
          government  upon  the  Collateral,  or upon  the  delivery,  purchase,
          leasing,  use,  ownership,  operation,   possession,  sale  or  return
          thereof,  whether  assessed to the Lessor or to the  Lessee;  provided
          that upon  payment of such  fees,  assessments,  taxes or levies,  the
          Lessee will immediately  deliver the receipts for such payments to the
          Lessor,  and that if the Lessor pays (which it may, but is not obliged
          to do) any sum or sums which is an obligation of the Lessee under this
          lease,  then the amount of such payments shall be forthwith payable by
          the Lessee to the Lessor and if not so paid shall bear  interest  from
          the date  such  payment  is due at the  Prime  Rate plus 3 % per annum
          calculated and compounded monthly;

     (g)  to furnish at its own cost and expense all fuel, oils,  lubricants and
          other  material  necessary for the operation  and  maintenance  of the
          Collateral;

     (h)  to indemnify and save the Lessor  harmless from and against all costs,
          claims, demands, expenses, liabilities,  awards, actions and causes of
          action  for loss or damage or injury  (including  death) of persons or
          property or of any other nature and kind whatsoever  arising from this
          lease or in any way relating to the use, operation or ownership of the
          Collateral  during  the  term of this  lease  and  whether  caused  by
          Lessee's  negligence or otherwise  including without  limitation,  the
          manufacture,   selection,   purchase,  character,  safety,  condition,
          delivery,  refusal  by the  Lessee  to  accept  delivery,  possession,
          operation,  sale,  storage or return of the  Collateral;  and that the
          Lessor shall not be  responsible  to the Lessee for any loss of use of
          the  Collateral  or any part  thereof  duri ng the  term of the  lease
          whatever may be the cause of such loss of use;

     (i)  to  place  such  insignia,  plates  or  other  identification  on  the
          Collateral  or any part  thereof  showing  Lessor's  title  thereto as
          Lessor  may from  time to time  request  at  Lessee's  expense  and if
          placed, the Lessee shall not remove, conceal or alter the same;

     (j)  that the Lessee  will not  without  the prior  written  consent of the
          Lessor, sublet or otherwise relinquish possession (except for required
          or scheduled  maintenance or as otherwise  permitted  pursuant to this
          lease) of the  Collateral  or any part  thereof,  or assign any of its
          rights hereunder;

     (k)  to execute all such further documents and do all such further acts and
          things  as the  Lessor  may  reasonably  require  for the  purpose  of
          registering  this lease at any  registries or offices of  governmental
          departments,  boards or  authorities,  domestic or  foreign,  so as to
          evidence  and/or  protect the interest of the Lessor in the Collateral
          and this lease;

     (l)  not to claim or attempt to claim capital cost  allowance in respect of
          the Collateral;


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                                                                    EXHIBIT 10.1


     (m)  to pay any and all  reasonable  costs of the Lessor  (including  legal
          fees and  disbursements  on a solicitor  and own client basis) in: (i)
          considering and granting any waivers and consents required to be given
          under this lease; and (ii) any action or consideration required by the
          Lessor relati ng to any option granted herein; and (iii) any action or
          consideration  required  in  respect  of  any  insurance  claim;  (iv)
          inspecting  the  Collateral,  investigating  title to the  Collateral,
          negotiating  and preparing all  documentation  in connection with this
          lease,  registering or perfecting this lease or the Lessor's interests
          herein at all offices of public record and al renewals and  amendments
          of  the  same,  taking,  recovering  and  keeping  possession  of  the
          Collateral,  and any other  proceedings taken in connection with or to
          enforce the provisions of this lease.

     (n)  that  the  Lessee   will  not  change  its  name  or  enter  into  any
          amalgamation agreement,  merger or other corporate proceedings whereby
          its name shall change  without  providing  the Lessor with at least 30
          days' prior written notice. of any such change of name;

     (o)  to deliver to the Lessor  within 120 days after the end of each of its
          fiscal years the  consolidated  balance sheet and income  statement of
          Lessee for such year.

11.  RETURN OF COLLATERAL.  Upon termination of this lease, the Lessee shall, at
     its own expense and in a prudent manner,  immediately return the Collateral
     free of all liens,  encumbrances  and adverse claims of every nature to the
     Lessor at such  location  as the  Lessor  shall  designate  and in the same
     condition  as at the  commencement  of  this  lease,  fair  wear  and  tear
     excepted. Provided that the Lessor may, by notice given to the Lessee on or
     prior to the  termination of this lease,  require the Lessee at its expense
     to dispose of the Collateral upon  termination in such manner as the Lessor
     may reasonably request.

12.  DEFAULT.  The  occurrence  or happening of any one or more of the following
     events shall constitute an event of default:

     (a)  the  Lessee  shall  fail to make any rent  payment  or other  payments
          required hereunder when due and such failure shall continue unremedied
          for a period of 20 days after written notice by Lessor; or

     (b)  the Lessee removes the Collateral from its place of location stated on
          the Schedule without the Lessor's prior written consent; or

     (c)  the Lessee parts with possession of the Collateral; or

     (d)  the  Lessee  purports  to  sell,  assign,  transfer,  sublet,  pledge,
          hypothecate or otherwise  suffer a lien,  encumbrance or other adverse
          claim of any kind upon or against  any  interest  in this lease or the
          Collateral without the Lessor's prior written consent; or

     (e)  the  Collateral is put to abnormal use likely to result in accelerated
          depreciation;  or the Lessee  shall  fail to  perform  or observe  any
          covenant,  condition  or  agreement  to be performed or observed by it
          hereunder and such failure shall  continue  unremedied for a period of
          20 days after writt en notice thereof by Lessor; or

     (g)  any  representation  or  warranty  made  by  Lessee  herein  or in any
          document or  certificate  furnished  Lessor in connection  herewith or
          pursuant  hereto  shall  prove  to be  incorrect  at any  time  in any
          material respect; or

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     (h)  the Lessee or any  Indemnifier  shall become  insolvent or bankrupt or
          make an  assignment  for the  benefit of  creditors  or consent to the
          appointment of a trustee or receiver; or a trustee or a receiver shall
          be appointed for Lessee or any  Indemnifier or for a substantial  part
          of any of their  property  without  consent and shall not be dismissed
          within  a  period  of  30  days;  or  bankruptcy,   reorganization  or
          insolvency proceedings shall be instituted by or against Lessee or any
          Indemnifier and if instituted  shall not be dismissed  within a period
          of 30 days; or

     (i)  if the  Collateral  or any material part thereof is seized under legal
          process,  confiscated,  sequestered  or  attached  or if a distress is
          levied thereon; or

     (j)  if Lessee or any Indemnifier is a corporation and

          (i)  the control or  beneficial  ownership  thereof  changes from that
               which existed at the date of execution of this lease;

          (ii) any  special  resolution  is  passed or other  proceedings  taken
               regarding the wind-up of the corporation;

          (iii)it ceases to carry on the business presently conducted by it; or

     (k)  the Lessee or any  Indemnifier  shall suffer the loss or suspension of
          any licenses, permits, or other operating authorities required for the
          present operation of its business or any part of it; or

     (1)  the Lessee  defaults  under any other  agreement  to which  Lessee and
          Lessor  are  parties  or any  Indemnifier  defaults  under  any  other
          agreement to which any Indemnifier and the Lessor are parties; or

     (m)  if the Lessor in good faith believes and has  commercially  reasonable
          grounds to believe itself  insecure or that the prospect of payment or
          performance  by the Lessee  hereunder  is about to be impaired or that
          the Collateral is or is about to be placed in jeopardy.

