FORM OF
                       LETTER OF AGREEMENT FOR SYNDICATION




                                    TeleMarc
                                   -----------
                                  Entertainment

                        2122 Century Park Lane, Suite 310
                              Los Angeles, CA 90067
                              TELEMARC@PRODIGY.NET
                              --------------------



April 15, 2002                                                       Via Email



                                    TO:     Patrick Schaefer

                                    FROM:   Bobbie Marcus


Dear Patrick:

As you requested, this will provide you with an amended Letter of Agreement for
syndication of the WRA Globe Warriors program. Per your suggestion, this
agreement become effective when the WRA makes its first monthly payment to us.

Responsibilities and Goals:
---------------------------

TeleMarc would act on your behalf, as non-exclusive sales agent for domestic
syndication of the WRA Globe Warriors series. We will make best efforts to clear
the series on a barter basis, and also participate in identifying potential
advertisers/sponsors. The overall objective for syndication of the series is to
build a line-up that eventually achieves national coverage.

You will license the stations that we clear, and you will forward to them the
appropriate license agreement. In addition, upon our request, you will send demo
tapes and brochure material to stations that we contact. You will also provide
stations with all the appropriate promotional material and press kits.

We will absorb the cost of phone, fax, and email; and the client (WRA) will pay
for any travel, if necessary, when such travel has been approved in writing by
the company in advance. In addition, you will arrange for mechanical
distribution of the series and pay for this and related expenses.

Also, as you requested, TeleMarc will provide to the WRA regular updates as to
station/market clearances as the process continues.


                                                    ..... Continued on next page








TeleMarc Entertainment
WRA Amended Syndication Agreement
Page 2
April 15, 2002




Compensation and Term:
----------------------

TeleMarc will be paid a gross monthly fee guarantee of $4,000; paid on or before
the 1st of each month, which you can apply against a 15% distribution fee, based
on revenue from barter sales (after ad agency commission is deducted).

If TeleMarc secures any advertiser/sponsorship deals for the show, an additional
commission of 10% would be paid to use from these deals as and when proceeds are
received by you.

We will work on the project for an initial term of 1 year beginning with the
effective date, and you may reserve an option to review after the first 6
consecutive months.

Patrick, if the foregoing meets with your approval, please sign in the space
provided.

We look forward to working with you.


Best regards,


Bobbie Marcus


                                                   Agreed to:

                                                   For the Company:

                                                   /s/ Patrick Schaefer
                                                   -----------------------------
                                                   Patrick Schaefer
                                                   WRA Globe Warriors
                                                   World Roller Alliance, Inc.