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                           TRADEMARK LICENSE AGREEMENT

     THIS AGREEMENT, made this 1st day of October, 1996, by and between Fila
Sport S.p.A., an Italian corporation having its place of business at Via Cesare
Battisti, 26, Biella, Italy ("Licensor") and Renaissance Golf Products, Inc., a
U.S. corporation, having its place of business at 5812 Machine Drive, Huntington
Beach, California 92649 (the "Licensee").

                                   WITNESSETH
     WHEREAS, Licensor and Licensee entered into a certain license agreement
dated as of October 18th, 1990, for the use of the "F" and "FILA" trademarks in
connection with production, advertising and sale of certain golf products (which
agreement, together with any amendments thereof, is hereinafter referred to as
the "Original Agreement");

     WHEREAS, Licensee was in default under certain of the terms of the Original
Agreement;

     WHEREAS, Licensee desires to obtain, subject to the terms and conditions
below, a license to use the Trademarks (as indicated in Schedule A) on and in
connection with certain Products (as set forth in Section 1.1 below and in
Schedule C).

     NOW, THEREFORE, upon the premises above and in consideration of the
promises below, the parties agree as follows:

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1.   GRANT OF LICENSE

     1.1.   GRANT OF LICENSE.  Subject to the terms and conditions hereof,
            Licensor grants to Licensee, for the Term (as defined in section 2.1
            below):

            (i)     a limited and EXCLUSIVE license to use the Trademarks only
                    in the Territory (as set forth in Schedule B) in connection
                    with the advertising, marketing, promotion, distribution and
                    sale of Hard Products (as defined in Schedule C);

            (ii)    a limited and NON EXCLUSIVE license to use the Trademarks
                    only in the United States in connection with the
                    advertising, marketing, promotion, distribution and sale of
                    Soft Products (as defined in Schedule C);

            (iii)   a limited and NON EXCLUSIVE license to use the Trademarks
                    only in the United States, Italy, Taiwan, Korea, Indonesia,
                    Japan, China, Thailand, Singapore, Malaysia, United Kingdom
                    and Mexico in connection with the manufacture of  Soft
                    and/or Hard Products.  Licensee shall not manufacture
                    Products in any other country without the express written
                    authorization of Licensor who will not unreasonably withhold
                    consent.

            Licensee shall use the Trademarks only as granted herein and for no
            other use or purpose unless expressly agreed in writing between
            Licensor and Licensee.  All rights in and to the Trademarks not
            specifically granted to Licensee by this Agreement are reserved to
            Licensor for Licensor's own use and benefit.

     1.2.   NO SUBLICENSES.  Licensee shall have no right to license or
            sublicense any use of the Trademarks or assign or transfer all or
            any part of this Agreement or all or any


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            of its rights or obligations hereunder, unless expressly approved by
            Licensor in writing.

     1.3.   TERRITORY.  Licensee understands and acknowledges that the License
            granted in this Agreement is limited to the specific territories as
            set forth in Section 1.1 above and schedule B.  Licensee's use of
            the Trademarks outside the Territories shall be deemed a material
            breach of this Agreement.

     1.4.   NO LIMITATIONS ON LICENSOR.  Except as expressly set forth herein,
            nothing contained in this Agreement shall in any way restrict,
            impair, limit, or affect Licensor's ownership of or rights in the
            Trademarks, including licensing third parties to use the Trademarks,
            whether on or in connection with the Hard Products outside the
            Territory, with the Soft Products in or outside the Territory or
            otherwise.

2.   TERM AND OPTION TO EXTEND

     2.1.   TERM.  Unless sooner terminated by any party in accordance with the
            provisions of this Agreement, the term of this Agreement (the
            "Term") and the License granted thereby shall commence upon
            Licensor's receipt of the consideration as set forth in Section 6.2
            (the "Effective Date") and shall expire on December 31, 2000.  For
            purposes hereof, a Contract Year shall mean each twelve month period
            commencing January 1 and terminating December 31 of the same
            calendar year,


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            except that the first Contract Year shall run from September 1, 1996
            and shall expire on December 31, 1996.

     2.2.   OPTION TO EXTEND.  Licensee shall have the right to extend this
            Agreement on the same terms and conditions contained hereinbelow
            from January 1, 2001 to December 31, 2005, only if:

            (i)     Licensee is not in default of any obligation under this
                    Agreement; and

            (ii)    the aggregate Royalties (as defined hereinafter) paid or
                    payable (so long as Licensee is not in default of any
                    payment obligations) for the Term  equal or exceed the
                    amount of US$2,400,000; and

            (iii)   the aggregate Royalties paid or payable (so long as Licensee
                    is not in default of any payment obligations) for the period
                    January 1, 2000 - December 31, 2000 equal or exceed the
                    amount of $700,000; and

            (iv)    Licensor exercises such renewal option in writing, if it is
                    entitled to do so, on or before September 30, 2000.

3    LICENSED PRODUCTS

     3.1.   AGGRESSIVE EFFORTS.  Licensee shall continuously throughout the Term
            aggressively develop, promote, advertise, market, and sell the
            Products in the Territory during the Term subject to the Quality
            Control provisions in Section 4 hereof.

     3.2.   PRODUCTS INTRODUCTION.  Licensee shall:



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            (i)     use its best efforts to commence sale and distribution of
                    Hard Products in commercial quantities, in each Country as
                    set forth in Schedule D;

            (ii)    use its best efforts to attain Net Sales for Hard Products
                    in each Country as indicated in Schedule D opposite the name
                    of each Country (the "Sales Targets").


4.   QUALITY CONTROL

     4.1.   PRODUCTS.  Licensee acknowledges that the Trademarks enjoy
            substantial good will, reputation, fame, prestige and
            distinctiveness throughout the world (the "Trademark Image").  The
            quality of the Products under this Agreement shall be of a high
            standard consistent with the Trademark Image and shall otherwise and
            at all times conform to the specifications and quality standards of
            Licensor.  All of the Products shall be sourced, manufactured,
            labeled, distributed, marketed, advertised, promoted, and sold in
            accordance with all applicable national, state, provincial and local
            laws and regulations, and shall not infringe trademarks, patents,
            industrial design rights, copyrights, or other intellectual property
            rights of others.  Before engaging in any sourcing or manufacture of
            the Products, Licensee shall submit to Licensor, for Licensor's
            prior written approval, all designs and specifications for such
            Products and the final prototype of each of the Products to be
            manufactured, marketed and sold by Licensee.  Licensor agrees to
            approve or disapprove, in writing within twenty (20) working days of
            receipt by Licensor, the designs and the prototypes or samples of
            the Products.  Such approval shall not be


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            unreasonably withheld as far as the Hard Products are concerned;
            approvals relating to the Soft Products rest in Licensor's sole
            discretion.  Failure to disapprove  designs, prototypes or samples
            of the Products submitted by Licensee, within twenty (20) working
            days of receipt of same, shall constitute approval.  Licensor shall
            be entitled to inspect, or cause to be inspected, during regular
            business hours, Licensee's facilities, or the facilities of
            Licensee's manufacturers, in order to ascertain that the current
            production samples of each model or style of the Products marketed
            under this Agreement are manufactured in accordance with Licensor's
            quality standards.  Samples submitted by Licensee for this purpose
            may be retained by Licensor.

     4.2.   SIMILAR PRODUCTS.  The parties agree that the quality of the
            Products, the Trademark Image, and the reputation of Licensor shall
            be best maintained if Licensee does not sell goods identical or
            substantially similar in design to the Products for any other party.
            Licensee shall not, therefore, source, manufacture, distribute,
            market, advertise, promote, or sell any goods identical or
            substantially similar in design to the Products for itself (except
            for the purposes of this Agreement) or for any other party.  This
            obligation shall not, however, be construed to prevent Licensee from
            selling goods which are not substantially similar in design to the
            Products.

     4.3.   PROMOTIONAL ITEMS.  Licensee shall not give away any promotional
            items to promote the sales of the Products except as otherwise
            provided in Section 4.7.3.


