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FORM OF AGREEMENT
WHEREAS, Global Pacific Enterprises, Inc., hereafter the "Corporation", is in
the process of registering a portion of its Common Shares for sale to the
public;
WHEREAS, officers and directors of the Corporation are listed as Selling
Securityholders in the registration statement; and
WHEREAS, the Corporation and its officers and directors wish to avoid any
conflicts of interest regarding the public offering
IT IS HEREBY AGREED that the undersigned officers and directors of the
Corporation will not sell any of their Common Shares of the Corporation, as
disclosed in the "Selling Securityholders" section of the registration statement
filed with the Securities and Exchange Commission shares, until the Company's
offer is fully subscribed or terminated.
Agreed to this day of June, 1998.
GlobAL PACIFIC ENTERPRISES, INC.
By:
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