For greater  certainty,  it is  understood  and agreed that if any such  default
shall occur in respect of any  Schedule  hereunder,  such  default  shall at the
option of the Lessor be deemed to be a default under any or all other  Schedules
hereunder.

13.  REMEDIES ON DEFAULT.  Upon the occurrence of an event of default the Lessor
     may:

     (a)  take  possession  of the  Collateral  and for that  purpose  enter any
          premises where the Collateral is located whether or not the Collateral
          is affixed to any such premises,  and sell, lease or otherwise dispose
          of the  Collateral  by public or private means and upon such terms and
          consideration  a s the  Lessor  may in  its  sole  discretion  accept.
          Without  limiting the  generality of the  foregoing,  the Lessor shall
          have the right to dispose of the Collateral where the payment for such
          is  deferred  provided  that the  Lessee  will not be  entitled  to be
          credited  with the proceeds of any such  disposition  until the monies
          therefor are actually  received.  The Lessee hereby waives any damages
          or claim to damages arising from any retaking of possession  under the
          terms of this lease; or

     (b)  in the name of and as the irrevocably appointed agent and attorney for
          Lessee and without terminating or being deemed to have terminated this
          lease  take  possession  of the  Collateral  and  proceed to lease the
          Collateral to any other person,  firm or corporation on such terms and
          conditions, f or such rental and for such period of time as Lessor may
          deem fit and receive  such rental and hold the same and apply the same
          against any monies expressed to be payable from time to time by Lessee
          hereunder; or


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<PAGE>


     (c)  terminate this lease and by written notice to Lessee require Lessee to
          forthwith  pay to Lessor on the date  specified in such  notice,  as a
          genuine  pre-estimate of liquidated  damages for loss of a bargain and
          not as a penalty  the  present  worth of the  aggregate  of all unpaid
          amounts due hereu nder as rental or otherwise to the expiration of the
          term of the lease (as if the lease had not been terminated) calculated
          by discounting such amounts at 5 9G per annum compounded  monthly less
          the net  amount  received  by  Lessor  on any  sale,  lease  or  other
          disposition of the Collateral  after  deducting all costs and expenses
          including legal fees and  disbursements  on a solicitor and own client
          basis.

No one or more of the remedies  referred to herein is intended to be  exclusive,
but each shall be cumulative and in addition to any other  remedies  referred to
herein  or  otherwise  available  to the  Lessor  at law  or in  equity,  and in
particular  pursuant to the  Personal  Property  Security Act of any Province or
Territory in Canada in force or to come into force from time to time as the same
may be proclaimed in force, amended or replaced by similar legislation from time
to time. If upon any disposition of the Collateral  under the provisions of this
lease or under the  provisions of any other  remedies so available to the Lessor
there shall be any surplus, such surplus shall be the sole and absolute property
of the Lessor.

14.  WAIVER/SEVERABILITY.  Any provision of this lease which is unenforceable in
     any  jurisdiction  shall,  as to such  jurisdiction,  be ineffective to the
     extent of such prohibition  without  invalidating the remaining  provisions
     hereof and any such prohibition in any jurisdiction shall not invalidate or
     render unenforceable such provision in any other jurisdiction. Lessee, if a
     corporation, agrees that The Limitation of Civil Rights Act of the Province
     of  Saskatchewan,  or any provision  thereof,  shall have no application to
     this  lease  or any  agreement  or  instrument  renewing  or  extending  or
     collateral  to this  lease and the  Lessee  acknowledges  that  seizure  or
     repossession  of the Collateral  shall not by implication of law extinguish
     the Lessee's indebtedness under this lease or other collateral securi ty.

15.  OPTION TO PURCHASE.  Provided the Lessee shall not be in default  under any
     obligation on its part hereunder, the Lessor hereby grants to the Lessee an
     option to purchase the Lessor's  interest in the Collateral  herein for the
     purchase  price  and at the time set  forth in the  Schedule  or  Schedules
     attached hereto. The option granted herein shall be exercised by the Lessee
     giving the Lessor written notice of its intention to exercise the option at
     least 30 days  prior to the time set  forth in the  Schedule.  The time set
     forth in the Schedule shall be the time for the conclusion of the sale, and
     on that  date the  Lessee,  having  exercised  such  option,  shall pay the
     purchase  price to the Lessor and the Lessor shall transfer its interest in
     the Collateral to the Lessee  whereupon this lease shall cease with respect
     to such Collateral.  The Lessee shall pay any and all Provincial or Federal
     taxes, license or registration fees or other fees, costs or charges payable
     in  respect  of the  Collateral  and in  connection  with any said sale and
     purchase. The b',11 of sale or sale agreement from the Lessor to the Lessee
     shall contain no  warranties  on the part of the Lessor  either  express or
     implied  except that the Lessor  shall  warrant  that it has done no act or
     created any  security  interest  in the  Collateral  which would  adversely
     affect the title thereto.

16.  INDEMNITIES  SURVIVE.  The indemnities provided by the Lessee to the Lessor
     under this lease,  and in particular  those under  paragraph 5 and 10 shall
     survive and  continue in full force and effect  after  termination  of this
     lease, in whole or in part,  whether by effluxion of time or otherwise,  or
     the release or discharge from this lease of any Collateral,  or the sale or
     disposition  of the Collateral or the release or discharge of the Lessee to
     pay any rental payments, or as to any act, matter or thing which shall have
     been done or have occurred or arisen prior to such termination,  release or
     discharge.


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<PAGE>


17.  ENTIRE  AGREEMENT.  This lease together with each schedule and any purchase
     authority,   purchase  order,  delivery  and/or  installation  receipt  and
     indemnity given with this lease  constitutes the entire  agreement  between
     the parties.

18.  NON CANCELABLE  LEASE.  This lease cannot be cancelled or terminated except
     as expressly provided herein.

19.  PURCHASE  MONEY  SECURITY  INTEREST AND PROCEEDS.  This lease grants to the
     Lessor:

     (a)  a Purchase Money Security Interest in the Collateral unless this lease
          shall constitute a sale and leaseback of the Collateral; and

     (b)  a  Security  Interest  in  Proceeds  of the  Collateral  which are all
          present and after  acquired  personal  property,  fixtures  and crops,
          within  the  meaning  of the  Personal  Property  Security  Act of any
          Province  or  Territory  in Canada in force or to come into force from
          time to time as the  same  may be  proclaimed  in  force,  amended  or
          replaced by similar legislation from time to time.

20.  COPY OF AGREEMENT.  The Lessee hereby acknowledges receiving a copy of this
     lease and  waives  all  rights  to  receive  from the  Lessor a copy of any
     financing  statement,  financing statement  (transition),  financing change
     statement or verification  statement filed at any time in respect of this l
     ease.

21.  FURTHER  ASSURANCES.  The  Lessee  shall  forthwith  and from  time to time
     execute all  documents  and do all acts and things  which in the opinion of
     the Lessor are  necessary  or desirable  to provide  continuing  rights and
     priorities in the Collateral,  to provide a security  interest,  a purchase
     mone y  security  interest,  and a security  interest  in  proceeds  of the
     Collateral as the case may be.

22.  PPSA WORDS AND  EXPRESSIONS.  Words and  expressions  used herein that have
     been  defined in the  Personal  Property  Security  Act of any  Province or
     Territory of Canada in force or to come into force from time to time as the
     same may be amended or  replaced by similar  legislation  from time to time
     shall be interpreted in accordance with their respective  meanings given in
     any  such Act  unless  otherwise  defined  herein  or  unless  the  context
     otherwise requires.