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     4.4    MARKETING AND DISTRIBUTION.
            4.4.1.  Licensee shall submit to Licensor for Licensor's prior
                    approval all containers, packaging, labels, tags, brochures,
                    catalogs, and the like; all advertising, promotional, and
                    other marketing materials; and all other transactional
                    documents and business materials (collectively the
                    "Materials") using the Trademarks or to be used on or in
                    connection with the Products.  Licensee shall submit all
                    Materials in their proposed final form  to Licensor at least
                    forty (40) working days before the proposed publication or
                    release of the Materials.  Licensor shall have twenty (20)
                    working days after receipt to approve or disapprove such
                    materials. Licensor's failure to respond within the said
                    twenty (20) working days shall be deemed approval.

            4.4.2.  Licensee shall submit to Licensor, for Licensor's prior
                    written approval and no later than the September 30th
                    preceding the beginning of each Contract Year (commencing
                    with September 30, 1997 for the 1998 Contract Year), a
                    written marketing plan (the "Marketing Plan"), except
                    Licensee shall submit a Marketing Plan by November 30, 1996
                    for the 1997 Contract Year.  Each Marketing Plan submitted
                    by Licensee shall state, at a minimum: (i)  Licensee's
                    proposed advertising, promotional, marketing, distribution
                    and sales strategies and targets for the Products for each
                    Contract Year; (ii) the proposed and actual distribution
                    channels, and wholesale and retail accounts for the
                    Products; (iii) any proposed give-


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                    aways of the Products; (iv) the pricing structure and price
                    points for the Products; (v) the anticipated advertising and
                    promotional expenses; (vi) the proposed media placement for
                    the Products and frequency thereof; and (vii) any and all
                    other proposals. Licensor shall have the specific and
                    irrevocable right to approve or disapprove in its reasonable
                    discretion, taking into consideration solely the interest to
                    maintain the Trademark Image, of any or all such elements of
                    the Marketing Plan, provided such approval or disapproval is
                    made within twenty (20) working days after Licensor's
                    receipt of the Marketing Plan.  Failure to disapprove said
                    Marketing Plan, or any part thereof, in writing, within such
                    twenty (20) working days, shall be deemed approval.

            4.4.3.  Licensee shall not sell the Products to anyone other than
                    (1) pro shops at public and private golf courses, driving
                    ranges and golf speciality shops, which right Licensor may
                    cancel as to any customer upon reasonable grounds; and (2)
                    as for Hard Products only, sporting goods retailers in the
                    Territory provided that such sporting goods retailer (i)
                    sells golf products, (ii) is authorized by Licensor or Fila
                    U.S.A. to sell other FILA brand sportswear or footwear and
                    (iii) Licensee provides Licensor with a current list of all
                    customers with the accounting and royalty payment due under
                    Sections 6.4 and 6.5.  Licensor has the right to cancel or
                    terminate sales to any customer upon reasonable grounds,
                    including if Licensor or Fila U.S.A. terminates the customer
                    as an authorized FILA account.


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                    Licensee shall not knowingly sell Products destined for
                    resale to or in any countries outside the Territory.
                    Licensee shall not knowingly sell Products at a discount of
                    greater than 25% unless specifically approved in writing by
                    Licensor.  The parties acknowledge and agree that it is
                    essential for Licensor to have these approval rights to
                    maintain the high quality of the Products, the Trademark
                    Image, and the reputation of Licensor and any breach thereof
                    by Licensee shall be deemed a material breach of this
                    Agreement.   Licensor in its discretion may terminate this
                    Agreement for material breach as defined herein and require
                    payment by Licensee to Licensor of all gross sales received
                    by Licensee as a result of said breach.

     4.5.   REQUIRED MARKINGS.

            4.5.1.  Licensee shall cause the Trademarks to appear on and in
                    connection with all Products, and Licensee shall place and
                    display the Trademarks on and in connection with the
                    Products only in such form and manner as are specifically
                    approved in advance by Licensor as provided in this
                    Agreement.

            4.5.2.  Licensee shall place or affix on the Products, the packaging
                    for the Products and all other materials which display any
                    of the Trademarks:  (a) Licensee's trade name or trademark
                    in a manner sufficient to inform consumers that the Products
                    are manufactured, distributed, and/or sold by Licensee,
                    under license from Licensor, and that the Trademarks are
                    owned



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                    by Licensor; and (b) such other legends, markings, and
                    notices as may be required by any law or regulation in the
                    Territory and as Licensor may reasonably request.  Language
                    for such markings already approved by Licensor is "The F and
                    FILA Trademarks are used under license from Fila Sport
                    S.p.A.."  With respect only to golf clubs, Licensee may
                    affix its tradename, trademarks, and other language required
                    under this subsection, on a clear plastic sticker on the
                    Product, the style and language of which shall be approved
                    in advance in writing by Licensor.  With respect only to
                    golf balls, golf ball markers and golf tees, Licensee shall
                    affix its tradename, trademarks, and other language required
                    under this subsection, on the packaging and other materials
                    used for the Products, but is not obligated to do so on the
                    actual Product due to the size of such Product.

     4.6.   APPROVALS.  Unless and until an approval has been made by Licensor
            as provided in this Agreement,  Licensee shall not release, publish,
            market, advertise, promote, distribute, or sell any item bearing the
            Trademarks.  Licensor's approval of any item submitted for approval
            to Licensor shall not be construed to mean that Licensor has
            determined that such items conform to the laws or regulations of any
            jurisdiction or that the Product samples and/or the Products or
            other materials are safe or fit for their intended purpose.
            Licensor may revoke, in its sole and reasonable discretion, its
            approval of a Product or other material or item at any time if the
            Product, material or item subsequently proves to be ineffective for
            its


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            intended purpose, or is unsafe, or is of poor or sub-standard
            quality (items which Licensor determines in its sole discretion fall
            below the quality standards and specifications established by
            Licensor) or is disparaging the Trademark Image.  If any Product or
            other item approval is so revoked, Licensee shall immediately cease
            and desist from all manufacturing, sale or distribution thereof, and
            shall provide Licensor with an audit of orders out, inventory,
            orders in manufacture and orders in transit of the revoked Products.
            Licensee shall indemnify Licensor and hold Licensor harmless from
            any and all claims resulting from defects, quality control problems
            or other consumer complaints.  After Licensor has approved any
            Product or other item for use for which approval is required under
            this Agreement, Licensee shall not make any change in the approved
            Product or other item without again obtaining Licensor's prior
            written approval.  All Products or other items subject to Licensor's
            prior written approval shall be sent, by courier or commercial
            express delivery company, return receipt requested, to the attention
            of:  License Dept., Fila Sport S.p.A., with a copy to:  Legal Dept.,
            Fila Sport S.p.A.  Receipt of such items shall not be construed
            against Licensor unless such provisions are complied with respect to
            method of delivery and return receipt notification.

     4.7    PROHIBITED USE OF THE TRADEMARKS.

            4.7.1.  In addition to all other restrictions imposed on Licensee
                    pursuant to this Agreement, Licensee shall not use the
                    Trademarks (a) as a portion of or in connection with any
                    other trademarks, except as provided under Section 4.5.2;
                    (b) as all or part of a corporate name, trade name or any
                    other


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                    designation used by Licensee to identify its products,
                    services, or business; or (c) for any other purpose other
                    than as trademarks for the Products.  Licensee, or any
                    parent, subsidiary, affiliated, or related company, or any
                    person or entity owned or controlled by Licensee or under
                    common ownership or control as Licensee, shall not use any
                    name, trademark, service mark, trade name, trade dress, or
                    logo, which incorporates or is similar or identical to any
                    of the Trademarks.  In particular, Licensee shall, effective
                    October 1, 1996, sooner upon execution of Agreement forever
                    terminate "FILAGOLF" as a trade name, or as a service
                    trademark and refrain from identifying itself as "Fila" or
                    "FILAGOLF" in any manner whatsoever, including, but not
                    limited to, letterhead, business directory, telephone
                    directory, NASDAQ material and communications, leaflets,
                    brochures, commercial registrations, voice mail, phone
                    operator, etc.  Failure to comply with this subparagraph
                    will be deemed a material breach of this Agreement.

