EXHIBIT 10.23

 
                                                                   EXHIBIT 10.23

     Landlord:  Dongguan Weng Li Xxxxx Xxxx Xxx Xxxx Xx Xxx (hereafter named 
                "Party A")
     Address:  Weng Li Xxxxx Xxxx Xxx Xxx                    Tel.: 0000000
     Tenant:  Creative Master Limited (hereafter named "Party B")
     Address: 8/F., Xxxxx Ind. Bldg., 00 Xxxxxxx Xxxx, Xxxxxxxxxx, Xxx.      
                                                             Tel.: 00000000

     After discussion, both parties agree:
     A.   Party A let 3 blocks of factory plant and 5 blocks of dormitory, which
          are located in Weng Xx Xxxxx Xxxx Xxx Industrial Estate with total
          area of 21,133 m/2/. The details are as follow:
          1.   1st Stage: 1 block of production plant with total area of 3,957
               m/2/, and one block of dormitory with electricity room and
               security room with total area of 1,546 m/2/. Party A has to
               provide these buildings for Party B before Sep 30, 94 for
               decoration. The letting period starts from Dec 1, 94.
          2.   2nd Stage: 1 block of production plant with total area of 3,818
               m/2/, and 2 blocks of dormitory with security room with total
               area of 2,983 m/2/. Party A has to provide these buildings for
               Party B before Dec 31, 94 for decoration. The letting period
               starts from Apr 1, 95.
          3.   3rd Stage: 1 block of production plant with total area of 5,638
               m/2/, and 2 blocks of dormitory with electricity room with total
               area of 3,191 m/2/. Party A has to provide these buildings for
               Party B before May 30, 95 for decoration. The letting period
               starts from Jul 1, 95.
     B.   The letting period starts from Dec 1, 1994, and last for 10 years
     C.   Rental Fee
          1st stage:  1 block of Production Plant with total area of 3,957 m/2/.
          (1)  The rental fee for the 1st years is HK$8/m/2//month, total
               $31,656.00.
          (2)  The rental fee for the 2nd and 3rd year is HK$9/m/2//month, total
               $35,613.00.
          (3)  The rental fee for dormitory, security room and electricity room
               (total area 1,546 m/2/) is HK$6.5/m/2//month, total $10,049.00.
          2nd stage:  1 block of Production Plant with total area of 3,818 m/2/.
          (1)  The rental fee for the 1st years is HK$8/m/2//month, total
               $30,544.00.
          (2)  The rental fee for the 2nd and 3rd year is HK$9/m/2//month, total
               $34,362.00.
          (3)  The rental fee for dormitory, security room and security room
               (total area 2,983 m/2/) is HK$6.5/m/2//month, total $19,389.50.
          3rd stage:  The rental fee for stage is the same as the 2nd stage. 1
          block of Production Plant with total area of 5,638 m/2/.
          (1)  The rental fee for the 1st years is HK$8/m/2//month, total
               $45,104.00
          (2)  The rental fee for the 2nd and 3rd year is HK$9/m/2//month, total
               $50,742.00.
          (3)  The rental fee for dormitory (total area 3,191 m/2/) is
               HK$6.5/m/2//month, total $20,741.50.
     D.   Party B has to pay part of the rent at the beginning of the month,
          while the remaining amount has to be paid by the end of the month.
     E.   3 years as 1 letting period. Party A will increase the rental fee by
          the end of the letting period.

                                      1.

 
     F.  Both parties have to bear 50% of the transformer and other facilities.
     G.  Party B has to buy insurance for the dormitory and factory plant in the
         rate not less than $450/m/2/. If Party B did not buy the insurance and
         causes the loss of Party A, Party B has to compensate by 3.5/1000 of
         the insuring amount.
     H.  The factory plant should follow all the safety instruction, in which
         Party B is responsible for installing fire prevention facilities.
     I.  Breach of contract: If any party want to terminate the agreement, it
         should inform other 6 months before, or else it has to compensate 6-
         month rental fee to the other party.
     J.  Party B has to pay HK$100,000.00 as pre-payment, which will be
         considered as the rental fee for the 1st stage. For the construction of
         the 2nd and 3rd stage, party B has to borrow HK$700,000.00 to Party A.
         This amount will be returned back to Party B within 3 years in terms of
         30% of the rental fee.
     K.  There are 2 original copies of this agreement, and both parties get one
         of them.

                                      2.

 
Landlord:  Dongguan Weng Li Xxxxx Xxxx Xxx Xxxx Xx Xxx (hereafter named "Party 
           A")
Address:   Weng Li Xxxxx Xxxx Xxx Xxx                           Tel.:   0000000
Tenant:    Creative Master Limited (hereafter named "Party B")
Address:   8/F., Xxxxx Ind. Bldg., 00 Xxxxxxx Xxxx, Xxxxxxxxxx, Xxx.
                                                                Tel.:  00000000


After discussion, both parties agree:

A.  Party A let 1 block of factory plant and 1 block of dormitory, which are 
    located in Weng Xx Xxxxx Xxxx Xxx Industrial Estate with total area of 
    4,529 m/2/. The details are as follow:
B.  The letting period start from Jul 1, 1996 and will last for 10 years.
C.  Rental Fee
    1.  1 block of Production Plant with total area of 3,064m/2/.
    2.  The rental fee for the 1st years is HK$7.5/m/2//month, total $22.980.00.
    3.  The rental fee for the 2nd and 3rd year is HK$____/m/2//month, total 
        $____.
    4.  1 block of dormitory with total area of 1.465 m/2/
D.  Party B has to pay part of the rent at the beginning of the month, while the
    remaining amount has to be paid by the end of the month.
E.  3 years as 1 letting period. Party A will increase the rental fee by the end
    of the letting period.
F.  Party B has to buy insurance for the dormitory and factory plant in the rate
    not less than $450/m/2/. If Party B did not but the insurance and causes the
    loss of Party A, Party B has to compensate by 3.5/1000 of the insuring
    amount.
G.  The factory plant should follow all the safety instruction, in which Party B
    is responsible for installing fire extinguishing facilities.
H.  Breach of contract: If any party want to terminate the agreement, it should 
    inform other 6 months before, or else it has to compensate 6-month rental 
    fee to the other party.
I.  There are 2 original copies of this agreement, and both party get one of 
    them.


                                      3.