23.  INDEMNIFIER. When used in this lease, "Indemnifier" means any individual or
     corporation which provides any guaranty or indemnity  agreement of any kind
     to the Lessor to secure the obligations of the Lessee to the Lessor.

24.  GOVERNING INSTRUMENT. In the event of any conflict between any provision in
     this lease and any provision in any Schedule hereto,  the provision of such
     Schedule shall prevail.

25.  QUEBEC.  Where this  lease is  governed  by the laws of Quebec,  this lease
     shall be construed as a contract of leasing,  governed by articles  1842 to
     1850 of the Civil Code of Quebec, and

     (a)  for  greater  certainty,  the word  "lease" as used  herein and in any
          Schedules or forms  related  shall be read as "contract of leasing" or
          "leasing", as the context requires;


                                       8

<PAGE>


     (b)  the security interests granted in sections 1 and 19(b) hereof shall be
          in the nature of a moveable  hypothec  for that sum  disclosed  as the
          total in item 1 of the Schedule(s) Annexed,  with interest at the rate
          of 24% per annum from the date hereof.

26.  MISCELLANEOUS.

     (a)  The  parties  agree  that time is of the  essence  hereof  and that no
          waiver by Lessor of any default nor any  compromise  or  extension  of
          payment  granted  by  Lessor  shall  constitute  a waiver of any other
          default  by the  Lessee  or shall be a waiver  of any  other  right of
          Lessor.

     (b)  This lease may be amended  but only in writing  signed by the  parties
          hereto.

     (c)  The  captions  in this  lease are for  convenience  only and shall not
          define or limit any of the terms hereof.

     (d)  This  lease  shall be  binding  upon and enure to the  benefit  of the
          parties hereto,  their  permitted  heirs,  executors,  administrators,
          successors and assigns.

     (e)  No one or more of the  remedies  referred  to in this  lease  shall be
          exclusive,  but each shall be cumulative  and  additional to any other
          remedy or remedies  referred to herein or  available  to the Lessor at
          law or in equity.

     (f)  "Prime  Rate" means the floating  annual rate of interest  established
          and  recorded  by  Hongkong  Bank  of  Canada  from  time to time as a
          reference rate for purposes of  determining  rates of interest it will
          charge on loans denominated in Canadian dollars.

     (g)  Where there  shall be more than one Lessee,  they shall be jointly and
          severally bound to the fulfillment of their obligations hereunder.

     (h)  If the context so requires,  words importing number shall be deemed to
          include a greater or lesser number,  words  importing  gender shall be
          deemed to include  the other  gender or the body  corporate  and words
          importing the body corporate shall be deemed to include either gender.

     (i)  The Lessor and the Lessee  confirm that they have  expressly  required
          that this lease and all other schedules,  purchase orders, notices and
          documents  relating  thereto be drafted in English.  Le Locateur et le
          Locataire   confirment   qu'ils  ont  expressement   exige  que  cette
          convention et tous les annexes, bons de commande,  avis et documents y
          afferents soient rediges en anglais.

Executed this       3RD                   day of       MARCH           ,1998
             ----------------------------       -----------------------

By execution  hereof,  the signer hereby  certifies that he has read this lease,
and that he is duly authorized to execute this lease on behalf of Lessee.

Lessee     MULTICORP HOLDINGS INC.        Lessor    Hongkong Bank of Canada


By  /s/ Alex Ding, Secretary               By:
  ---------------------------------           ----------------------------------
  Authorized Signatory

                                       9

<PAGE>

                                                                    EXHIBIT 10.1


LEASE SCHEDULE        Lease Number:   998011 BC               Schedule Number: 1

Hongkong Bank of Canada, as Lessor,  hereby leases to MULTICORP HOLDINGS INC. as
Lessee, the Collateral hereinafter described, in consideration of the rental and
for the term  hereinafter  set forth,  the whole  pursuant to and subject to the
terms and conditions set forth in that certain  Master  Equipment  Lease entered
into between Lessor and Lessee as of the 3rd day of March, 1998 (the "Lease").

1.   Collateral
                                           Model      Serial
Quantity  Make and Description             Number     Number    Acquisition Cost
--------  --------------------             ------     ------    ----------------

          Refer to Schedule "A" attached                         US$145,895.00

          hereto and forming a part of this

          Lease Schedule.

                                                                 US$145,895.00

2.   Term

(a) Term (from Commencement   (b) Commencement Date of     (c) Termination Date 
    Date of Rental Payments)      Rental Payments              of Term

          36 Months                  March 15, 1998             March 14, 2001

3.   Rental

     (a)  Rental  Payments in advance  will be made /X/ monthly  /__/  quarterly
          /__/  annually at the rate shown shown below  starting  with a payment
          due on the  Commencement  Date of  Rental  Payments  shown  above  and
          payments thereaft the same date in each month,  quarter or year as the
          case may be during th e term hereof. 

     (b)  Rental Payment:              US$  4,475.00
                                                    (Based on current Provincial
                                                    Sales Tax rates,
          Provincial Sales Tax, if any US$  313.25  


          Goods & Services Tax         US$  313.25  (Based on the current Goods
          No. R891586281                            and Services Tax rate, 
                                                    subject to change.)

          Total Rental Payment         US$  5,101.50

     (c)  Number of Rental Payments         36      (Excluding Interim Rental 
                                                    Payment)

     (d)  Interim Rent for the period from the date, inclusive, of the execution
          of this  Lease  Schedule  by the  Lessee to the  Commencement  Date of
          Rental Payment,  exclusive,  shall be paid in advance by the Lessee to
          the Lessor in an amount equal to the number of days in the said period
          multiplied by the Per Diem Rental,  plus applicable  Provincial  Sales
          Tax and Goods and Services  Tax. The Per Diem Rental is US$ 150.20 per
          day. For greater certainty,  it is the intention of the Lessee and the
          Lessor  that they  shall be bound by the terms and  conditions  of the
          Lease  throughout the said Interim  Period.  Any references to Rent in
          the Lease shall include such Interim Rent.

                                       

<PAGE>


4. Option to Purchase   (a) Option to Purchase Date  March 15, 2001

                        (b) Purchase Price      US$  3,647.37

5. Place of Use

6. Contract deemed to be made in, and law of province applicable to contract

         British Columbia
         ----------------

7. Capital Cost Allowance Class   (a) Class      (b) Capital Cost /__/ Declining
                                      Number         Allowance Rate      Balance
                                      N/A            N/A%

                                      /__/ Straight Line

In  witness  whereof  the  parties  have  executed  this lease  Schedule  on the
respective dates set forth below and this Lease Schedule shall be deemed to have
been executed on the later of such dates. By execution hereof, the signer hereby
certifies that he has read this Lease Schedule and that he is duly authorized to
execute the same on behalf of Lessee.

Lessor:  Hongkong Bank of Canada           Lessee:  MULTICORP HOLDINGS INC.


By:                                                 /s/ Alex Ding, Secretary
   -------------------------------                  ----------------------------

                                                    Date:   MARCH 3, 1998

<PAGE>


                                                                    EXHIBIT 10.1


Hongkong Bank Leasing
Division of Hongkong Bank of Canada

4F/LSG 885 West Georgia Street,
Vancouver, British Columbia, V6C 3E,

DELIVERY AND/OR INSTALLATION RECEIPT                       Lease Number 998011BC

                                                               Schedule Number 1

To: Hongkong Bank of Canada ("T_e Bank")

The  undersigned  Lessee  aclmowledges   delivery  and/or  installation  of  the
collateral  herein  below  described  which is the  collatera  described in that
certain Lease Number 998011BC.1 in which lease the undersigned is Lessee and The
Bank is  Lessor.  The  undersigned  Lessee  acknowledgejs  that such  collateral
(complete vnth  accessories  where  applicable) has been  inspected,  is io good
condition,  has beeo installed, is operating  satisfactorily and in all respects
is es represented and is acceptable.  The undersigned  Lessee  acknowledges that
such collateral is located as represented in the Lease.