            4.7.2.  After October 1, 1996, Licensee shall remove the name
                    "FILAGOLF" from any existing material, Product, packaging,
                    or in the event removal is not possible, to destroy any such
                    material or item.  Notwithstanding the above, Licensee may
                    use the term "FILAGOLF" only as a trademark in a certain
                    limited manner on some Products which use shall be
                    specifically approved in advance by Licensor as provided for
                    in this Agreement.  Licensee shall be allowed to sell
                    Products in inventory as of the date of


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                    execution of this Agreement which bear the term "FILAGOLF"
                    and which have already been approved by Licensor.

            4.7.3.  Licensee acknowledges and agrees that Products cannot be
                    used in any manner whatsoever as favors, premiums,
                    promotional tie-ins, or gift with purchase to promote any
                    other item manufactured by a third party; including
                    providing them to such entities which will use them as a
                    gift with purchase, give-away or in any other manner to
                    promote other items.  Licensee may, however,  give-away
                    certain Products solely to promote the Products as follows:
                    (1) providing hats, golf tees, ball markers and golf towels
                    at golf tournaments, (2) providing Products as golf
                    tournament prizes, (3) providing Products to a golf pro at a
                    pro shop which purchases the Products, and (4) providing
                    Products to athletes who have endorsement contracts with
                    Licensor.  Licensee shall notify Licensor twenty (20) days
                    prior to any such give-away of Products, including the name
                    of the golf tournament, pro shop or athlete, the proposed
                    Products and the quantity of Products and Licensor shall not
                    unreasonably withhold approval.

     4.8.   DISPOSAL OF SURPLUS, OUTMODED, DEFECTIVE, OR SUB-STANDARD PRODUCTS.

            4.8.1.  During the Term, Licensor shall approve the manner by which
                    Licensee proposes to dispose any Products which are surplus,
                    outmoded, or defective, or which Licensor determines fall
                    below the quality standards and specifications established
                    by Licensor ("Sub-Standard Products")


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                    provided that any sell-off arrangements shall be consistent
                    with the reputation, prestige and goodwill of the
                    Trademarks, and shall maintain Licensor's reputation and the
                    Trademark  Image.

            4.8.2.  Licensee shall destroy all defective or sub-standard
                    Products unless Licensor grants express written approval to
                    otherwise dispose of such Products.  Licensor's approval of
                    any sell-off of defective or sub-standard Products shall be
                    conditioned upon removal of all Trademarks from the
                    Products, their packaging and any other Materials used in
                    conjunction therewith.

            4.8.3.  As to any surplus or outmoded inventory on hand or in
                    production, or for which approval has been revoked under
                    Section 4.6, or Products which remain following expiration
                    or termination of this Agreement (collectively the
                    "Remaining Inventory"), Licensee shall, provided Licensee is
                    not in breach of any terms of this Agreement, have the right
                    to sell-off on a non-exclusive basis all or any portion of
                    such Remaining Inventory within six (6) months following
                    expiration or termination of this Agreement.  Licensee's
                    proposed sell-off arrangements shall be subject to
                    Licensor's prior written approval, shall be consistent with
                    the reputation, prestige and goodwill of the Trademarks, and
                    shall maintain Licensor's reputation and the Trademark
                    Image.


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            4.8.4.  Prior to any sell-off or offering any Remaining Inventory to
                    any wholesaler or retailer, Licensee shall provide Licensor
                    with a complete and detailed report of its Remaining
                    Inventory.  Within thirty (30) days of receipt of the
                    Remaining Inventory report, Licensor shall advise Licensee
                    whether it will purchase all or a specified percentage of
                    the Remaining Inventory.  Any Remaining Inventory which is
                    not sold to Licensor or others under the above provisions
                    shall be destroyed by Licensee after expiration of the six
                    (6) month sell-off period under the supervision of Licensor.
                    Licensee shall not sell Remaining Inventory at a discount
                    exceeding fifty percent (50%).  For the purposes of this
                    Agreement, the sale of any such Products at a discount
                    exceeding fifty  percent (50%) of the regular price list or
                    advertise the sale as a "discount," is hereby deemed to be
                    not consistent with the reputation, goodwill and prestige of
                    the Trademark Image.

     4.9.   LICENSEE'S DISTRIBUTORS.  During the Term, Licensee shall have the
            right to appoint a distributor of the Products (the "Distributor")
            in any Country included in the Territory, consistent with the image
            and reputation of Licensor and the Trademarks, providing that (i)
            Licensee notifies Licensor in writing about such Distributor; (ii)
            any such proposed Distributor shall be bound by the terms and
            conditions of this Agreement and shall enter into a distribution
            agreement consistent with the terms and provisions hereof, including
            those relating to the use of the Trademarks and quality control, and
            (iii) Licensor approves the Distributor and the required
            distribution agreement in writing, which approval shall not be


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            unreasonably withheld.  All Materials used by any proposed
            Distributor must be approved by the Licensor pursuant to Section
            4.6.  Licensee shall indemnify Licensor and hold Licensor harmless
            for any and all acts of any Distributor which violate any terms and
            conditions of this Agreement.  Any and all distribution agreements
            shall expire and/or terminate upon the expiration or termination of
            this Agreement and all Distributors shall immediately cease all use
            of the Trademarks pursuant to Section 9.

5.   INTELLECTUAL PROPERTY OWNERSHIP RIGHTS

     5.1.   OWNERSHIP OF THE TRADEMARKS.

            5.1.1.  Licensee, and any agents, employees or any entity affiliated
                    and/or controlled by Licensee, including without limitation
                    any approved Distributor, acknowledge, understand and agree
                    that Licensor has sole and exclusive ownership of all right,
                    title and interest in and to the Trademarks, and all
                    registrations and applications therefor.  Licensee, and any
                    agents, employees or any entity affiliated and/or controlled
                    by Licensee, including without limitation any approved
                    Distributor further acknowledge, represent and warrant that
                    they have not acquired, and shall not acquire, whether by
                    operation of law, this Agreement, or otherwise, any right, 
                    title, interest, or other ownership in or to the Trademarks.
                    Should any such right, title, interest, or other ownership 
                    become vested in Licensee, or any agents, employees or 
                    any entity affiliated and/or controlled by Licensee, 
                    including without limitation any approved Distributor, by 
                    operation of law, this



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                    Agreement, or otherwise, they hereby assign all such right,
                    title, interest, and other ownership to Licensor free of
                    additional consideration.  Licensee, its agents, employees
                    and any entity affiliated and/or controlled by Licensee,
                    including without limitation any approved Distributor, shall
                    provide and execute all documents necessary to effectuate
                    and record such assignment to Licensor.

            5.1.2.  Licensee recognizes the value of the goodwill associated
                    with the Trademarks and acknowledges that all rights therein
                    belong exclusively to Licensor and further acknowledges that
                    the Trademarks have acquired substantial secondary meaning
                    and distinctiveness in the mind of the public.  All use of
                    the Trademarks and all goodwill and benefit arising from
                    such use shall inure to the sole and exclusive benefit of
                    Licensor.  All rights in and to the Trademarks other than
                    those specifically granted in this Agreement are reserved by
                    Licensor for its own use and benefit.  Licensee shall not,
                    during the Term or thereafter, do anything which would in
                    any way damage, inure, or impair the validity and
                    subsistence of the Trademarks, nor shall Licensee attack,
                    dispute, or challenge, nor aid other to do so.  Licensor's
                    right, title and interest in and to the Trademarks, or the
                    validity of this Agreement or any provisions herein
                    specifically relating to Licensor's rights to guard and
                    protect its Trademarks to the fullest extent of the law.
                    All Trademarks, logos, designs, and/or slogans appearing on
                    or in connection with the Products shall be the sole and
                    exclusive property


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                    of Licensor.  Licensee agrees to assign, and hereby assigns,
                    all right, title, interest and other ownership of same to
                    Licensor free of additional consideration.  Licensee shall
                    timely provide and execute all documents necessary to
                    effectuate and record such assignments to Licensor and
                    failure to do so shall be deemed a material breach of this
                    Agreement.

