ATTORNEY-CLIENT FEE CONTRACT

This ATTORNEY-CLIENT FEE CONTRACT ("Contract") is entered into by and

between the undersigned, XXXXXXXXXX ("Client"), and XXXXXXXXXX
("Attorney").

1. CONDITIONS. This Contract will not take effect, and Attorney will have no
obligation to provide legal services, until Client returns a signed copy of this Contract
and pays the deposit called for under paragraph 3.

2. SCOPE AND DUTIES. Client hires Attorney to provide legal services in connection
with entertainment counseling, negotiation and contracts. Attorney shall provide those
legal services reasonably required to represent Client and shall take reasonable steps to
keep Client informed of progress and to respond to Client's inquiries. Attorney's services
will not include litigation of any kind, whether in court, in administrative hearings or
before government agencies or judicial arbitration. Client shall be truthful with Attorney,
cooperate with Attorney, keep Attorney informed of developments, abide by this
Contract, pay Attorney's bills on time and keep Attorney advised of Client's address,
telephone number and whereabouts.

3. DEPOSIT. Client will deposit $$$$$$$$$$ by XXXXXXXXXX. The sum will be

deposited in a trust account, to be used to pay costs and expenses and fees for legal
services. Client hereby authorizes Attorney to withdraw sums from the trust account to
pay the costs and/or fees Client incurs. Any unused deposit at the conclusion of
Attorney's services will be refunded.

4. LEGAL FEES. Client agrees to pay for legal services at the following rates: Attorney:
$$$$$$$$$$/hour; law clerks/paralegal $$$$$$$$$$/hour; secretarial $$$$$$$$$$/hour.
Attorney charges in minimum units of ten minutes. Attorney's billable time includes
phone conferences with client and with third parties on client's behalf. Other
arrangements:

5. COSTS AND EXPENSES. In addition to paying legal fees, Client shall reimburse
Attorney for all reasonable expenses incurred by Attorney, including long distance
telephone calls, messenger fees, postage, photocopying ($.25 per page), faxes ($.50 cents
per page local, $1.00 per page long distance, $2.00 per page international), parking, and
mileage at 29 cents per mile. Attorney shall obtain Client's consent before incurring any
cost in excess of $200.

6. STATEMENTS. Attorney shall send Client periodic statements for fees and costs
incurred. Client shall pay Attorney's statements within 10 days after each statement's
date. Client may request a statement at intervals of no less than 30 days. Upon Client's
request Attorney will provide a statement within 10 days. Statements unpaid for more
than 30 days are subject to a late charge at the legal rate of interest.
7. DISCHARGE AND WITHDRAWAL. Client may discharge Attorney at any time.
Attorney may withdraw with Client's consent or for good cause. Good cause includes
Client's breach of this Contract, Client's refusal to cooperate with Attorney or to follow
Attorney's advice on a material matter or any other fact or circumstance that would render
Attorney's continuing representation unlawful or unethical. Attorney has the right to
discontinue work if Client has failed to pay attorney in accordance with this agreement.

8. CONCLUSION OF SERVICES. When Attorney's services conclude, all unpaid

charges shall become immediately due and payable. After Attorney's services conclude,
Attorney will, upon Client's request, deliver Client's file to Client, along with any Client
funds or property in Attorney's possession. Attorney shall have no obligation to retain
Client's files beyond one year after services conclude.

9. LIEN. Client hereby grants Attorney a lien on any and all monies due client, claims or
causes of action that are the subject of Attorney's representation under this Contract.
Attorney's lien will be for any sums due and owing to Attorney at the conclusion of
Attorney's services. The lien will attach to any recovery Client may obtain, whether by
arbitration award, judgment, settlement or otherwise. Said recovery shall be deposited in
Attorney's Trust Fund account whereupon attorney shall deduct any sums due attorney
and pay the balance to Client.

10. CONFLICT OF INTEREST: Whenever an attorney represents two or more people at

the same time with regard to the same matter, the Attorney is obligated to advise those
people that there is a potential for conflict of interest. Such a conflict might arise, for
instance, if Attorney negotiates a deal for a filmmaker with a co-producer or distributor
who is also a client. Attorney has advised Client(s) of the following terms of the
provisions of Section 3-310 of the California State Rules of Professional Conduct:

If a member has or had a relationship with another party interested in the representation,
or has an interest in its subject matter, the member shall not accept or continue such
representation without all affected clients' informed written consent.

A member shall not concurrently represent clients whose interests conflict, except with
their informed written consent.

Attorney has advised Client(s) of the following provisions of California Evidence Code
section 962 relating to the attorney-client privilege:

"Where two or more clients have retained or consulted a lawyer upon a matter of
common interest, none of them, nor the successor in interest of any of them, may claim a
privilege under this article as to a communication made in the course of that relationship
when such communication is offered in a civil proceeding between one of such clients (or
his successor in interest) and another of such clients (or his successor in interest)."

Notwithstanding such joint representation and any actual or potential conflict of interest,
Client(s) hereby consents to Attorney's joint representation provided Attorney discloses
same beforehand. Furthermore, Client(s) acknowledge and agree that at no time will
Attorney's representation be construed, claimed or deemed to be a breach of a fiduciary
relationship, a conflict of interest or a violation of any other obligation to Client(s).
Client(s) agree that at no time shall Client(s) claim or contend that Attorney should be
disqualified from representing any Client in connection with any matter, related or
unrelated.

11. ARBITRATION: If any dispute arises between Client(s) and Attorney, the dispute
shall be resolved by binding arbitration in XXXXXXXXXX County in accordance with
the rules of the State Bar of XXXXXXXXXX, before a single arbitrator selected in
accordance with those rules or the rules of any local Bar Association within
XXXXXXXXXX County which is operating under the auspices of the State Bar or, if
none, in accordance with the arbitration laws of XXXXXXXXXX. The arbitrator shall
have the discretion to order that the cost of arbitration, including arbitrator's fees, or other
costs, and reasonable attorneys' fees, shall be borne by the losing party.

12. DISCLAIMER OF GUARANTEE/INSURANCE. Nothing in this Contract and

nothing in Attorney's statements to Client will be construed as a promise or guarantee
about the outcome of Client's matter. Attorney makes no such promises or guarantees.
Attorney's comments about the outcome of Client's matter are expressions of opinion
only. Attorney maintains Errors & Omissions insurance.

13. EFFECTIVE DATE. This Contract will take effect when Client has performed the
conditions stated in paragraph 1, but its effective date will be retroactive to the date
Attorney first provided services. The date at the beginning of this Contract is for
reference only. Even if this Contract does not take effect, Client will be obligated to pay
Attorney the reasonable value of any services Attorney may have performed for
Client.The provisions of this agreement concerning legal fees, conclusion of services,
withdrawal, lien and arbitration shall survive the discharge or withdrawal of attorney.
This contract has been entered into in the City of XXXXXXXXXX, County of
XXXXXXXXXX.

______________________________ Date:_____________________
XXXXXXXXXX (CLIENT)

______________________________ Date:_____________________
XXXXXXXXXX (ATTORNEY)