Quantity    Make and Description                  Model Number     Serial Number
--------    --------------------                  ------------     -------------

            Refer to Schedule "A"  attached 

            hereto and forming part of this

            Delivery and/or Installation Receipt.


                                       By execution hereof,  the signer hereby
                                       certifies that he has read this receipt,
                                       and that he is duly authorized to execute
                                       this receipt on behalf of Lessee.

Date                                   Lessee MULICORP IIOLDINGS INC.


                                       By:  /s/ Alex Ding, Secretary
                                          --------------------------------------



<PAGE>

                                                                    EXHIBIT 10.1


                             Hongkong Bank of Canada

                               PURCHASE AUTHORITY

                                                          Lease Number 99801 lBC

                                                               Schedule Number 1

The Lessee,  under the Lease  referred to above,  hereby  directs and authorizes
Hongkong  Bank of Canada to purchase  the  Collateral  described in the Schedule
annexed.

                                               MULTICORP HOLDINGS INC.

                                               ---------------------------------
                                               Lessee

                                               /s/ Alex Ding
                                               ---------------------------------
                                               By    (Authorized Signature)
                                               Lessee

                                               SECRETARY
                                               ---------------------------------
                                               Title

                                               MARCH 3, 1998
                                               ---------------------------------
                                               Date



<PAGE>


                                                                    EXHIBIT 10.1


THIS IS SCHEDULE  "A", TO THAT LEASE  SCHEDULE  NUMBER 1 ON MASTER  LEASE NUMBER
998011BC  BETWEEN  HONGKONG BANK OF CANADA (LESSOR) AND MULTICORP  HOLDINGS INC.
(LESSEE).



QTY          MODEL     DESCRIPTIONS

One          VF-7      Haas VF-7 Vertical Machining Center, 84" x 32" x 30" 
                       (xyz) with Geared Head
                       S/N 13028

One          VOP-C     Value Option Package "C" Includes the following:
                       Chip Auger System
                       Programmable Coolant Nozzle
                       1 Megabyte Program Memory
                       QuickCodeTM Program System
                       Floppy Disk Drive, 3.5"
                       4th Axis Drive
                       Rigid Tapping




<PAGE>


                                                                    EXHIBIT 10.1


Hongkong Bank Leasing
Division of Hongkong Bank of Canada
INDEMNITY

Whereas:

A.   Hongkong Bank of Canada (hereafter called "the Bank") has agreed to provide
     certain  collateral  to  MULTICORP  HOLDINGS  INC.  (hereafter  called  the
     "Lessee")  pursuant to a certain Master  Equipment Lease dated as of the 15
     th day of MARCH 1998

B.   It is contemplated  that the acquisition  cost of the aforesaid  collateral
     will not exceed $ US145,895.00 CDN;

C.   It is further  contemplated that as collateral is required by the Lessee it
     will  direct the Bank to acquire  the same and upon so doing,  the Bank and
     the Lessee will  execute,  inter alia,  schedules to the  aforesaid  Master
     Equipment Lease relating to the collateral so described;

D.   The  aforesaid  Master  Equipment  Lease and each  schedule  to such Master
     Equipment  Lease are  hereafter  collectively  called the  "Lease"  and the
     collateral  referred to in the Lease is hereafter  collectively  called the
     "Collateral";

E    GLAS AIRE INDUSTRIES GROUP LTD.  (hereafter  called the  "Indemnifier")  is
     associated  with the  Lessee  and as  additional  security  to the Bank has
     agreed to  indemnify  the Bank on the terms and  conditions  hereafter  set
     forth.

1.   Indemnity.  In  consideration  of the Bank entering into the Lease with the
     Lessee and for other  good and  valuable  consideration,  the  receipt  and
     sufficiency of which is hereby acknowledged,  the Indemnifier hereby agrees
     to and does by these presents indemnify and save harmless the Bank from and
     against  any and all loss,  cost,  expense  or damages  arising  out of any
     failure by the Lessee to pay any rent prescribed by the aforesaid Lease, or
     other moneys payable thereunder or the failure of the Lessee to perform any
     of the other terms, covenants, conditions and provisions of the said Lease.

2.   General   Conditions   of  Indemnity.   This   Indemnity  is  absolute  and
     unconditional  and the obligation of the Indemnifier  shall not be released
     or discharged by:

     (a)  Any extensions of time,  indulgences,  or modifications which the Bank
          may extend or make with the Lessee in  respect of the  performance  of
          any of the  obligations of the Lessee under any one or more provisions
          of the Lease;

     (b)  Any  waiver by or  failure  of the Bank to  enforce  any of the terms,
          covenants, conditions and provisions of the Lease;

     (c)  Assignment of the said Lease by the Lessee or by any trustee, receiver
          or liquidator;

     (d)  Any consent which the Bank may give to any such assignment;

     (e)  Any assignment or transfer or other  disposition by the Bank of any of
          its rights  under the Lease and it is hereby  agreed that the Bank may
          assign)  transfer  or  otherwise  dispose of any such  rights  without
          notice to the Indemnifier  and in such event any assignee,  transferee
          or successor  in i nterest  shall have the same rights and remedies as
          if originally named herein in the place of the Bank;


<PAGE>


     (f)  The Bank shall have the right to enforce this Indemnity  regardless of
          the  acceptance of additional  security from the Lessee and regardless
          of the release or  discharge of the Lessee by the Bank or by others or
          by operation of any law;

     (g)  The discharge of the Lessee from any of its obligations  thereunder by
          way of applicable statutes relating to bankruptcies or insolvencies or
          the like;

     (h)  Any inability of the Bank to enforce any terms, covenants,  conditions
          and  provisions  of the Lease  against any party for  whatever  reason
          including  and without  limiting the  generality  of the foregoing any
          failure by the Bank to properly register or record the Bank's security
          interest thereun der or file financing  statements,  notices, or other
          documents as required under any applicable statutes;

     (i)  Any amendment,  modification,  or change of the Lease,  whetber or not
          the Indemnifter teas been notified of the same. The Indemnifier hereby
          waives notice of the  acceptance  of this  Indemnity and all notice of
          non-performance,  non-payment  or non  observance  on the  part of the
          Lessee of the terms, covenants,  conditions and provisos of the Lease.
          As between the Indemnifer and the Bank and notwithstanding any rule of
          law or equity to the contrary,  the  Collateral is and shall be deemed
          for all purposes to be chalices at the time of its  acquisition by the
          Bank and the  Indemnifier  agrees  that the  Collateral  shall  not be
          deemed to be affixed to any lands upon which they may be situate so as
          to  acquire  the legal  status  of  fixtures  or in any  other  matter
          constitute a part of such lands and the Bank's  ability to enforce all
          terms  and  conditions  of  this  Indemnity  shall  not in any  way be
          impaired  should it be  determined  that the  Collateral  was or is or
          became affixed to land or that the Collateral was or is not chattels.

