UNITED STATES DISTRICT COURT
                       FOR THE DISTRICT OF NEW JERSEY

                         UNITED STATES OF AMERICA,
                                 Plaintiff,

                                     v.

                  NATIONAL TALENT ASSOCIATES, INC., et al.
                                Defendants.

                       Civil Action No. 96-2617 (KSH)
                       Katherine Sweeney Hayden, D.J.
                       Order of Permanent Injunction

   Plaintiff, the United States of America, having filed a Complaint for
   Monetary Civil Penalties, Injunctive and Other Relief, and defendants
   having answered; and the parties having presented evidence at trial;
   and it appearing from all the evidence that defendants have violated
   and, unless restrained by Order of this Court, will continue to
   violate an Order entered by the Federal Trade Commission ("FTC") on
   November 26, 1975 (Docket No. 8960), 86 F.T.C. 1201 (1975), and a
   Modified Order entered on January 21, 1986, 107 F.T.C. 1 (1986)
   (hereinafter "the Modified Order"); it is therefore

   ORDERED, ADJUDGED, AND DECREED that:

   I. This Court has jurisdiction over the subject matter and over all
   parties to this action.

   II. The Complaint For Monetary Civil Penalties, Injunctive And Other
   Relief states a claim for relief against the defendants under the
   Federal Trade Commission Act, 5 U.S.C. § 45(l).

   III. The defendants, National Talent Associates, Inc., a New Jersey
   corporation, National Talent Associates, Inc., an Illinois corporation
   (hereinafter collectively referred to as "NTA"), and Jerome P.
   Ashfield ("Ashfield"), individually and as an officer of NTA,
   consented to and are bound by the Modified Order. The evidence
   establishes that defendants have violated the Modified Order by, inter
   alia, (a) representing directly or indirectly that NTA and its
   salespeople have the "expertise essential for the judging and
   selection of the most qualified persons to be used as models, actors,
   actresses or entertainers in the commercial advertising, talent,
   modeling or entertainment industries" (Paragraphs 5 and 6 of the
   Modified Order); (b) representing directly or indirectly that a
   person's chances for selection by any person or agency "will be aided,
   increased or enhanced by entering into a contract with National Talent