December 15, 2004  
				
William Allen Hale 
3317 16th Avenue South 
Seattle, WA  98144
(206) 324-8808 
  
Ms. Erin Fred 
Fred Film Works, Inc. 
9999 Sunset Boulevard 
Suite 007 
Los Angeles, CA  90099 
  
  
RE: for services of BillyHaleMusic / Feature Film 
  
  
Dear Ms. Fred: 
  
The following will set forth the basic terms of our agreement to furnish to
Fred FilmWorks, Inc. (Producer) the services of Billy Hale (Composer) to package the 
musical score for the film referenced above: 
  
  
1.     SERVICES:  To package the score for the feature film/short:
	____________________________________ (name of film/short)
        including all costs incurred in the recording and delivery of 
        the master, excluding the following costs: 
  
a)     Music Editors (other than those employed by composer) 
b)     Mag stock and transfers, including transfers of any kind 
c)     Licensing of music not composed by Billy Hale Music
d)     Re-scoring i.e. re-recording required for creative 
	reasons outside control of Composer after delivery of 
	the master. 
e)     Lyricist and vocalist related expenses 
f)     Pre-score (other than that agreed upon by composer) 
  
  
2.     PACKAGE FEE:  $_________
  
  
3.     PAYMENT SCHEDULE:      
          $_________ upon commencement of services 
          $_________ upon commencement of recording 
          $_________ upon delivery of music master recordings 

4.     SCREEN CREDIT:  In the main titles on a separate card to 
       read: 
  
          MUSIC COMPOSED BY
          BLLY HALE AND JIM CHASE 
  
  
5.   PAID ADVERTISING:  Credit as set forth above to appear in paid advertisements at 
Producer’s discretion.
  
  
6.     PUBLISHING:  Composer shall retain ownership of publishing rights and royalties on 
all music composed by Composer under this agreement. Composer to provide client with 
appropriate sync and master licenses to permit use of music as described herein. 
  
All monies and correspondence should be directed to: 
 
     William Allen Hale 
     3317 16th Avanue South 
     Seattle, WA 98144 
     (310) 555-2368 
  
     BillyHaleMusic is affiliated with ASCAP 
       
  
Best Regards, 



  
Billy Hale  
  
  
  
Agreed and Accepted By Fred Film Works, Inc. by: 
  
  
  
__________________________________________ 
Erin Fred