AGREEMENT

 1

                            AGREEMENT

     AGREEMENT made as of this 13th day of September, 1996 by and
between IGG International, Inc., ("IGG") of Xxx Xxxxxxx Xxxxxx,
Xxxxxxxx 000, Xxxxxxxxx, XX 00000 ("IGGI") and Xxxxx Xxxxxxxxxx
of 00 Xxxxxxxxx Xxx Xxxxx, XX. ("Greenfield").

     WHEREAS, Greenfield has rendered services to IGGI in the
areas of strategic consulting and assistance with certain
negotiations; and

     WHEREAS, IGGI has agreed to compensate Greenfield for his
services in the issuance of stock;

     NOW THEREFORE, in consideration of the foregoing, the
parties hereby agree as follows:

     1.   IGGI hereby agrees to issue to Greenfield, in
consideration of and as full compensation for all services
rendered by Greenfield to IGGI as of the date hereof, a total of
58,000 shares of IGGI's Common Stock.  Of such shares, 43,000
shall be so-called "restricted" stock under Rule 144, and the
remaining 15,000 shares shall be registered on Form S-8.

     2.   Greenfield shall not be entitled to any cash
compensation.

     3.   This agreement shall not be construed to constitute a
contract for employment, to create any continuing rights or
obligations beyond the term hereof, or to constitute the parties
as principal and agent, joint venturers or partners.

     4.   This agreement shall be governed by the laws of the
Commonwealth of Massachusetts.

     IN WITNESS WHEREOF, the parties have hereunto set their
hands and seal as of the date first above written.

                              IGG International, Inc.

                              By: /s/ Xxxxxxx X. Xxxxxx
                                  Xxxxxxx X. Xxxxxx, President

                              By: /s/ Xxxxx Xxxxxxxxxx
                                  Xxxxx Xxxxxxxxxx