EXHIBIT 1

                     Letter Agreement dated February 8, 1996
            between Hollywood Trenz, Inc. and Conectisys Corporation

















February 8, 1996

VIA FEDERAL EXPRESS DELIVERY
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Robert A. Spigno, President
Conectisys Corporation
7260 Spigno Place
Agua Dulce, CA 91350

Re:      Exchange of Shares

Dear Mr. Spigno:

This letter will constitute an agreement  between Hollywood Trenz, Inc. ("HTNZ")
and Conectisys Corporation ("CNES") to terminate the ADA Sign Purchase Agreement
and Agreement for the Purchase of Common Stock between them dated March 23, 1995
and to return  the  shares  transferred  pursuant  to that  Agreement.  CNES has
delivered to HTNZ Certificate No. 2028-9  representing  600,000 shares of common
stock, $.0001 par value, of HTNZ the receipt of which HTNZ hereby  acknowledges.
Upon the receipt by HTNZ from CNES of a signed Stock Power in the form  attached
hereto  with  Medallion  Gold Seal  Signature  Guarantee,  HTNZ will cause to be
delivered to CNES  Certificate  No. 5167  representing  300,000 shares of common
stock,  no par value,  of CNES together with a signed Stock Power with Medallion
Gold Seal  Signature  Guarantee.  The parties  agree to complete the exchange of
shares by February 29, 1996.

Sincerely yours,



Robert E. Burton, Jr.
Vice Chairman, C.O.O.

ACCEPTED AND AGREED:
CONECTISYS CORPORATION


By  /s/ Robert A. Spigno              Dated:  2/9/96
        ----------------                      ------
        Robert A. Spigno
        President