MONTHLY RENTAL AGREEMENT

         THIS AGREEMENT, entered into this 1 day of January, 1998 (year), by and
         between Alpine Pictures, Inc., hereinafter Lessor, and Alpine Pictures
         International, Inc. hereinafter Lessee.

         WITNESSETH: That for and in consideration of the payment of the rents
and the performance of the Covenants contained on the part of Lessee, said
Lessor does hereby demise and let unto Lessee, and Lessee hires from Lessor
those premises described as:

located at: 6919 Valjean Avenue, Van Nuys, California 91406 for a tenancy from
month-to-month commencing on the 1 day of January , 1998 (year) and at a monthly
rental of Two Thousand Nine Hundred Twelve and 08/100 Dollars ($ 2912.08 ) per
month payable monthly in advance on the 1st day of each and every month, on the
following TERMS AND CONDITIONS:

         1. OCCUPANTS. The said premises shall be occupied by no more than
Thirty adults and children.

         2. PETS. No pets shall be brought on the premises without prior written
consent of Lessor.

         3. ORDINANCES AND STATUTES. Lessee shall comply with all statutes,
ordinances and requirements of all municipal, state and federal authorities now
in force, or which may hereafter be in force, pertaining to the use of the
premises.

         4. REPAIRS OR ALTERATIONS. Lessee shall be responsible for damages
causes by his negligence and that of his family or invitees and guests. Lessee
shall not paint, paper or otherwise redecorate or make alterations to the
premises without the prior written consent of Lessor. All alterations,
additions, or improvements made to the premises with the consent of Lessor shall
become the property of Lessor and shall remain upon and be surrendered with the
premises.

         5. UPKEEP OF PREMISES. Lessee shall keep and maintain the premises in a
clean and sanitary condition at all times, and upon the termination of the
tenancy shall surrender the premises to Lessor in as good condition as when
received, ordinary wear and damage by the elements excepted.

         6. ASSIGNMENT AND SUBLETTING. Lessee shall not assign this Agreement or
sublet any portion of the premises without prior written consent of Lessor.

         7. UTILITIES. Lessor shall be responsible for the payment of all
utilities and services.

         8. DEFAULT. If Lessee shall fail to pay rent when due, or perform any
term hereof, after not less than three (3) days written notice of such default
given in the manner required by law, Lessor, at his option, may terminate all
rights of Lessee hereunder, unless Lessee, within said time, shall cure such
default. If Lessee abandons or vacates the property, while in default of the
payment of rent, Lessor may consider any property left on the premises to be
abandoned and may dispose of the same in any manner allowed by law.

         9. SECURITY. The security deposit in the amount of $0, shall secure
the performance of Lessee's obligations hereunder. Lessor may, but shall not be
obligated to, apply all or portions of said deposit on account of Lessee's
obligations hereunder. Any balance remaining upon termination shall be returned
to Lessee. Lessee shall not have the right to apply the security deposit in
payment of the last month's rent.








         10. RIGHT OF ENTRY. Lessor reserves the right to enter the demised
premises at all reasonable hours for the purpose of inspection, and whenever
necessary to make repairs and alterations to the demised premises. Lessee hereby
grants permission to Lessor to show the demised premises to prospective
purchasers, mortgagees, tenants, workmen, or contractors at reasonable hours of
the day.

         11. DEPOSIT REFUNDS. The balance of all deposits shall be refunded
within two (2) weeks (21 days in California) from date possession is delivered
to Lessor, together with a statement showing any charges made against such
deposits by Lessor.

         12. TERMINATION. This agreement and the tenancy hereby granted may be
terminated at any time by either party hereto by giving to the other party not
less than one full month's prior notice in writing.

         13. ATTORNEY'S FEES. The prevailing party in an action brought for the
recovery of rent or other moneys due or to become due under this lease or by
reason of a breach of any covenant herein contained or for the recovery of the
possession of said premises, or to compel the performance of anything agreed to
be dome herein, or to recover for damages to said property, or to enjoin any act
contrary to the provision hereof, shall be awarded all of the costs in
connection therewith, including, but not by way of limitation, reasonable
attorney's fees.

         14. LEAD PAINT DISCLOSURE. "Every purchaser of any interest in
residential real property on which a residential dwelling was built prior to
1978 is notified that such property may present exposure to lead from lead-based
paint that may place young children at risk of developing lead poisoning. Lead
poisoning in young children may produce permanent neurological damage, including
learning disabilities, reduced intelligence quotient, behavioral problems and
impaired memory. Lead poisoning also poses a particular risk to pregnant women.
The seller of any interest in residential real estate is required to provide the
buyer with any information on lead-based paint hazards from risk assessments or
inspection in the seller's possession and notify the buyer of any known
lead-based paint hazards. A risk assessment or inspection for possible
lead-based paint hazards is recommended prior to purchase.







         IN WITNESS WHEREOF, the parties hereto have executed this Agreement in
duplicate the day and year first above written.



Lessee
        ---------------------------------------------


Lessor
      -----------------------------------------------