3.   Default under Lease.

     (a)  In the  event of a  default  under or  repudiation  of the  Lease  the
          Indemnifier  waives any right to require  the Bank prior to making any
          demand hereunder to:

          (i)  Proceed  against the Lessee or pursue any rights or remedies with
               respect to the Lease;

          (ii) Proceed against or exhaust any security of the Lessee held by the
               Bank;

          (iii) Pursue any other remedy whatsoever in the power of the Bank.

     (b)  In the event of termination of the Lease, except by surrender accepted
          by the Bank, or in the event of  disclaimer  of the Lease  pursuant to
          any  statute,  then at the  option of the Bank the  Indemnifier  shall
          execute a new lease of the Collateral  with the Bank as lessor and the
          Indemnifier  as lessee for a term equal in  duration to the residue of
          the  term  of the  Lease  remaining  unexpired  at the  date  of  such
          termination or such disclaimer. Such lease shall contain like lessor's
          and lessee's  obligations  respectively and like covenants,  provisos,
          agreements  and  conditions  in all  respects as are  contained in the
          Lease.

4.   General Provisions

     (a)  No action or proceeding brought or instituted under this Indemnity and
          no  recovery  in  pursuance  thereof  shall be a bar or defense to any
          further action or proceeding which may be brought under this Indemnity
          by reason of any further default or defaults under the performance and
          observance  of the terms,  covenants  and provisos of the Lease and no
          one or more of the  remedies  herein is intended to be  exclusive  but
          each  shall  be  cumulative  and in  addition  to any  other  remedies
          referred  to herein or  otherwise  available  to the Bank at law or in
          equity.


<PAGE>


     (b)  No modification  of this Indemnity shall be effective  unless the same
          shall be in writing and signed by the Bank and the Indemnifier.

     (c)  Wherever  any  determination  of any  dispute is made  pursuant to the
          provisions  Of the Lease or any  Judgment or retaining of any count is
          made which is binding upon the Lessee,  such determination or judgment
          shall be  binding  also upon the  Indemnifier  and  there  shall be no
          necessity that the I ndemnifier shall and the Lessee.

     (d)  The obligations of the Indemnifier  shall not be affected by any claim
          or  purported  claim,  set-off,  defense  or  other  right  which  the
          Indemnifier may have at any time against the Bank in any  transaction,
          whether related to the Lease or not.

     (e)  The  declaration  by the Bank that a  default  has  occurred  shall be
          conclusive evidence of such fact.

     (f)  The Indemnifier  shall have no right to be subrogated to any rights of
          the Bank  until the Bank shall  have  received  payment in full of all
          monies due it under the Lease.

     (g)  The  Indemnifier  hereby  renounces  all  benefits of  discussion  and
          division.

     (h)  The taking of any judgment on any of the covenants of the Lessee under
          the Lease shall not operate as a merger of any obligations herein.

     (i)  Any sums payable by the Indemnifier  hereunder shall be paid on demand
          to the  Bank at such  place  or  places  as it may  from  time to time
          direct.

     (j)  Time is of the essence hereof.

     (k)  For the purpose of greater clarity, it is declared to be the intention
          of the  Indemnifier  that this  Indemnity  shall be construed so as to
          impose like  obligation on the  Indemnifier as if the  Indemnifier has
          covenanted  as principal  jointly and  severally  with the Lessee with
          respect to the te rms,  covenants,  conditions  and  provisions of the
          Lease.

     (l)  The Indemnifier, if a corporation, agrees that the Limitation of Civil
          Rights Act of the Province of Saskatchewan,  or any provision  thereof
          shall  have no  application  to this  Indemnity  or any  agreement  or
          instrument renewing or extending or collateral to this Indemnity.

5.   No Representations. There are no representations,  collateral agreements or
     conditions  with respect to this  Indemnity or affecting the  Indemnifier's
     liability hereunder other than as contained herein.

6.   Notices.  The address for service of any notice  pursuant to this Indemnity
     shall be as follows:

     To The Bank:   Hongkong Bank of Canada
                    4th floor - 885 West Georgia Street
                    Vancouver, British Columbia V6C 3E9


<PAGE>


     To the Indemnifier:   GLAS-AIRE INDUSTRIES LTD.

     and any notice,  advice or report  shall be in writing and may be served by
     mailing  the same  first  class  registered  post,  postage  prepaid  in an
     envelope properly  addressed to the party to whom the notice is to be given
     at its address for service above, and shall be deemed to have been received
     on the third  business day after the mailing  thereof.  Provided,  however,
     that any notice may be served by  personal  service by leaving  the same at
     the party's  address set forth above.  In the event of adual or  threatened
     postal strikes or disruptions of postal service notice shall be by personal
     service.

7.   Successors.  All the terms,  agreements  and  conditions of this  Indemnity
     shall extend to and be binding upon the Indemnifier,  his heirs, executors,
     successors  and  assigns  and  shall  enure  to the  benefit  of and may be
     enforced by the Bank, its successors and assigns.

8.   Interpretation. For the purposes of interpretation,  words herein importing
     gender  shall be deemed to be the other gender or the body  corporate,  and
     vice  versa,  and all  legal  rights  and  obligations  hereunder  shall be
     determined in accordance  with the laws of BRITISH  COLUMBIA . Reference to
     any  default in the Lease  shall also  include  repudiation.  Headings  are
     inserted for convenience of reference only and shall not constitute part of
     this  Indemnity  for  any  other  purpose.  In  the  event  more  than  one
     Indemnifier  shall execute this  Indemnity,  their liability shall be joint
     and several.

9.   The Indemnifier confirms that he has expressly required that this Indemnity
     and all  documents  relating  thereto  be drafted  in  English.  La Caution
     confirme avoir  expressement  demande que le present  cautionnement et tous
     les documents sty rapportant soient rediges en anglais.

IN WITNESS  WHEREOF this Indemnity has been executed by the  Inderanifter  as of
the 3RD day of MARCH , 1998.

                                     The Common Seal of Glas-Aire Industries Ltd
                                     was hereunto affixed in the presence of


                                     By /s/ Alex Ding, Secretary
                                       -----------------------------------------


<PAGE>
                                                                    EXHIBIT 10.1


Hongkong Bank Leasing
Divsion of Hongkong Bank of Canada
INDEMNITY

Whereas:

A.   Hongkong Bank of Canada (hereafter called "the Bank") has agreed to provide
     certain  collateral  to  MULTICORP  HOLDINGS  INC.  (hereafter  called  the
     "Lessee")  pursuant to a certain Master  Equipment Lease dated as of the 15
     th day of MARCH , 1998 ;

B.   It is contemplated  that the acquisition  cost of the aforesaid  collateral
     will not exceed $ US145.895.00 CDN

C.   It is further  contemplated that as collateral is required by the Lessee it
     will  direct the Bank to acquire  the same and upon so doing,  the Bank and
     the Lessee will  execute,  inter alia,  schedules to the  aforesaid  Master
     Equipment Lease relating to the collateral so described;

D.   The  aforesaid  Master  Equipment  Lease and each  schedule  to such Master
     Equipment  Lease are  hereafter  collectively  called the  "Lease"  and the
     collateral  referred to in the Lease is hereafter  collectively  called the
     "Collateral";

E    GLAS-AIRE   INDUSTRIES  LTD.   (hereafter  called  the   "Indemnifier")  is
     associated  with the  Lessee  and as  additional  security  to the Bank has
     agreed to  indemnify  the Bank on the terms and  conditions  hereafter  set
     forth.