     5.2.   REGISTRATIONS AND LICENSING FORMALITIES.  Licensee shall promptly
            cooperate with Licensor, as Licensor may request, with respect to
            the execution, filing and prosecution of any trademark applications
            (including Trademark renewals) that Licensor may desire to file, and
            for the purpose Licensee shall supply to Licensor from time to time
            and without charge such samples, packaging, containers, labels,
            tags, invoices, evidence of use of the Trademarks in any given
            Country within the Territory, and similar materials as may be
            reasonably required hereunder.  Licensee shall execute and deliver
            to Licensor, at any time whether during or after the Term and
            without further consideration or compensation, such instruments of
            transfer and other documents as Licensor may request for Licensor's
            trademark applications or to confirm Licensor's ownership right.  At
            Licensor's request, the License to use the Trademarks granted to
            Licensee by this Agreement shall be confirmed by a separate
            trademark agreement for any country within the Territory which
            permits or requires a separate agreement, including without
            limitation Registered User agreements, or where a separate trademark
            agreement is deemed appropriate by Licensor.  At Licensor's request,
            Licensee shall timely execute whatever documents or forms Licensor
            deems necessary to confirm the license, to


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            record Licensee as a Registered User, and/or to record the license,
            in any country within the Territory.  Expiration or termination of
            this Agreement shall terminate or act to terminate immediately all
            Registered User and other license recordal documents executed,
            filed, and/or recorded pursuant to this Agreement and Licensee
            shall, at Licensor's request, take all steps and actions as may be
            necessary to reflect or confirm the expiration, termination, and/or
            surrender of Licensee's rights under same.  The parties expressly
            agree that all documents  filed or recorded with any applicable
            Trademark Office or other authority relating to the License granted
            herein may be canceled by Licensor alone and Licensee hereby agrees
            and consents to any such cancellation.  If Licensee fails or refuses
            to execute or deliver in timely fashion any document requested or
            required hereunder, Licensee hereby grants Licensor a limited power
            of attorney to sign the document in Licensee's name and make
            appropriate disposition of it provided it is consistent with this
            Agreement.

     5.3.   INFRINGEMENTS.  Licensee shall inform Licensor forthwith if Licensee
            observes or has notice of any goods or activities which infringe, or
            which may reasonably infringe, the Products, the Trademarks or any
            other intellectual property rights now or hereafter owned by
            Licensor,  Licensee shall provide, at Licensee's expense, complete
            information, cooperation, and assistance to Licensor concerning such
            infringements and/or potential infringements, and any consequent
            further investigation and/or legal action.  Upon learning of such
            infringements and/or potential infringements, Licensor shall have
            the right, but not the obligation, at its


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            sole discretion and expense, to take such action as Licensor
            considers a necessary or appropriate to enforce Licensor's rights,
            including without limitation legal action to suppress or eliminate
            the infringements and/or to settle any such dispute and/or action.
            Licensor shall take legal action in such cases in which it believes
            the infringer's activities are such as to impair the marketing
            activity for the Products in a given Country within the Territory.

     5.4.   EVIDENCE OF USE.  Licensee acknowledges the need to supply ample
            evidence of use of the Trademarks in each Country in the Territory
            for purposes of trademark registrations, applications, renewals and
            other related proceedings., and agrees to supply to Licensor on
            every June 30 and/or December 31 of the Term with copies of
            representative invoices or invoices for specifically requested
            accounts relating to the sales of Products for each Country.

     5.5.   TRADEMARK UNAVAILABILITY.  In case Licensee failed to distribute
            certain golf products under the original Agreement in certain
            Countries, the Trademarks in such Country may be subject to
            abandonment for lack of use in case of such an occurrence, Licensor
            agrees to file, at its expense, new applications for the Trademarks
            in the concerned Countries.  If, as a consequence of abandonment for
            non use successfully filed against Trademarks in one or more
            Country, Licensee will not be entitled to market the Products in
            such Country, the Country will be excluded from the Territory, with
            no liability for either party.



                                       20

<PAGE>

6.   MINIMUM GUARANTEED ROYALTIES, ROYALTIES, OTHER CONSIDERATIONS, ACCOUNTING

     6.1.   MINIMUM ANNUAL ROYALTIES.  The "Minimum Annual Royalty" for each
            Contract Year is as follows:

            1st Contract Year (Oct. 1-Dec. 31, 1996)        US$  200,000
            2nd Contract Year (1997)                        US$  400,000
            3rd Contract Year (1998)                        US$  500,000
            4th Contract Year (1999)                        US$  600,000
            5th Contract Year (2000)                        US$  700,000
                                                            ------------
                                                            US$2,400,000

            In order to secure payment of the Minimum Annual Royalties and as a
            precondition for this Agreement, Licensee shall cause Licensor to
            receive an irrevocable letter of credit, confirmed by a primary
            Italian bank designated by Licensor, in a form determined by
            Licensor, for the amount of the Minimum Annual Royalty for each
            Contract Year which shall be Four Hundred Thousand Dollars
            (US$400,000) for 1997 and shall be renewed for the Minimum Annual
            Royalty for each subsequent contract year.

            Licensee shall pay one fourth (1/4) of the Minimum Annual Royalty
            to Licensor fifteen (15) days prior to the end of each quarter
            (i.e., March 15, June 15, September 15 and December 15 of each
            Contract Year).  If Licensee fails to timely make any of the
            quarterly payments, Licensor shall be entitled to draw as of the
            last day of each quarter (i.e., March 31, June 30, September 30, and
            December 31) from the letter of credit one fourth (1/4) of the
            Minimum Annual Royalty


                                       21

<PAGE>

            indicated opposite each Contract Year in the above schedule.  The
            drawings against the letter of credit should be at Licensor's first
            written request, all exceptions or reserves waived.  Licensor's
            right to draw against the letter of credit is independent of, and
            shall in no way effect, Licensor's right to terminate this Agreement
            if Licensee fails to timely make any of the quarterly payments.

            In case of termination of the Agreement, for any reason whatsoever,
            Licensor shall be entitled to immediately withdraw the remaining
            Minimum Annual Royalty.  The letter of credit shall be opened on or
            before October 31, 1996 as a precondition for the validity of this
            Agreement.

            In case of extension of the term of the Agreement (the "Extended
            Term"), Licensee shall cause Licensor to receive an irrevocable
            letter of credit, confirmed by a primary Italian bank designated by
            Licensor, in a form determined by Licensor, for the amount of the
            Extended Minimum Annual Royalty for each Contract Year.  The
            Extended Minimum Annual Royalty for each Contract Year for the
            Extended Term is as follows:

            6th Year (2001)                  US$  800,000
            7th Year (2002)                  US$  900,000
            8th Year (2003)                  US$1,000,000
            9th Year (2004)                  US$1,000,000
            10th Year (2005)                 US$1,000,000
                                             ------------
            Extended Minimum Annual Royalty  US$4,700,000

            The letter of credit shall be opened on or before November 30, 2000,
            as a precondition to the extension of the Term.  In case of
            termination of this


                                       22

<PAGE>

            Agreement, at any time during the Extended Term, Licensor shall be
            entitled to immediately withdraw the remaining Extended Minimum
            Annual Royalty.

     6.2.   ADDITIONAL CONSIDERATION.  In addition to any other consideration
            hereunder, Licensee shall pay to Licensor, the amount of US$675,000
            within 30 days of signing this Agreement.  Payment of the above
            amount is a precondition for the validity of this Agreement and this
            Agreement will not become effective until such payment has been
            fully cleared in Licensor's bank account.

     6.3.   ROYALTY.  Licensee shall pay to Licensor, on a quarterly basis for
            each applicable Contract Year, in addition to the consideration
            referred to in Section 6.2. above, royalty on the Net Sales (as
            hereinafter referred) of Products, as follows:

            6% on Net Sales of Products up to US$7,500,000
            5.5% on Net Sales of US$7,500,001 to US$15,000,000
            5% on Net Sales in excess of US$15,000,000
            ("the Royalty").

            The Royalty for each applicable Contract Year shall be due, solely
            for the portion of it which exceeds the Minimum Annual Royalty for
            such Contract Year.

            Royalty payments shall be made by the Licensee to the Licensor on
            all Products upon which royalty payments are due by the Licensee.
            In the case of sales of Products to individuals and/or companies
            which are affiliates or associated with and/or subsidiaries of
            Licensee, the net sales shall be calculated upon the Licensee's
            usual net sales price for such Products sold to unrelated third
            parties in


                                       23

<PAGE>

            the course of the Licensee's normal distribution, shipment and sales
            activities.  Where the billed price for any Products is less than
            the usual net sales price for such Products sold to third parties in
            the course of the Licensee's normal distribution, shipment and sales
            activities, the royalty payment shall be based upon the Licensee's
            usual net sales price.  Licensee shall not offer discounts greater
            than twenty-five (25%) percent without prior written approval.

