This agreement, made this 18th day of October, 1996, when signed, shall be the complete and binding agreement by and between THE MEDICI DINOSAUR COMPANY, (hereafter, the “Company”,) a fabricator located in Florence, New Jersey, and LEONARDO DA VINCI, (hereafter, the “Artist”,) an individual with an address at 853 Appian Way, Rome, New York, and provides as follows.

The Company, for the purpose of profiting from the Dinosaur Renaissance, has requested that the Artist prepare certain illustrations and paintings, (individually and collectively the “Artwork”,) to be used for an upcoming exhibit of Renaissance art, (the ÒExhibitÓ). The Company and the Artist wish to set forth herein the terms and conditions under which the Artwork shall be prepared by the Artist and used by the Company. In consideration of the foregoing end of the mutual agreements set forth below, the parties agree as follows.

(Includes whatever you agree to, but usually involves a mutual understanding about payment amount and terms, disposition of originals, copyrights licensed, due dates, specifications of artwork, and crediting the artist.)

_____. [FORM OF INTEGRATION CLAUSE]. This Agreement contains the entire agreement and understanding of the parties with respect to the matters covered herein, and may only be modified by written instrument signed by the party to be charged with the effect thereof.

IN WITNESS WHEREOF, the parties hereto, intending to be legally bound, have caused this Agreement to be executed on the day and year written above.

    ________________________________________
    LEONARDO DA VINCI (ARTIST)

    THE MEDICI DINOSAUR COMPANY
BY:   _________________________________________
TITLE: _________________________________________