DIGITAL DREAMS ENTERTAINMENT

CONTENT WEBSITE LICENSE AGREEMENT

This Agreement is made effective as of the ______________ day of ___________________________ 19____________,
by and between Digital Dreams Entertainment, at P.O. Box 2689, Costa Mesa, CA 92628-2689 (hereinafter referred to
as "Licensor" ) and
________________________________________________________________________________________________

located at ________________________________________________________________________________________

________________________________________________________________________________________________
(hereinafter referred to as "Licensee").

WHEREAS, the Licensor is the authorized agent to produce, promote, license and distribute the digital property of Digital
Dreams Entertainment (hereinafter referred to as "rightful owner"). Licensor is granting the right to use the licensed property
(hereinafter referred to as "Images") to the Licensee who is receiving the rights to use the Images in exchange for payment.

The parties agree as follows:

1. Grant of License: In accordance with this Agreement, Licensor as authorized agent of rightful owner grants Licensee
a non-exclusive license for electronic website distribution of aforementioned Images from the CD-ROM entitled

"_____________________________________________________________________________________________"
licensed under this Agreement for use only on the following three (3) Licensee's websites, specified as:

(a) http://_________________________________________________________________________________________

(b) http://_________________________________________________________________________________________

(c) http://_________________________________________________________________________________________.

Licensee acknowledges that all the Images are copyrighted by rightful owner and ownership rights cannot be transferred
by this Agreement. Licensee may not sell, lease, or give away any of the Images licensed under this Agreement. Licensee
may not transfer the license of Images to any other website for any reason without prior written consent from Licensor.

Licensee may not use any of the Images on any other websites other than the website(s) listed above with the only exception
being one of promotional purposes limited to Internet news groups, e-mail and banners which link back to the above
mentioned website. Licensee may not use any of the Images for any other promotional purposes including but not limited to
magazines, books, pamphlets, CD-ROM production, publications, merchandising, cover stock art, and/or any type of printed
or electronic material without prior written consent and compensation to Licensor.

Any violation of the provisions set forth above will result in immediate termination of this license without refund of
any payments and the continued use of these Images will result in enforcement of copyright violations.

2. Payment: Licensee will pay to Licensor a sum in the amount of $__________________________ US Dollars
for the right to use the Images (hereinafter referred to as "license fee").

3. Modifications of Images: Licensee may rename, resize, compress, and crop the Images for use as thumbnails
and indexes for webpages only on the above specified website(s). Licensee may also modify, alter, distort or change the original
Images in any other manner such as adding any text or graphics including but not limited to website URLs, phone
numbers, company names, addresses or logos.

4. Warranties: Licensor warrants legal authorization from rightful owner of the Images to enter into this Agreement.
Licensor and rightful owner warrant that the models appearing in the Images were at least 18 years of age at the time the
Images were created. Model releases and proof of age are on file with rightful owner and will be furnished upon request for
law enforcement or court order purposes only. Images created prior to July 3, 1995 are exempt from 18 USC Sec 2257.

5. Transfer of Rights: This Agreement may not be transferred by Licensee to any other parties and/or companies.
Licensee may not license or re-license this Agreement or any of the Images covered in this Agreement.

6. Entire Agreement: This Agreement constitutes the entire agreement of the parties and there are no other provisions
or conditions in any other agreement whether oral or written. There will be no oral modifications to the Agreement. Licensee
must return one signed original copy of this Agreement to Licensor for this Agreement to be in effect and the license to be
granted. The license is NOT granted until Licensor has a signed original copy of this Agreement in its possession and the
license fee has been paid.

7. Amendment: This Agreement may be modified or amended only if agreed upon by both parties in writing. If any provisions
of this Agreement will be held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid
and enforceable.

8. Waiver of Contractual Right: The failure of either party to enforce any provision of this Agreement will not be
construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every
provision of this Agreement.

9. Applicable Law: This Agreement will be governed by the laws of the State of California. Licensee holds Licensor, its
principals, employees, successors, assigns, or those acting under its permission and upon its authority, harmless for any legal
issues relating to the distribution of the material as it relates to the community standards and adult entertainment laws as set forth
in the city, county, state, or country of Licensee and their websites. Licensor does not warrant this material to be acceptable in
your community, and Lincesee assumes full responsibility for determining what Images are suitable for distribution and is of
legal age to receive adult material. Licensor warrants that the Images are fully copyrighted, and this license warrants these Images
free of intellectual property violations only. These Images in are compliance with the 18 U.S.C. 2257 Federal law.

IN WITNESS WHEREOF, this Agreement is hereby executed, effective as of the date first set forth above.