Exhibit 10.04 AGREEMENT JUNE 20, 1995

                                                                   Exhibit 10.04
                                    AGREEMENT

                                  JUNE 20, 1995

     WHEREAS, A. ▇▇▇▇ ▇▇▇▇ ("▇▇▇▇") and the undersigned have executed a Stock
Purchase Agreement, of even date herewith, pursuant to which Mayo sold to the
undersigned 20 shares of Common Stock, par value $0.01 per share, of Clearview
Cinema Group, Inc. (the "Company"), a Delaware corporation (the "Stock Purchase
Agreement Shares"); and

     WHEREAS, the Company has executed a Convertible Note in favor of the
undersigned, providing for conversion of the Note on the terms set forth therein
to 20 shares of Common Stock, par value $0.01 per share, of the Company to be
issued pursuant to a Subscription Agreement attached to the Convertible Note as
Exhibit "A" (such shares, if and when issued, the "Subscription Agreement
Shares"); and

     WHEREAS, transfer of the Stock Purchase Agreement Shares and issuance of
the Subscription Agreement Shares are restricted pursuant to the terms and
provisions of the Investment and Stockholders Agreement, dated December 21,
1994, by and among the Company, ▇▇▇▇, ▇▇▇▇▇ ▇. ▇▇▇▇▇, and CMNY Capital II, L.P.,
a Delaware limited partnership (the "Investment and Stockholders Agreement");
and

     WHEREAS, the parties to the Investment and Stockholders Agreement have
waived compliance with Article 9 of the Investment and Stockholders Agreement in
connection with the transactions contemplated by the Stock Purchase Agreement
and the Subscription Agreement upon condition that the undersigned execute this
Agreement;

     NOW, THEREFORE, the undersigned hereby joins in and agrees to be bound by
the terms and provisions of the Investment and Stockholders Agreement, as are
applicable to Stockholders (as defined therein) generally.


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