AGREEMENT

         Between CEA LAB, (CEA LAB), a Kansas  Corporation and a public company,
and  OMAP  Holdings  Incorporated  (OMAP),  a  Nevada  corporation  and a public
company,  hereby agree to exchange certain securities owned by CEA LAB which are
registered and free-trading shares which are being valued at approximately equal
value to securities  which are not registered and  free-trading and are owned by
OMAP. Each of the parties shall attach a schedule of securities  owned and being
exchanged to this agreement (see Schedule "A").

          CEA LAB and OMAP each agree to value  free-trading  securities at 100%
of the average bid price over the past 30 trading days  preceding  the execution
of this Agreement.

         CEA LAB and OMAP agree to value all restricted shares at the book value
of each public  company's stock per a Form 10-K which has been audited and filed
with the Securities and Exchange Commission.

         CEA LAB and OMAP agree to re-value all  restricted  shares for exchange
cost  basis  in the  event  that CEA LAB  auditors  determine  the  value of the
restricted shares to be less than the initial exchange values.

         CEA LAB and OMAP  agrees  that CEA LAB shall  exchange  such  number of
shares,  which can be sold for cash and which,  when sold,  will  result in OMAP
receiving not less than $430,000.

          CEA LAB and OMAP agree that OMAP shall exchange such number of shares,
which,  when  sold for cash,  will  result  in CEA LAB  receiving  not less than
$430,000.


Agreed: This 4th  day of October, 1996.


By:      /s/ James A. Tilton
         James A. Tilton, President and Director
         OMAP Holdings Incorporated


By:       /s/ Edward B. Williamson
         Edward B. Williamson, President and Director
         CEA LAB, Inc.


                                  SCHEDULE "A"

          OMAP agrees to immediately and physically  deliver all shares owned of
the following  securities to CEA LAB,  bearing the name "CEA LAB,  Inc." on each
certificate:

                                             Cert #      # of Shares      Total

BRIAA-Bria Communications Corp.                   1183     370,370
                                                  1186     290,323       660,693
                                                           -------

EUHI -  Eurotronics Holdings, Inc.                5509     566,038
                                                  5511     111,111       667,149
                                                           -------

TNRG-  Tianrong Building Material Holdings, Ltd.  2126                  319,149
                                                                         -------
                                                                       1,656,991


          CEA LAB and OMAP agree that at December 31, 1995,  per an audited Form
10-K OMAP auditors valued the OMAP exchange shares at each company's book value:

                  BRIAA    660,693 shares at $204,815 or $0.31 per share

                  EUHI             667,149 shares at $121,887 or $0.18 per share

                  TNRG             319,149 shares at $100,000 or $0.31 per share
                                   -------

                 TOTAL 1,656,991 shares at $426,702 or $0.26 per share (average)