AGE Investment Co.
                          730 Fifth Avenue, 9th Avenue
                          New York, New York 10019-4106

                                Tel: 800-992-8616
                                Fax: 316-688-0998

Via Fax

                               September 23, 1996

James Tilton, President
OMAP Holdings Corporation
82-66 Austin Street
Jamaica, New York 11415

         Re: Warrant Purchase Agreement

Dear James:

         Per our  discussions,  AGE Investment Co. desires to acquire  2,000,000
Class "A" Common Stock Purchase  warrants,  each  exercisable at $0.3750 for one
common share of OMAP Holdings,  Inc.,  2,000,000 Class "B" Common Stock Purchase
warrants,  each  exercisable at $0.50 for one common share,  1,000,000 Class "C"
Common Stock Purchase  Warrants,  each exercisable $.75 for one common share and
1,000,000 Class "D" Common Stock Purchase  Warrants,  each  exercisable at $1.00
for one common share if 100% of the "A" Warrants are exercised OMAP will receive
gross  warrant  proceeds of $750,000.  If 100% of the "B" Warrants are exercised
OMAP will receive and additional  $1,000,000 in gross warrant proceeds.  If 100%
of the Class "C" Warrants are exercised OMAP will receive an additional $750,000
in gross warrant proceeds.  If 100% of the Class "D" Warrants are exercised OMAP
will receive an additional  $1,000,000.  If 100% of all  6,000,000  Warrants are
exercised  OMAP will receive a total of  $3,500,000  in gross  warrant  offering
proceeds.

         We would like the  Warrants to expire as  follows:  Class "A" and Class
"B" to expire one year from the date of registration effectiveness and Class "C"
and Class "D" to expire two years from date of registration effectiveness.

         AGE  Investment  Co. will agree to purchase all 6,000,000  warrants for
$6,000.00  cash. We will wire transfer the  $6,000.00  cash tomorrow  morning if
OMAP executes  this Warrant  Purchase  Agreement  today and agrees to have legal
counsel prepare the warrant  agreements  within the next 72-hours.  In addition,
OMAP shall  agree to use its best  efforts to  immediately  file a  registration
statement  covering all  6,000,000  warrants  and the  6,000,000  common  shares
underlying the warrants, all at OMAP's expenses.

          The number of warrants and the  exercise  price of the warrants are to
be as adjusted  for any forward or reverse  stock  splits  during the next three
years.

         AGE Investment Co. will favorably  consider  exercising  these warrants
depending on the company's  ability to make  acquisition,  increase its revenues
and, more importantly,  the increasing of earnings as per our discussions of you
earnings projections.

         We are not acquiring  these  warrants with a view to re-sell them or to
make a distribution as defined under the Securities Acts.

          If OMAP Holdings,  Inc. agrees to these terms and  conditions,  please
indicate your  acceptance  and  agreement by executing  this letter below and by
returning a copy via fax to us today.

                                                     Very truly yours,

                                                     AGE Investment Co.


                                            By:      /s/ Edward B. Williamson

Agreed and Accepted:

OMAP HOLDINGS, INC.



   /s/ James Tilton
James Tilton, President