1.   Indemnity.  In  consideration  of the Bank entering into the Lease with the
     Lessee and for other  good and  valuable  consideration,  the  receipt  and
     sufficiency of which is hereby acknowledged,  the Indemnifier hereby agrees
     to and does by these presents indemnify and save harmless the Bank from and
     against  any and all loss,  cost,  expense  or damages  arising  out of any
     failure by the Lessee to pay any rent prescribed by the aforesaid Lease, or
     other moneys payable thereunder or the failure of the Lessee to perform any
     of the other terms, covenants, conditions and provisions of the said Lease.

2.   General   Conditions   of  Indemnity.   This   Indemnity  is  absolute  and
     unconditional  and the obligation of the Indemnifier  shall not be released
     or discharged by:

     (a)  Any extensions of time,  indulgences,  or modifications which the Bank
          may extend or make with the Lessee in  respect of the  performance  of
          any of the  obligations of the Lessee under any one or more provisions
          of the Lease;

     (b)  Any  waiver by or  failure  of the Bank to  enforce  any of the terms,
          covenants, conditions and provisions of the Lease;

     (c)  Assignment of the said Lease by the Lessee or by any trustee, receiver
          or liquidator;

     (d)  Any consent which the Bank may give to any such assignment;

     (e)  Any assignment or transfer or other  disposition by the Bank of any of
          its rights  under the Lease and it is hereby  agreed that the Bank may
          assign;  transfer  or  otherwise  dispose of any such  rights  without
          notice to the Indemnifier  and in such event any assignee,  transferee
          or successor  in i nterest  shall have the same rights and remedies as
          if originally named herein in the place of the Bank;


<PAGE>


     (f)  The Bank shall have the right to enforce this Indemnity  regardless of
          the  acceptance of additional  security from the Lessee and regardless
          of the release or  discharge of the Lessee by the Bank or by others or
          by operation of any law;

     (g)  The discharge of the Lessee from any of its obligations  thereunder by
          way of applicable statutes relating to bankruptcies or insolvencies or
          the like;

     (h)  Any inability of the Bank to enforce any terms, covenants,  conditions
          and  provisions  of the Lease  against any party for  whatever  reason
          including  and without  limiting the  generality  of the foregoing any
          failure by the Bank to properly register or record the Bank's security
          interest thereun der or file financing  statements,  notices, or other
          documents as required under any applicable statutes;

     (i)  Any amendment,  modification,  or change of the Lease,  whether or not
          the Indemnifier has been not)fied of the same. The Indemnifier  hereby
          waives notice of the  acceptance  of this  Indemnity and all notice of
          non-performance,  non-payment  or  non-observance  on the  part of the
          Lessee  of  the  terms,  covenants,  conditions  and  provisos  of the
          Parties.  As between the Indemnifier and the Bank and  notwithstanding
          any rule of law or equity to the contrary, the Collateral is and shall
          be  deemed  for  all  purposes  to be  chattels  at  the  time  of its
          acquisition by the Bank and the Indemnifier agrees that the Collateral
          shall not be deemed to be  affixed to any lands upon which they may be
          situate so as to acquire the legal  status of fixtures or in any other
          matter  constitute  a part of such  lands and the  Bank's  ability  to
          enforce all terms and  conditions of this  Indemnity  shall not in any
          way be impaired  should it be determined that the Collateral was or is
          or  became  affixed  to  land  or that  the  Collateral  was or is not
          chattels.

3.   Default under Lease.

     (a)  In the  event of a  default  under or  repudiation  of the  Lease  the
          Indemnifier  waives any right to require  the Bank prior to making any
          demand hereunder to:

          (i)  Proceed  against the Lessee or pursue any rights or remedies with
               respect to the Lease;
          (ii) Proceed against or exhaust any security of the Lessee held by the
               Bank;
          (iii) Pursue any other remedy whatsoever in the power of the Bank.

     (b)  In the event of termination of the Lease, except by surrender accepted
          by the Bank, or in the event of  disclaimer  of the Lease  pursuant to
          any  statute,  than at the  option  of the Bank the  Indemnifer  shall
          execute a new lease of the Collateral  with the Bank as lessor and the
          Indemnifier  as l essee for a term equal in duration to the residue of
          the  term  of the  Lease  remaining  unexpired  at the  date  of  such
          termination or such disclaimer. Such lease shall contain like lessor's
          and lessee's  obligations  respectively and like covenants,  provisos,
          agreements  and  conditions  in all  respects as are  contained in the
          Lease.

4.   General Provisions

     (a)  No action or proceeding brought or instituted under this Indemnity and
          no  recovery  in  pursuance  thereof  shall be a bar or defense to any
          further action or proceeding which may be brought under this Indemnity
          by reason of any further  default or  defaults  under the Lease in the
          performance  an d observance  of the terms,  covenants and provisos of
          the Lease and no one or more of the remedies  herein is intended to be
          exclusive  but each shall be  cumulative  and in addition to any other
          remedies referred to herein or otherwise  available to the Bank at law
          or in equity.


<PAGE>


     (b)  No modification  of this Indemnity shall be effective  unless the same
          shall be in writing and signed by the Bank and the Indemnifier.

     (c)  Wherever  any  determination  of any  dispute is made  pursuant to the
          provisions  of the lease or any  judgment  or  finding of any court is
          made which is binding upon the Lessee,  such determination or judgment
          shall be  binding  also upon the  Indemnifier  and  there  shall be no
          necessity that the Ind emnifier shall have received  notice of or been
          party to any proceedings  taken ~n connection with any dispute between
          the Bank and the lessee.

     (d)  The obligations of the Indemnifier  shall not be affected by any claim
          or  purported  claim,  set-off,  defense  or  other  right  which  the
          Indemnifier may have at any time against the Bank in any  transaction,
          whether related to the Lease or not.

     (e)  The  declaration  by the Bank that a  default  has  occurred  shall be
          conclusive evidence of such fact.

     (f)  The Indemnifier  shall have no right to be subrogated to any rights of
          the Bank  until the Bank shall  have  received  payment in full of all
          monies due it under the Lease.

     (g)  The  Indemnifier  hereby  renounces  all  benefits of  discussion  and
          division.

     (h)  The taking of any judgment on any of the covenants of the Lessee under
          the Lease shall not operate as a merger of any obligations herein

     (i)  Any sums payable by the Indemnifier  hereunder shall be paid on demand
          to the  Bank at such  place  or  places  as it may  from  time to time
          direct.

     (j)  Time is of the essence hereof.

     (k)  For the purpose of greater clarity, it is declared to be the intention
          of the  Indemnifier  that this  Indemnity  shall be construed so as to
          impose like  obligation on the  lndemnifier as if the  Indemnifier has
          covenanted  as principal  jointly and  severally  with the Lessee with
          respect to the te rms,  covenants,  conditions  and  provisions of the
          Lease.

     (l)  The Indemnifier, if a corporation, agrees that the Limitation of Civil
          Rights Act of the Province of Saskatchewan,  or any provision thereof,
          shall  have no  application  to this  Indemnity  or any  agreement  or
          instrument renewing or extending or collateral to this Indemnity.

5.   No Representations. There are no representations,  collateral agreements or
     conditions  with respect to this  Indemnity or affecting the  Indemnifier's
     liability hereunder other than as contained herein.