            For purposes hereof, "Net Sales" shall mean gross sales less:

            -       quantity discounts which Licensor has pre-approved
                    (including those quantity discounts that are evaluated, for
                    each customer, at the end of every Contract Year);

            -       returns actually credited which were initially paid for in
                    cash;

            -       uncollectible accounts (not more than one percent (1%) of
                    total yearly billing in any one Contract Year);

            -       loss for pilferage, actually credited to the customers;

            being it understood that the total of such deductions cannot exceed
            five percent (5%) of the total gross sales in any applicable
            Contract Year.  In case Licensee will deliver the Products on a CIF
            basis, then the Net Sales shall not include the insurance and
            freight costs.  No deductions shall be made for commissions, taxes,
            fees, assessments, impositions, penalties, payments or expenses of
            any kind which may be incurred or paid by the Licensee in connection
            with the royalty payments due to Licensor hereunder or in connection
            with the transfer of the funds or royalties or with the conversion
            of any currency into Italian Lire, or for any cost incurred in the
            manufacture, offering for sale, sale, advertising, promotion,



                                       24

<PAGE>

            shipment, distribution of the Products.  Licensee must base all
            Royalty Payments on the exact amount invoiced to its customers and
            no deductions shall be taken in the event less funds are received by
            Licensee due to unfavorable exchange rates in effect at the time
            Licensee receives payment from its customers.  If Licensees recovers
            any amounts, from insurance or otherwise, attributable to damages
            suffered for any reason in the sale of Products, then the amounts of
            lost sales or diminished sales revenues upon which such recovered
            damages were based shall be included in Net Sales for the next
            applicable Contract Year.  If same are received after expiration or
            termination of this Agreement, the applicable payments to Licensor
            shall be made within 10 days of receipt of same by Licensee.

     6.4.   ACCOUNTING.  Licensee shall provide Licensor on a quarterly basis
            for each Contract Year of the Term commencing with the quarter
            ending March 31, 1997, a detailed written accounting, in the form of
            Schedule E, of Products sold during such quarter, divided per
            Country included in the Territory and per category of Products and
            the Net Sales thereof, together with the amount of royalties due for
            such quarter to Licensor.  The detailed written accounting for the
            second and all subsequent accounting periods shall contain not only
            the required information for the most recently concluded quarter,
            but also a recap covering the entire year to date.  The written
            accountings shall be accompanied by a payment to Licensor for the
            amounts due, if any, for such recently concluded quarter.


                                       25

<PAGE>

     6.5.   FORM AND MANNER OF PAYMENTS.  Unless otherwise provided in this
            Agreement or otherwise specified in writing by Licensor, all
            payments by Licensee under this Agreement shall be made within
            thirty (30) days after March 31, June 30, September 30, December 31,
            for each applicable Contract Year and payable in US Dollars to
            Licensor or to a bank or other organization designated by Licensor
            at the official rate of conversion of currency existing at the
            moment of the issue of any invoice from Licensee to customers.
            Payments shall be by wire  transfer.  Failure to timely provide a
            written accounting under Section 6.4 and make the applicable Royalty
            Payment shall be cause for immediate termination of this Agreement.

     6.6.   TIME OF ESSENCE.  Timely payment is of the essence as to all royalty
            payments due to Licensor under this Agreement.

     6.7.   LATE PAYMENT.  All late payments under this Agreement shall bear
            interest at a rate equal to the then current annual commercial
            lending rate charged by the leading commercial banks in New York,
            New York, U.S.A., plus five percent (5%), without prejudice for any
            other remedy available to Licensor.

     6.8.   TAXES.  Licensee shall be entitled to withhold from any royalty
            payment payable pursuant to this Agreement any sum required to be
            withheld under the applicable tax laws of the Territory, and to pay
            such sum withheld to the appropriate tax authorities.  In such case
            Licensee shall furnish Licensor with the official tax receipt or
            other appropriate evidence of taxes paid issued by the tax
            authorities of


                                       26

<PAGE>

            the Territory.  If such withheld sum exceeds ten percent (10%) of
            the total Royalty sum due and payable prior to withholding of such
            tax sum, then with respect to each remaining applicable Contract
            Year hereunder, the Royalty due to Licensor hereunder shall be
            increased by ten percent (10%).

     6.9.   INSPECTION OF BOOKS AND RECORDS AND RIGHT TO AUDIT.  Licensee shall
            keep complete and accurate records of all operations affecting
            royalty payments hereunder, and shall permit Licensor or its
            designee to inspect all such records and to make copies of or
            extracts from such records during regular business hours throughout
            the term of this Agreement and for a period of five (5) years after
            the completion or termination of this Agreement.  Such inspection
            shall be made upon reasonable notice to Licensee and with minimum
            interference in the business activities of Licensee.  As part of
            Licensor's right to inspect Licensee's books of account and records,
            Licensor shall have the right to have Licensee's books of accounts
            and records audited, at Licensor's expense.  However, if the audit
            reveals a payment deficiency in the amount owed to Licensor under
            this Agreement of two percent (2%) or more for any royalty period,
            then Licensee shall bear and pay all costs of the audit and shall
            immediately pay Licensor all such sums due and payable plus interest
            on the deficient amount at the same rate provided for late payments
            under Section 6.7.

7.   ADVERTISING AND PROMOTIONAL COMMITMENT


                                       27

<PAGE>

     Licensee and Licensor agree that Licensee shall actively advertise and
     promote the sale of Hard Products in each Country included in the
     Territory; to that purpose, Licensee shall invest at least such percentage
     of the Net Sales in advertising and promotion for Hard Products, and for
     each Country included in the Territory, as indicated in Schedule F opposite
     to the name of each Country.

8.   REPRESENTATIONS - INDEMNITY - INSURANCE

     8.1.   LICENSOR.  Licensor represents and warrants that:

            (i)     Licensor is able to license all of Licensor's rights to the
                    Trademarks in the Territory for purposes of this Agreement
                    except as provided in Section 5.2 hereof.

            (ii)    Licensor's entering into and performing this Agreement will
                    not conflict with or violate any agreements or obligations
                    Licensor may have with any other person or entity.

     8.2.   LICENSEE.  Licensee represents and warrants that:

            (i)     The Products, aside from use of the Trademarks pursuant to
                    this Agreement, shall not infringe the patents, industrial
                    design rights, copyrights, trademark rights, or other
                    intellectual property rights of others.

            (ii)    Licensee's entering into and performing this Agreement will
                    not conflict with or violate any agreements or obligations
                    Licensee may have with any other person or entity.


                                       28

<PAGE>

            (iii)   Licensee acknowledges and represents that it has no claims
                    whatsoever against Licensor or any Affiliate for any
                    activity or matter arising from or related to the Original
                    Agreement, its performance and fulfillment.

     8.3.   Licensee acknowledges that Licensor has not promised, and has not
            engaged itself, to perform any activity whatsoever on behalf of
            Licensee, or to enter into any cooperation program in connection
            with the marketing of the Products, such marketing shall rest solely
            under Licensee's responsibilities, subject to all terms and
            conditions of this Agreement.

     8.4.   INDEMNITY.  Licensor shall indemnify and hold Licensee harmless from
            and against any claim, suit, loss, damage, or expense (including
            without limitation reasonable attorneys' fees) arising out of or
            relating to any breach of Licensor's representations and warranties.
            Licensee shall indemnify and hold harmless from and against any
            claim, suit, loss, damage, or expense (including without limitation
            reasonable attorneys' fees) arising out of or relating to any breach
            of Licensee's representations and warranties, arising out of or
            relating to the manufacture, marketing, distribution, advertising,
            promotion, or sale of any of the Products, including without
            limitation, products liability claims, or any other breach of this
            Agreement.  Either Licensor or Licensee, as the case may be, shall
            provide the other party notice of any claim or suit for which the
            other party may be liable in indemnity within ten (10) business days
            after learning of same.  The indemnity party, at its expense, shall
            have the right to enter and defend against any such claim or suit


                                       29

<PAGE>

            using counsel of the indemnifying party's choice.  The indemnified
            party shall have the right, at its own expense, to participate in
            such claim or suit using the indemnified party's own counsel.

