"The Lullaby Project"

as of _____________
          (date)

Barry Drogin
720 Greenwich Street #5T
New York, NY 10014

Re:______________________________________________
              (title of composition)

Dear Barry Drogin (BD):

Thank you for considering the entry of my musical composition in The Lullaby Project.
I hereby grant you permission, on a non-exclusive basis, to perform my composition
as part of any future public performance or recording of "The Lullaby Project"
(i.e., a grouping of compositions submitted).

Public Performances: In the event of any public performance in a venue covered by
ASCAP and/or BMI, I will be entitled to receive all performance royalties from such
performing rights societies (including both writer's and publisher's share of royalties),
and BD will not be entitled to any such royalties.  I understand that BD is not
guaranteeing me any royalties, but that I may be entitled to receive the same from the
appropriate performing rights society.

Recordings: In the event of any recording of "The Lullaby Project", BD agrees to pay
me a mechanical license royalty of seventy five percent (75%) of the minimum compulsory
license rate under the United States copyright law, based on net sales of vinyl discs,
CDs and cassettes manufactured for distribution in the United States, and that BD will
cause the applicable record label to assume such royalty payment obligations to me.
I understand that BD is not guaranteeing any sales of the recording.

I represent to BD that my composition is original, and does not violate the copyright
of any other person.

Very truly yours,



__________________________
       (signature)


__________________________
    Name (please print)