6.   Notices.  The address for service of any notice  pursuant to this Indemnity
     shall be as follows:

     To The Bank:     Hongkong Bank of Canada
                      4th floor - 885 West Georgia Street
                      Vancouver, British Columbia V6C 3E9


<PAGE>


     To the Indemnifier:    GLAS AIRE INDUSTRIES GROUP LTD.

and any  notice,  advice  or  report  shall be in  writing  and may be served by
mailing the same first class  registered  post,  postage  prepaid in an envelope
properly  addressed  to the  party to  -whom  the  notice  is to be given at its
address  for  service  above,  and shall be deemed to have been  received on the
third business day after the mailing thereof. Provided, however, that any notice
may be served by personal service by leaving the same at the party's address set
forth above. In the event of actual or threatened  postal strikes or disruptions
of postal service notice shall be by personal service.

7.   Successors.  All the terms,  agreements  and  conditions of this  Indemnity
     shall extend to and be binding upon the Indemnifier,  his heirs, executors,
     successors  and  assigns  and  shall  enure  to the  benefit  of and may be
     enforced by the Bank, its successors and assigns.

8.   Interpretation. For the purposes of interpretation,  words herein importing
     gender  shall be deemed to be the other gender or the body  corporate,  and
     vice  versa,  and all  legal  rights  and  obligations  hereunder  shall be
     determined in accordance  with the laws of BRITISH  COLUMBIA.  Reference to
     any  default in the Lease  shall also  include  repudiation.  Headings  are
     inserted for convenience of reference only and shall not constitute part of
     this  Indemnity  for  any  other  purpose.  In  the  event  more  than  one
     Indemnifier  shall execute this  Indemnity,  their liability shall be joint
     and several.

9.   The Indemnifier confirms that he has expressly required that this Indemnity
     and all  documents  relating  thereto  be drafted  in  English.  La Caution
     confirme svoir  expressement  demande que le present  cautionnement et tous
     les documents sty rapportant solent rediges en anglais.

IN WITNESS WHEREOF this Indemnity has been executed by the Indemnifier as of the
3rd day of MARCH 1998

                               The Common Seal of Glas-Aire Industries Group Ltd
                               was hereunto affixed in the presence of


                               By /s/ Alex Ding, Secretary
                                 -----------------------------------------------


<PAGE>


                                                                    EXHIBIT 10.1


Name of Company: Multicorp Holdings Inc.

Resolution of the directors of the Company  authorizing the lease,  from time to
time, from Hongkong Bank of Canada of personal, movable and/or other property.

     WHEREAS it is in the interest of the Company to lease from Hongkong Bank of
Canada  from  time  to  time,   personal  movable  and/or  other  property  (the
"Collateral");

     NOW THEREFORE BE IT RESOLVED THAT:

     1. the Company is hereby authorized to lease, from time to time, Collateral
from Hongkong Bank of Canada;

     2. for such  purpose  the  Company  is hereby  authorized  to enter into an
agreement (the "Master Equipment Lease") to be dated on or about the 3 rd day of
MARCH , 1998  between  the  Company  and  Hongkong  Bank of Canada,  whereby the
Company agrees on the terms and subject to the conditions therein se t forth, to
lease Collateral from time to time from Hongkong Bank of Canada;

     3. the  Company  is hereby  authorized,  from time to time,  to enter  into
agreements  (the "Lease  Schedules")  between the Company and  Hongkong  Bank of
Canada,  whereby the Company agrees,  on the terms and subject to the conditions
set forth  therein  and in the Master  Equipment  Lease,  to lease  Collat  eral
described  therein  from  Hongkong  Bank of  Canada,  each such  Lease  Schedule
constituting a schedule to and incorporating by reference,  the Master Equipment
Lease;

     4. the draft Master  Equipment Lease (a copy of which has been presented to
this meeting) is hereby  approved and any one officer or director or any officer
and director  acting alone is hereby  authorized  to execute a Master  Equipment
Lease,  substantially in the form of the said draft Master Equipment Lease, with
such  variations as such officers may approve,  such approval to be conclusively
deemed to be proved by their  execution  thereof,  and such other  documents and
instruments,  including Lease Schedules, whether under the corporate seal of the
Company or otherwise, and to do all such acts and things as in their opinion may
be necessary or advisable to effect the  provisions of this  resolution  and the
provisions of the Master Equipment Lease and any Lease Schedules;

     5. the Company is hereby  authorized to sell Collateral to Hongkong Bank of
Canada, and to execute any documents and instruments for such purpose, including
Bills of Sale.

     I, YIE WIE DING  hereby  certify  under  the  corporate  seal of  MULTICORP
MOLDINGS  INC.  (the  "Company")  on  behalf of the  Company  that I am the duly
appointed  Secretary  of the Company and that the  foregoing is a true copy of a
resolution of the directors of the Company duly passed on the 3rd day of MARCH ,
1998, which resolution is presently in full force and effect.

DATED the 3RD day of MARCH , 1998.

                                           MULTICORP HOLDINGS INC.


                                           /s/ Alex Ding
                                           -------------------------------------
                                           Secretary



<PAGE>


                                                                    EXHIBIT 10.1


RESOLUTION OF THE DIRECTORS OF GLAS-AIRE INDUSTRIES GROUP LTD. (the "COMPANY")
           CONSENTED TO IN WRITING AS OF THE 3RD DAY OF MARCH , 1998.

          WHEREAS the Company is not presently insolvent

          AND WHEREAS the  Directors are of the opinion that the providing of an
Indemnity to Hongkong Bank of Canada  ("HKBCL") in respect of the obligations of
Glas-Aire Industries Group Ltd. to Hongkong Bank of Canada pursuant to a certain
Master Equipment Lease is in the best interests of the Company.

          RESOLVED  that the Company  provide to HKBCL an Indemnity on the terms
of    the    Indemnity     Agreement    attached    hereto    and    that    the
_________________________  be and is hereby  authorized on behalf of the Company
to execute and deliver the said  Indemnity  Agreement  and to execute such other
documents  and do all such other acts and things as may be  necessary  to effect
the giving of the Indemnity.

          AND BE IT FURTHER  RESOLVED  that the  _______________________  of the
Company is hereby  authorized  for and in the name of the Company to execute and
deliver,  under the common seal of the Company,  all such other  instruments and
writings  and to  perform  and do all such  other  acts and things as he, in his
absolute discretion,  may consider to be necessary,  desirable or useful for the
purpose of giving  effect to this  resolution or as may be required by HKBCL for
such purpose.

          The above resolutions are hereby consented to.

                                   CERTIFICATE

I, the undersigned  Officer of the Company,  do hereby certify under the seal of
the Company that the foregoing is a true and correct copy of a resolution passed
and  adopted  by the  directors  of the  Company in strict  accordance  with the
constitution  of the  Company  and the said  resolution  is at this date in full
force and effect and is wholly unrevoked and unamended.

DATED at the  _______________________  of  VANCOUVER  in the Province of British
Columbia, this 3rd day of MARCH, 1998.

                                            GLAS-AIRE INDUSTRIES GROUP LTD.


                                            /S/ Alex Ding, President
                                            ------------------------------------



<PAGE>


                                                                    EXHIBIT 10.1


     Name of Company: Multicorp Holdings Inc.

     Resolution of the directors of the Company authorizing the lease, from time
     to time,  from  Hongkong Bank of Canada of personal,  movable  and/or other
     property.