     8.5.   NO COMPETITION.  During the Term, Licensee shall not carry on or be
            engaged in or concerned with or interested in, directly or
            indirectly, whether alone or in conjunction with any person, any
            business, enterprise, or undertaking which his in whole or in part
            in any way competitive with the business of Licensor, or which
            involves the use of a trademark belonging to a competitor of the
            Licensor.

     8.6.   INSURANCE POLICY.  Licensee shall maintain at its own expense, in
            full force and effect, at all times during which the Products are
            sold and for a period of two (2) years, thereafter, but effective
            from the effective date of this License with a reputable national
            insurance carrier acceptable to Licensor, and approved by Licensor,
            a products liability insurance policy with respect to the Products,
            for the amount of US$2,000,000.  This insurance shall be for the
            benefit of the Licensee but shall include Licensor as an additional
            named insured.  This insurance shall provide for at least ten (10)
            business days' prior written notice to Licensor and Licensee of the
            cancellation or any substantial modification of the policy.  This
            insurance may be obtained by Licensee for Licensor in conjunction
            with a policy which covers products other than the Products.
            Failure to maintain this insurance at all times relevant hereto will
            constitute a material breach by this Agreement.


                                       30

<PAGE>

            Immediately after October 1, 1996 and at least once per each year of
            the Term and thereafter once per year for two (2) years, and in
            addition from time to time upon reasonable request by Licensor,
            Licensee shall deliver to Licensor a certificate of insurance
            evidencing the insurance required under this Agreement.

9.   TERMINATION

     9.1.   TERMINATION WITH NOTICE.  If Licensor fails to perform or otherwise
            materially breaches any of its obligations under this Agreement,
            Licensee shall have the right, without prejudice to any other rights
            Licensee may have, to terminate this Agreement by giving thirty (30)
            days written notice to Licensor, and this written notice shall
            automatically become effective unless Licensor effectively remedies
            the breach within said thirty-day period.  If Licensee fails to
            perform or otherwise breaches any of its obligations under this
            Agreement, Licensor shall have the right, without prejudice to any
            other rights Licensor may have, to terminate this Agreement by
            giving thirty (30) days written notice to Licensee, and this notice
            shall automatically become effective unless Licensee completely
            remedies the breach to Licensor's satisfaction within the said
            thirty-day period.

     9.2.   IMMEDIATE TERMINATION.  Licensor may terminate immediately and
            without prior notice or opportunity to cure on the following
            conditions:  1) Licensee fails to use its best efforts to meet the
            Product Introduction dates as stated in Section 3.2.;  2) Licensee
            fails to make timely royalty payments; 3) Licensee fails to
            maintain, at


                                       31

<PAGE>

            all relevant times, product liability insurance as stated in Section
            8; or 4) Licensee fails to comply with any of the provisions set
            forth in Section 4.

     9.3.   PARTIAL TERMINATION.  Licensee acknowledges that it is essential to
            this Agreement to assure the effective marketing of the Hard
            Products in every Country in the Territory, so that, if in a certain
            Country there will be no marketing of the Hard Products, or if such
            marketing will not occur in commercial quantities, or if in a
            certain Country the Sales Targets are not met, Licensor shall have
            the right, but not the obligation, to terminate this Agreement
            solely and limited to such Country or Countries, without prejudice
            to any other remedy available to Licensor.

            If one of the above cases occur, Licensor shall have the option to
            exercise the right referred to in this Section 9.3 OR to exercise
            the rights referred to in Section 9.1. If Licensor elects to 
            exercise any of the rights referred to in this Section, it should 
            do so within thirty (30) days from the moment in which Licensor is 
            aware of any of the occurrences referred to in this Section.

     9.4.   LICENSEE'S INSOLVENCY.  If Licensee commences or becomes the subject
            of any case or proceeding under the bankruptcy, insolvency, or
            equivalent laws of any Country in the Territory, or if a court
            appoints a received, liquidator, assignee, trustee, custodian,
            sequestrator (or other similar official) for Licensee or for any
            substantial part of Licensee's property, or if Licensee makes an
            assignment for the benefit of creditors, or if Licensee takes
            corporate action in furtherance of any of the foregoing, Licensee
            shall give notice of the event immediately to Licensor.


                                       32

<PAGE>

            Whether or not such notice is given, Licensor shall have the right
            upon the occurrence of any of the foregoing, without prejudice to
            any other rights Licensor may have, to terminate this Agreement by
            giving written notice to Licensee, effectively immediately.

     9.5.   CHANGE OF BUSINESS.  If Licensee sells or otherwise disposes of
            substantially all of its business or assets to a third party, or 
            control of Licensee is transferred to any third party, either by 
            way of assignment of the majority of Licensee's stock, or by 
            mortgaging, pledging or otherwise encumbering such stocks, or in 
            other way, Licensor shall have the right, without prejudice to 
            any other rights Licensor may have, to terminate this Agreement, 
            effectively immediately, by giving written notice to Licensee.   
            It is acknowledged that the personal performance of Miles Doody 
            is of the essence for Licensor to enter into this Agreement.  In 
            case any of the above subjects shall cease working for Licensee, 
            or otherwise cease providing their services to Licensee, Licensor 
            shall be entitled in its reasonable evaluation, to terminate this 
            Agreement.

     9.6.   EFFECT OF EXPIRATION OR TERMINATION.  With the exception of the
            limited right of sell-of under Section 4.8.3, no rights whatsoever
            shall extend to Licensee beyond the expiration or termination of
            this Agreement, and Licensee shall not be entitled to any
            compensatory payment on the expiration or termination of this
            Agreement.  Upon the expiration or termination of this Agreement for
            any reason whatsoever, all rights in the Trademarks shall
            automatically revert to Licensor, and Licensee


                                       33

<PAGE>

            immediately shall cease, and thereafter refrain from, all use of (a)
            the Trademarks, including without limitation removing all articles,
            tags and labels bearing the Trademarks from the Products in
            inventory and otherwise, and (b) trademarks similar to the
            Trademarks and materials similar in appearance to those used for the
            Products, such as package designs, labels, tags, and marketing,
            advertising or promotional materials.  The preceding sentence shall
            not apply to use on articles, tags, labels, and packaging
            necessarily incident to sale of Products as Remaining Inventory
            during the six month sell-off period under Section 4.8.3 of this
            Agreement. Use in any other manner, however, including without
            limitation use in advertising and promotional materials and
            activities, shall be prohibited during the sell-off period.
            Licensee further agrees to surrender all tools, dies, molds and raw
            materials, sew-in labels, silkscreens, embroidery heads, and the
            like, bearing the Trademarks, to the possession of Licensor
            immediately upon termination of this Agreement or to destroy or
            modify them in the presence of Licensor.  The designs, utilized or
            conceived for Products, cannot be adopted by either party after the
            expiration or termination of this Agreement.

     9.7.   SURVIVORSHIP.  The following provisions shall survive expiration or
            termination of this Agreement:  1.4, 4.7.1, 4.8, 5.1, 5.2, 6.4
            through 6.9, 7, 8.1, 8.2, 8.3, 9.6 and 10.1 through 10.11.

10.  GENERAL


                                       34

<PAGE>

     10.1.  ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement
            and contains a complete statement of all the arrangements between
            the parties with respect to its subject matter and supersedes all
            prior agreements, understandings, commitments, negotiations, and
            discussions, whether oral or written, including the Original
            Agreement and any amendment thereto which is terminated by mutual
            consent effective immediately upon execution of this Agreement.

     10.2.  HEADINGS.  The section headings in this Agreement are included
            solely for convenience of reference.  They are not intended to be
            complete or accurate description of the section contents, and shall
            not affect the interpretation or be considered a part of this
            Agreement.

     10.3.  AMENDMENT.  This Agreement may not be amended, altered, modified, or
            otherwise changed in any respect or particular whatsoever except in
            writing signed by both parties.

