<SEQUENCE>10

<FILENAME>0010.txt

<DESCRIPTION>LEASE AGREEMENT

<TEXT>



                                 LEASE AGREEMENT



     THIS LEASE AGREEMENT (the "Lease  Agreement") is made and entered into this

__ day of March  2001,  by and between  OFT,  LTD, a Missouri  corporation  with

offices at 3216 West Highway 76, Branson,  Missouri 65616 (hereinafter  referred

to as  "OFT"  or the  "Landlord)  and ON  STAGE  ENTERTAINMENT,  INC.,  a Nevada

corporation  with  offices at 4625 West Nevso  Drive,  Las Vegas,  Nevada  89103

(hereinafter referred to as "On Stage" or the "Tenant").



                                    RECITALS



     WHEREAS,  On Stage is an entertainment  company and an official licensee of

the live theatrical rights to Ripley's Believe it or Not(R) (the "Show"); and



     WHEREAS,  OFT is the fee simple owner of the property formerly known as THE

OSMOND FAMILY THEATER located at 3216 West Highway 76, Branson,  Missouri, 65616

(the "Theater"); and



     WHEREAS,  On Stage and OFT have agreed upon  certain  terms and  conditions

under which On Stage would  lease  OFT's  Theater so as to publicly  present its

Show and/or another of its entertainment productions at the Theater; and



     WHEREAS,  On Stage and OFT have agreed to reduce these terms and conditions

to writing and to enter into this Lease Agreement with the terms hereinafter set

forth.



     NOW,  THEREFORE,  IN CONSIDERATION OF THE FOREGOING RECITALS ALONG WITH THE

MUTUAL  PROMISES  AND  UNDERSTANDINGS  HEREIN  CONTAINED  AND FOR OTHER GOOD AND

VALUABLE  CONSIDERATION,   THE  RECEIPT  AND  SUFFICIENCY  OF  WHICH  IS  HEREBY

ACKNOWLEDGED, THE PARTIES HERETO AGREE AS FOLLOWS:



                                   WITNESSETH



     1.  DEMISED  PREMISES.  OFT does  hereby  lease and  demise  unto On Stage,

subject to the reservations and conditions set forth herein, and On Stage hereby

agrees  to take and lease  from OFT,  for the Term  hereinafter  specified,  the

Theater and the premises on which it is located and more particularly  described

on Exhibit "A", a copy of which attached hereto and incorporated  herein by this

reference,  (hereinafter  referred  to as the  "Demised  Premises").  OFT hereby

grants  to On  Stage  the  exclusive  right  to use of  all  personal  property,

equipment, light and sound equipment, concession equipment, ticketing system and

other  leasehold  improvements  currently in and around the Theater,  as is more

fully  described  on  Exhibit  "B" and  incorporated  herein  by this  reference

(collectively, the "Equipment"). On Stage hereby agrees not to remove any of the

Equipment from the Theater without the prior written consent of OFT.





                                       1

<PAGE>



     2. TERM.  This Lease shall  remain in full force and effect for a period of

thirty  three  (33)  months,  specifically  commencing  on  April  1,  2001  and

continuing through and including December 31, 2003 (the "Term").



     3.  RENT.  On  Stage  agrees  to pay OFT the sum of FOUR  HUNDRED  THOUSAND

DOLLARS  ($400,000.00)  per year for the rental of the Demised  Premises and the

use of the  Equipment  located  therein,  in  exchange  for  the  quiet  use and

enjoyment of the Demised  Premises  during the Term of this Lease Agreement (the

"Rental  Amount").  The Rental Amount shall be paid in monthly  installments  of

THIRTY  THREE   THOUSAND   THREE  HUNDRED   THIRTY  THREE  and  33/100   DOLLARS

($33,333,333.33),  which On Stage  shall cause to be received by OFT by no later

than the first (1st) day of each calendar month throughout the Term of the Lease

Agreement.  On Stage  hereby  agrees  to pay OFT a  one-time  flat fee of TWENTY

THOUSAND  DOLLARS  ($20,000)  for the early use of the Demised  Premises  during

March of  2001.  All rent due  hereunder  is to be paid in  lawful  money of the

United  States of America,  which shall be legal  tender at the time of payment.

Any and all rent  payments  made after the tenth  (10th) day of any given  month

shall be subject to a late payment  penalty of five percent (5%),  which will be

in addition to any other rights of OFT.



     4.  TELEPHONE  LINES.  On Stage hereby  recognizes the fact that OFT has an

interest in maintaining  its current  telephone  lines and numbers and agrees to

assist OFT with keeping and maintaining said numbers,  which specifically are as

follows: (417) 336-6100; (417) 336-6110; (417) 334-8776; and (800) 477-6102.



     5. TAXES.  On Stage shall be responsible for any and all real estate taxes,

personal property,  asset taxes,  admission taxes, sales taxes, resale taxes and

all other taxes related to the Theater and the operation of On Stage's  business

which are incurred during the Term of this Lease Agreement. On Stage agrees that

in the event any taxes are not paid in a timely manner,  that OFT shall have the

right to pay the  unpaid  taxes  directly,  for  which On Stage  shall  promptly

reimburse OFT for, together with costs,  penalties (if any) and interest. In the

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