     WHEREAS it is in the interest of the Company to lease from Hongkong Bank of
Canada  from  time  to  time,   personal  movable  and/or  other  property  (the
"Collateral");

     NOW THEREFORE BE IT RESOLVED THAT:

     1. the Company is hereby authorized to lease, from time to time, Collateral
from Hongkong Bank of Canada",

     2. for such  purpose  the  Company  is hereby  authorized  to enter into an
agreement (the "Master  Equipment Lease") to be dated on or about the 3rd day of
MARCH , 1998  between  the  Company  and  Hongkong  Bank of Canada,  whereby the
Company agrees on the terms and subject to the conditions  therein set forth, to
lease Collateral from time to time from Hongkong Bank of Canada; 

     3. the  Company  is hereby  authorized,  from time to time,  to enter  into
agreements  (the "Lease  Schedules")  between the Company and  Hongkong  Bank of
Canada,  whereby the Company agrees,  on the terms and subject to the conditions
set  forth  therein  and in the  Master  Equipment  Lease,  to lease  Collateral
described  therein  from  Hongkong  Bank of  Canada,  each such  Lease  Schedule
constituting a schedule to and incorporating by reference,  the Master Equipment
Lease;

     4. the draft Master  Equipment Lease (a copy of which has been presented to
this meeting) is hereby  approved and any one officer or director or any officer
and director  acting alone is hereby  authorized  to execute a Master  Equipment
Lease,  substantially in the form of the said draft Master Equipment Lease, with
such  variations as such officers may approve,  such approval to be conclusively
deemed to be proved by their  execution  thereof,  and such other  documents and
instruments,  including Lease Schedules, whether under the corporate seal of the
Company or otherwise, and to do all such acts and things as in their opinion may
be necessary or advisable to effect the  provisions of this  resolution  and the
provisions of the Master Equipment Lease and any Lease Schedules;

     5. the Company is hereby  authorized to sell Collateral to Hongkong Bank of
Canada, and to execute any documents and instruments for such purpose, including
Bills of Sale.

     I, YIE WIE DING  hereby  certify  under  the  corporate  seal of  MULTICORP
HOLDINGS  INC.  (the  "Company")  on  behalf of the  Company  that I am the duly
appointed  Secretary  of the Company and that the  foregoing is a true copy of a
resolution of the directors of the Company duly passed on the 3rd day of MARCH ,
1998, which resolution is presently in full force and effect.

DATED the 3RD day of MARCH

                                          MULTICORP HOLDINGS INC.



                                          /S/ Alex Ding, Secretary
                                          --------------------------------------



<PAGE>


                                                                    EXHIBIT 10.1


RESOLUTION  OF THE  DIRECTORS  OF  GLAS-AIRE  INDUSTRIES  LTD.  (the  "COMPANY")
CONSENTED TO IN WRITING AS OF THE 3RD, DAY OF MARCH , 1998.

          WHEREAS the Company is not presently insolvent

          AND WHEREAS the  Directors are of the opinion that the providing of an
Indemnity to Hongkong Bank of Canada  ("HKBCL") in respect of the obligations of
Glas-Aire  Industries  Ltd.  to  Hongkong  Bank of Canada  pursuant to a certain
Master Equipment Lease is in the best interests of the Company.

          RESOLVED  that the Company  provide to HKBCL an Indemnity on the terms
of the  Indemnity  Agreement  attached  hereto  and  that  the be and is  hereby
authorized  on behalf of the Company to execute  and deliver the said  Indemnity
Agreement  and to execute  such other  documents  and do all such other acts and
things as may be necessary to effect the giving of the Indemnity.

          AND  BE IT  FURTHER  RESOLVED  that  the  of  the  Company  is  hereby
authorized for and in the name of the Company to execute and deliver,  under the
common seal of the  Company,  all such other  instruments  and  writings  and to
perform and do all such other acts and things as he, in his absolute discretion,
may  consider  to be  necessary,  desirable  or useful for the purpose of giving
effect to this resolution or as may be required by HKBCL for such purpose.

The above resolutions are hereby consented to.

                                   CERTIFICATE

I, the undersigned  Officer of the Company,  do hereby certify under the seal of
the Company that the foregoing is a true and correct copy of a resolution passed
and  adopted  by the  directors  of the  Company in strict  accordance  with the
constitution  of the  Company  and the said  resolution  is at this date in full
force and effect and is wholly unrevoked and unamended.

DATED  at the  ___________________  of  VANCOUVER  in the  Province  of  British
Columbia, this 3rd day of MARCH, 1998.



                                             GLAS-AIRE INDUSTRIES LTD.


                                             /s/ Alex Ding, Secretary
                                             -----------------------------------


<PAGE>


                                                                    EXHIBIT 10.1


                         Certificate of the Secretary of
                             MULTICORP HOLDINGS INC.

                  setting forth signing officers and directors
                   with an example of each of their respective
                                   signatures.

     NAME                      OFFICE HELD              SIGNATURE
     ----                      -----------              ---------

     OMEN ESEN                 DIRECTORS                /s/ Omer Esen
                                                        ------------------------

     YIE WIE DING              DIRECTORS                /s/ Yie Wie Ding
                                                        ------------------------

I, YIE WIE DING , hereby certify under the corporate seal of MULTICORP  HOLDINGS
INC. (the "Company") that:

a)   I am the duly appointed Secretary of the Company;

b)   the  foregoing is a list setting  forth the names of officers and directors
     of the Company who are  authorized  to sign  documents,  with an example of
     each of their  respective  signatures,  in  particular  such  officers  and
     directors are  authorized to execute a Master  Equipment  Lease between the
     Company and Hongkong Bank of Canada pursuant to which the Company may lease
     equipment  from time to time from Hongkong  Bank of Canada,  and to execute
     Lease  Schedules  from time to time  thereunder,  and any  other  documents
     required in connection therewith;

c)   there are no  restrictions  in the  Company's  Articles or By-Laws,  or any
     Unanimous Shareholders Agreement,  which prohibit or otherwise restrict the
     Directors from creating a security interest in any property of the Company,
     presently owned or subsequently  acquired,  to secure any obligation of the
     Company;

d)   the Company is a  corporation  duly  incorporated  and  organized,  validly
     existing and in good standing under the laws of British Columbia.

     DATED the 3RD day of MARCH , 1998.

                                               MULTICORP HOLDINGS INC.


                                               /s/ Alex Ding, Secretary
                                               ---------------------------------



<PAGE>


                                                                    EXHIBIT 10.1

                     BUSINESS PRE-AUTHORIZED DEBIT AUTHORITY


Bank:                      HONGKONG BANK OF CANADA

Bank Address:              20045 LANGLEY BY-PASS
                           LANGLEY B.C. V3A 8R6

Full Name of Lessee:       MULTICORP HOLDINGS, INC.

Lessee Address:            3138 GRANDVIEW HIGHWAY
                           VANCOUVER, B.C. V5M 3E9


                      Re: Hongkong Bank of Canada (Lessor!


You are hereby authorized to pay and debit to the account of the undersigned all
payments  purporting  to be drawn on our behalf  payable to the above  mentioned
Lessor  presented  to you  for  payment.  Such  payments  may be in the  form of
magnetic or  computer-produced  paper tape in which case you are  authorized  to
treat them as if they were signed by us.

In consideration of your acting upon this  authorization,  we agree that you not
be liable for any loss or damage  incurred as a result of anything done or to be
done pursuant to this authorization.

If this account is transferred to another branch/bank,  this authorization shall
b,  directed  there  and  shall be of the same  force  and  effect  as if it had
originally been delivered to that branch/bank. This authorization may be revoked
by the  undersigned  giving ten days' written  notice to the branch at which the
account is being maintained at the date of such notice.

Date: MARCH 3, 1998                        Per: /s/ Alex Ding, Secretary
                                               -------------------------

                                           Alex Yie Wie Ding
                                           -------------------------------------
                                           Please Print Name

                                           Per: /s/ Omer Esen, General Manager
                                               ---------------------------------

                                           Omer Esen
                                           -------------------------------------