     10.4.  WAIVER.  The failure of a party to insist upon strict adherence to
            any provision of this Agreement on any occasion shall not be
            considered a waiver or deprive or limit that party's right
            thereafter to insist upon strict adherence to that provision in the
            particular instance or that provision or any other provision of this
            Agreement in any instance.  Any waiver shall be in writing signed by
            the party against whom the waiver is sought to be enforced.


                                       35

<PAGE>

     10.5.  NO ASSIGNMENT.  This Agreement is personal to Licensee, and Licensee
            shall not assign or transfer of its rights or delegate any of its
            obligations under this Agreement.  Any attempted assignment,
            transfer, or delegation in violation of this provision or by virtue
            of the operation of law shall be void.  However, Licensor shall be
            entitled to assign or transfer any of its rights or to delegate any
            of its obligations under this Agreement to any of its affiliates,
            provided that Licensor shall remain responsible toward Licensee for
            the performance of this Agreement.

     10.6.  BIND AND BENEFIT.  This Agreement shall be binding upon, and shall
            inure to the benefit of, the parties and parties' respective
            successors, and permitted assigns and transferees, if any.

     10.7.  SEVERABILITY.  The provisions of this Agreement are severable.  If a
            court of competent jurisdiction should declare any provision of this
            Agreement void or otherwise unenforceable, the other provisions
            shall remain unchanged and in full force and effect.

     10.8.  IRREPARABLE INJURY.  Licensee acknowledges and admits that its
            failure to manufacture, sell, advertise, promote, ship and
            distribute the Products in accordance with this Agreement and
            particular in compliance with the provisions set forth in Section 4
            of this Agreement, or to otherwise fulfill Licensee's obligation
            under this Agreement or to cease its activities as required upon
            expiration or termination of this Agreement under Section 9 will
            result in immediate and irreparable damage


                                       36

<PAGE>

            to Licensor.  Licensee agrees that, in the event of such failure,
            Licensor shall be entitled to equitable relief by way of temporary,
            preliminary and permanent injunctions, and such other and further
            relief as any court with competent jurisdiction may deem just and
            proper, in addition to and without prejudice to any other relief to
            which Licensor may be entitled.

     10.9.  GOVERNING LAW AND JURISDICTION.  This Agreement shall be governed by
            and construed in accordance with the internal substantive laws of
            Italy.  Licensee hereby consents to the exclusive jurisdiction of
            the court of Milan for resolution of all claims, differences,
            disputes which the parties may have regarding interpretation,
            application or enforcement of this Agreement.

     10.10. DELIVERY OF SAMPLES AND NOTICES.  Unless otherwise specified in this
            Agreement, or unless Licensor instructs Licensee differently,
            production samples of the Products, and duplicate copies of all
            items and materials bearing or mentioning the Trademarks, including
            without limitation artwork, containers packaging, labels, tags, and
            the like; marketing, advertising, and promotional materials; and
            transactional documents, shall be delivered to the address set forth
            in Section 4.4 of this Agreement.  Any other notice, accounting
            statement, or other communications under this Agreement shall be in
            writing and shall be considered given when received by the parties
            at the following addresses (or at such other address as a party may
            specify by notice to the others):

            As to Licensor:        Attention - License Dept.


                                       37

<PAGE>

                                        Fila Sport S.p.A.
                                        Viale Cesare Battisti, 26
                                        Biella, Italy

            With a copy to:
                                        Franco Maula
                                        Legal Dept.
                                        Fila Sport S.p.A.
                                        Viale Cesare Battisti, 26
                                        Biella, Italy

            As to Licensee:             Attention -    Chief Executive Officer
                                        Renaissance Golf Products, Inc.
                                        5812 Machine Drive
                                        Huntington Beach, Ca 92649

            With a courtesy copy to:    Bruce H. Hagland, Esq.
                                        Gibson, Hagland & Johnson
                                        2010 Main Street, Suite 400
                                        Irvine, CA 92614

     10.11. CONFIDENTIALITY.  Except as required by Section 5.2 or by order of a
            court or government agency of competent jurisdiction, this Agreement
            and its provisions shall be kept confidential by and among the
            parties, unless otherwise agreed in writing.  Licensor and Licensee
            shall jointly develop and agree upon any press releases or other
            public statements to the media to be released upon or after
            execution of this Agreement.

     10.12. COMPLIMENTARY PRODUCTS.  During each Contract Year during the Term
            and any renewal term, Licensee shall provide to Licensor free of
            charge of ten (10) of each style or model of the Products.



                                       38

<PAGE>

     10.13. LICENSOR'S RIGHT TO PURCHASE.  During each Contract Year during the
            Term and any Extended Term, Licensor shall have the right to
            purchase up to one hundred (100) of each style or model of the
            Products at Licensee's manufacturing cost, for Licensor's
            promotional purposes; and other Products at Licensee's price list
            for distribution and sale in any point of sale owned by Licensor or
            its Affiliates.

     10.14. AGREEMENT ONLY UPON FULL EXECUTION AND DELIVERY.  This document
            shall not be binding on either Licensor or Licensee or constitute a
            note or memorandum of the material terms of an agreement until each
            party has received delivery of a copy executed on behalf of all
            parties.

     10.15. AUTHORIZATION AND ABILITY TO EXECUTE.  The undersigned represent
            that they are authorized to sign this Agreement on behalf of the
            parties hereto.  Each party has relief upon said representation in
            entering this Agreement.

LICENSOR:                          LICENSEE:


By:______________________________  By:______________________________

Title:____________________________ Title:____________________________

Date:____________________________  Date:____________________________


                                       39

<PAGE>

                                   SCHEDULE A

                                   TRADEMARKS


                                       40

<PAGE>

                                   SCHEDULE B

                                    TERRITORY

Italy                  Poland                 Peru
ex - U.S.S.R.          Nigeria                Lesotho
Germany                Tunisia                Chad
Algerie                Sweden                 Panama
France                 Kenya                  Liberia
Bulgaria               Zimbabwe               Congo
Mauritius              Argentina              Jamaica
Spain                  Neth. Antilles         Lybia
Cyprus                 Bahamas                Gabon
Portugal               Barbados               Haiti
Finland                Un. Arab Emir.         Guinea
Belgium                Bermuda                Ecuador
Ireland                Bolivia                Madagascar
Seychelles             Saudi Arabia           Maldive
Holland                Chile                  Malawi
Iceland                Colombia               Malta
Luxembourg             Somaliland             Cyprus
Great Britain          Costa Rica             St. Kitts/Nevis
Sri Lanka              Cuba                   St. Lucia
Liechenstein           South Africa           Tonga
Greece                 El Salvador            Uganda
Monaco                 Ivory Coast            Virgin Isl.
Norway                 Guatemala              Zanzibar
Switzerland            Mali                   Western Samoa
Uruguay                Honduras               Quatar
Bahrain                Falkland Isl.          Rwanda
Ex-Yugoslavia          Mauritania             Solomon Isl.
*U.S.A.                Nicaragua              Sierra Leone
Dubai                  Guernsey               Vanuatu
Austria                Niger                  Tanganika
Jordan                 Paraguay               St. Vincent and Grenadines
Hungary                Ghana                  Cameroun
Iran                   Senegal                Mexico
Morocco                Dominican Rep.         Namibia
Brunei                 Belize                 Central African Rep.
Iraq                   Togo                   Canada
Egypt                  Trinidad and Tobago    Israel
Fiji                   Burkina Faso
Lebanon                Brazil
Roumania               Cayman Isl.
Syria                  Benin
Tchzeck Rep.           Botswana

*Excluding Guam, Saipan and any other Micronesian or Asian U.S. Possessions or
territories.


