EMPLOYMENT AGREEMENT

FOR

JOHN W. STUART

THIS EMPLOYMENT AGREEMENT (Agreement) is entered into as of the 12th day of October, 2000 by and between ON STAGE ENTERTAINMENT, INC., a Nevada corporation (On Stage or the Company), and JOHN W. STUART, an individual (Executive).

WHEREAS, the Company desires to employ the Executive and the Executive desires to be employed by the Company, on the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and Executive hereby agree as follows:

1.             EMPLOYMENT

On the terms and conditions set forth in this Agreement, the Company agrees to employ the Executive and the Executive agrees to be employed by the Company for the term set forth in Section 2 hereof and in the position and with the duties set forth in Section 3 hereof.

2.             TERM

The Employment of the Executive by the Company as provided in Section 1 hereof shall commence on the effective date of this Agreement and end three (3) years thereafter, provided, that the term of this Agreement shall be extended automatically for additional one (1) year periods on the first anniversary date of this Agreement and each subsequent anniversary date, unless and until each party provides written notice to the other party in accordance with Section 17 hereof not less than ninety (90) days prior to such anniversary date that such party is terminating this Agreement, which termination shall be effective as of the end of such initial term or extended term, as the case may be (the Expiration Date), or until sooner terminated as herein after set forth.

3.             POSITION AND DUTIES

The Executive shall serve as Chairman of the Board and founder of the Company, with such duties and responsibilities as the Company Board of Directors (the Board) may from time to time determine and assign to the Executive.  The Executive shall devote the Executives best efforts and full business time to the performance of the Executives duties and the advancement of the business and affairs of the Company.  In addition,

Executive agrees that he will not engage in any business, civic or other activities that would materially interfere with the performance of his duties hereunder.

The Executive shall be permitted to serve as a Director or Trustee of other organizations, subject to the sole discretion of the Board, on a case-by-case basis.  Approval will not be granted if such service involves a competitor of the Company or materially interferes with the effective performance of the Executives duties under the Agreement.  In connection with the Executive's employment by the Company, the Executive shall be based at the principal executive offices of the Company or such other places as the Company and the Executive mutually agree, except for required travel on Company business.

4.             DEFINITIONS

For purposes of this Agreement, the following terms shall have the meanings set forth in this Section 4:

(a)           Annual Bonus shall mean a cash payment available annually (or as otherwise provided for in this document) to Executive in addition to Base salary, payment of which is contingent upon the performance of the Company and the Executive during each Calendar Year as determined in accordance with section 5(b) of this Agreement.

(b)           Annual Bonus Plan shall mean the annual cash bonus plan approved by the Board as amended from time to time.  Participants in the Annual Bonus Plan shall be eligible to receive annual cash payments based on Board assessment of performance which may be totally discretionary, or based partly or totally on specific objectives established by the Board for the Company and Executive for the Fiscal Year.

(c)           Base Salary shall mean the annual base salary rate in effect for Executive from time to time during the Term of this Agreement.

(d)           Calendar shall mean the one year period ending December 31 of each year.

(e)           Cause Shall mean Executives:

(i)                                     Conviction for any felony involving moral turpitude;

(ii)                                  Personal dishonesty, misconduct, breach of fiduciary duty involving personal profit, or intentional failure to perform stated duties;

(iii)                               Refusal to provide appropriate information or to otherwise participate and cooperate in connection with the obtaining by the Company of all licenses, permits, and approvals necessary to the conduct of its business; or

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(iv)                              Inability to obtain any license, permit, or other authorization required to be obtained by such person as a condition to the conduct by the Company of entertainment related activities.

(f)            Disability shall be deemed to have occurred if Executive makes application for or is otherwise eligible for disability benefits under any Company-sponsored long-term disability program covering Executive, and Executive qualifies for such benefits.  In the absence of a Company-sponsored long-term disability program covering Executive, Executive shall be presumed to be totally and permanently disabled if so determined by the Companys Board following the Boards review of a medical opinion satisfactory to the Board certifying that Executive will be permanently unable to perform his normal duties as Chairman of the Board and founder of the Company as a result of a physical or mental condition.

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