ESCROW AGREEMENT



     THIS ESCROW AGREEMENT is made as of the 21 day of November 2000 among

BounceBack Technologies.com, Inc., a Minnesota corporation ("Seller"), On Stage

Entertainment, Inc., a Nevada corporation ("Buyer") and Schnader Harrison Segal

& Lewis, LLP ("Escrow Agent").



                                    RECITALS

                                    --------



     Buyer and Seller are parties to a Letter of Intent, dated as of even date

herewith (the "Letter of Intent"). Pursuant to the Letter of Intent, Buyer

wishes to deposit in escrow with Escrow Agent the Escrowed Property (as defined

below) and Buyer and Seller wish to have the Escrowed Property released by the

Escrow Agent in accordance with the provisions set forth below.



     NOW, THEREFORE, the parties hereto, in consideration of the mutual

obligations herein provided, and each intending to be legally bound hereby, do

hereby agree as follows:



     I.   Receipt and Escrow of Escrowed Property. The Escrow Agent hereby

     acknowledges receipt from Seller of One Hundred Thousand and 00/100 Dollars

     ($100,000), which, together with any interest or income earned thereon, is

     defined in this Escrow Agreement as the "Escrowed Property".



          II.  Disbursement of Escrowed Property.



               A. The Escrow Agent shall continue to hold and invest the

               Escrowed Property in accordance with Section 3 of this Escrow

               Agreement until instructed to disburse the same, in accordance

               with the following:



                    1. At the earlier of the closing of the transactions

                    contemplated by the Letter of Intent (the "Closing") or 5:00

                    p.m. EST on January 31, 2001, the Escrowed Property and any

                    interest earned thereon shall be delivered by Escrow Agent's

                    check or wire transfer to Seller; provided, however, that in

                    the event Escrow Agent is notified in writing by Buyer (a)

                    prior to 5:00 p.m. EST on December 29, 2000 of the

                    occurrence of one or more of the events set forth in Section

                    1.2 footnote (1) subparagraph (ii) of the Letter of Intent

                    or (b) prior to 5:00 p.m. EST on January 31, 2001 of the

                    occurrence of the event set forth in Section 1.2 footnote

                    (1) subparagraph (i) of the Letter of Intent, Escrow Agent

{PAGE}



                    shall send to Seller a copy of Buyer's written notice and

                    Escrow Agent shall only pay the Escrowed Property, together

                    with any interest earned thereon, to the party entitled

                    thereto pursuant to the joint written instructions of Seller

                    and Buyer; or



                    2. A final, non-appealable order of a court of competent

                    jurisdiction. The Escrow Agent may require that such court

                    order be accompanied by a legal opinion by counsel for the

                    presenting party (which counsel shall be reasonably

                    acceptable to the Escrow Agent satisfactory to the Escrow

                    Agent to the effect that the order is final and

                    non-appealable. The Escrow Agent shall be entitled to act on

                    such court order and legal opinion (if any) without further

                    question.



               B.   In the event of any dispute between Buyer and Seller

               concerning the disbursement of the Escrowed Property or if the

               entire Escrowed Property shall not have been disbursed within six

               (6) months after the date hereof, the Escrow Agent may pay the

               entire Escrowed Property into court and shall thereafter have no

               further obligation under this agreement.



          III. Investment of Escrowed Property.



               A.   Buyer and Seller hereby instruct Escrow Agent to invest the

               Escrowed Property as follows:



                    1. Escrow Agent shall hold, pursuant to the terms hereof,

                    the Escrowed Property and shall invest and reinvest, as

                    directed in writing by the Seller, any money or property

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