                                       41

<PAGE>

                                   SCHEDULE C

                                    PRODUCTS

SOFT PRODUCTS

golf hats
golf caps
golf visors
golf towels (a towel specially designed with a ring to enable it to be hung from
the golf club bag and to be used when playing golf)



HARD PRODUCTS

golf gloves
golf balls
golf clubs
golf club bags (caddy bags)
golf club head covers
golf umbrellas (with special device for golf playing)
golf score boards
golf tees


                                       42

<PAGE>

                                   SCHEDULE D

     COUNTRY                       DATE FOR INTRODUCTION OF THE PRODUCTS IN
                                   COMMERCIAL QUANTITIES
     Italy
     ex - U.S.S.R.
     Germany
     Algerie
     France
     Bulgaria
     Mauritius
     Spain
     Cyprus
     Portugal
     Finland
     Belgium
     Ireland
     Seychelles
     Holland
     Iceland
     Luxembourg
     Great Britain
     Sri Lanka
     Liechtenstein
     Greece
     Monaco
     Norway
     Switzerland
     Uruguay
     Bahrain
     Ex-Yugoslavia
     U.S.A.
     Dubai
     Austria
     Jordan
     Hungary
     Iran
     Morocco
     SCHEDULE D CONTINUED
     COUNTRY                       DATE FOR INTRODUCTION OF THE PRODUCTS IN
                                   COMMERCIAL QUANTITIES
     Brunei
     Iraq
     Egypt
     Fiji
     


                                       43

<PAGE>

     Lebanon
     Roumania
     Syria
     Tchzeck Rep.
     Poland
     Nigeria
     Tunisia
     Sweden
     Kenya
     Zimbabwe
     Argentina
     Neth. Antilles
     Bahamas
     Barbados
     Un. Arab Emir.
     Bermuda
     Bolivia
     Saudi Arabia
     Chile
     Colombia
     Somaliland
     Costa Rica
     Cuba
     South Africa
     El Salvador
     Ivory Coast
     Guatemala
     Mali
     Honduras
     Falkland Isl.
     Mauritania
     SCHEDULE D CONTINUED
     COUNTRY                       DATE FOR INTRODUCTION OF THE PRODUCTS IN
                                   COMMERCIAL QUANTITIES
     Nicaragua
     Guernsey
     Niger
     Paraguay
     Ghana
     Senegal
     Dominican Rep.
     Belize
     Togo
     Trinidad and Tobago
     Burkina Faso
     
     
                                       44

<PAGE>

     Brazil
     Cayman Isl.
     Benin
     Botswana
     Cameroun
     Mexico
     Namibia
     Central African Rep.
     Peru
     Lesotho
     Chad
     Panama
     Liberia
     Congo
     Jamaica
     Lybia
     Gabon
     Haiti
     Guinea
     Ecuador
     Madagascar
     Maldive
     Malawi
     SCHEDULE D CONTINUED
     COUNTRY                       DATE FOR INTRODUCTION OF THE PRODUCTS IN
                                   COMMERCIAL QUANTITIES
     Malta
     St. Kitts/Nevis
     St. Lucia
     Tonga
     Uganda
     Virgin Isl.
     Zanzibar
     Western Samoa
     Quatar
     Rwanda
     Solomon Isl.
     Sierra Leone
     Vanuatu
     Tanganika
     St. Vincent and Grenadines
     
     
                                       45

<PAGE>

                                   SCHEDULE E

                                  SALES TARGETS

     COUNTRY                      SALES TARGET         YEAR % INCREASE
     Italy
     ex - U.S.S.R.
     Germany
     Algerie
     France
     Bulgaria
     Mauritius
     Spain
     Cyprus
     Portugal
     Finland
     Belgium
     Ireland
     Seychelles
     Holland
     Iceland
     Luxembourg
     Great Britain
     Sri Lanka
     Liechtenstein
     Greece
     Monaco
     Norway
     Switzerland
     Uruguay
     Bahrain
     Ex-Yugoslavia
     U.S.A.
     Dubai
     Austria
     Jordan
     Hungary
     Iran
     
     SCHEDULE E CONTINUED
     COUNTRY                      SALES TARGET         YEAR % INCREASE
     Morocco
     Brunei
     Iraq
     Egypt
     

                                       46

<PAGE>

     Fiji
     Lebanon
     Roumania
     Syria
     Tchzeck Rep.
     Poland
     Nigeria
     Tunisia
     Sweden
     Kenya
     Zimbabwe
     Argentina
     Neth. Antilles
     Bahamas
     Barbados
     Un. Arab Emir.
     Bermuda
     Bolivia
     Saudi Arabia
     Chile
     Colombia
     Somaliland
     Costa Rica
     Cuba
     South Africa
     El Salvador
     Ivory Coast
     Guatemala
     Mali
     Honduras
     Falkland Isl.
     
     SCHEDULE E CONTINUED
     COUNTRY                      SALES TARGET         YEAR % INCREASE
     Mauritania
     Nicaragua
     Guernsey
     Niger
     Paraguay
     Ghana
     Senegal
     Dominican Rep.
     Belize
     Togo
     Trinidad and Tobago
     
     
                                       47

<PAGE>

     Burkina Faso
     Brazil
     Cayman Isl.
     Benin
     Botswana
     Cameroun
     Mexico
     Namibia
     Central African Rep.
     Peru
     Lesotho
     Chad
     Panama
     Liberia
     Congo
     Jamaica
     Lybia
     Gabon
     Haiti
     Guinea
     Ecuador
     Madagascar
     Maldive
     Malawi
     Malta
     
     SCHEDULE E CONTINUED
     COUNTRY                      SALES TARGET         YEAR % INCREASE
     St. Kitts/Nevis
     St. Lucia
     Tonga
     Uganda
     Virgin Isl.
     Zanzibar
     Western Samoa
     Quatar
     Rwanda
     Solomon Isl.
     Sierra Leone
     Vanuatu
     Tanganika
     St. Vincent and Grenadines
     
In case of extension:  for any Contract Year, and for each Country the Sales
Target of the preceding Contract Year increased by 5%.


                                       48

<PAGE>

                                   SCHEDULE E

                          LICENSEE ACCOUNTING STATEMENT


Licensee:____________________

Statement Date:__________, 19__

Royalty Period:___________, 19__ to ___________, 19__

Computation of Royalties:

Product Category:

Minimum Royalty for the Royalty Period:

Royalty Rate:_____%

Description of Licensed Products (style & model #):

Net Sales Price for each Licensed Product:

Number of each Style and Model of Licensed Products Sold:

Royalties due for the Royalty Period:

Sales divided by Country and by style/category:


                                       49

<PAGE>

                                   SCHEDULE F


         COUNTRY                   ADVERTISING                      PROMOTION
IN WHICH ADVERTISING AND               5%                              3%
PROMOTION ACTIVITIES FOR
PRODUCTS SHOULD BE DONE
Italy
ex - U.S.S.R.
Germany
Algerie
France
Bulgaria
Mauritius
Spain
Cyprus
Portugal
Finland
Belgium
Ireland
Seychelles
Holland
Iceland
Luxembourg
Great Britain
Sri Lanka
Liechtenstein
Greece
Monaco
Norway
Switzerland
Uruguay
Bahrain
Ex-Yugoslavia
U.S.A.
Dubai
Austria
Jordan
Hungary

SCHEDULE G CONTINUED
         COUNTRY                   ADVERTISING                      PROMOTION
IN WHICH ADVERTISING AND               5%                              3%
PROMOTION ACTIVITIES FOR
PRODUCTS SHOULD BE DONE
Morocco
Brunei


                                       50

<PAGE>

Fiji
Roumania
Tchzeck Rep.
Poland
Nigeria
Tunisia
Sweden
Kenya
Argentina
Neth. Antilles
Bahamas
Barbados
Un. Arab Emir.
Bermuda
Bolivia
Saudi Arabia
Chile
Colombia
Somaliland
Costa Rica
South Africa
El Salvador
Ivory Coast
Guatemala
Mali
Honduras
Falkland Isl.
Mauritania
Nicaragua
Guernsey
Niger
Paraguay

SCHEDULE G CONTINUED
         COUNTRY                   ADVERTISING                      PROMOTION
IN WHICH ADVERTISING AND               5%                              3%
PROMOTION ACTIVITIES FOR
PRODUCTS SHOULD BE DONE
Ghana
Senegal
Dominican Rep.
Trinidad and Tobago
Brazil
Cayman Isl.
Mexico
Namibia


                                       51

<PAGE>

Peru
Panama
Jamaica
Gabon
Haiti
Guinea
Ecuador
Malta
St. Kitts/Nevis
St. Lucia
Tangeri
Tonga
Virgin Isl.
St. Vincent and Grenadines


                                       52