EXHIBIT 10.1

                        IMA CONTRACT WITH NMMI REGARDING
                                 PREFERRED STOCK



                             MEMORANDUM OF AGREEMENT
                                 April 12, 2000

On the above date in Safety Harbor,  Florida through their respective  boards of
directors  Investment  Management  of America,  Inc.  and New  Millennium  Media
International,  Inc. reached an agreement and began  implementation of the terms
of the agreement as follows:
     1.   New Millennium Media  International,  Inc. needed  approximately three
          million  shares  of  common  stock  to  satisfy  overdue   contractual
          obligations  of two  individuals:  W.  Cole  Leary - one  million  six
          hundred  fifty six thousand six hundred  seventy two  (1,656,672)  and
          Mark S. Western - one million three hundred forty three thousand three
          hundred twenty eight (1,343,328),  for a total of three million shares
          of Common Stock in New Millennium Media International, Inc.
     2.   New  Millennium  Media  International,  Inc.  did not  have  available
          sufficient shares of common stock to satisfy this requirement, but had
          available ten million shares of preferred stock.
     3.   Investment  Management of America,  Inc. is the owner of approximately
          twelve  million  shares  of  common  stock  in  New  Millennium  Media
          International, Inc.
     4.   New Millennium Media  International,  Inc. is intending to immediately
          commence the process of amending its corporate charter to increase its
          authorization  of common stock by fifty  million  shares and to change
          the  preferences  of five  million  shares of its  preferred  stock by
          allowing voting rights.
     5.   New Millennium Media International,  Inc. and Investment Management of
          America,   Inc. agree that Investment Management of America, Inc. will
          trade with New  Millennium  Media  International,  Inc.  three million
          shares of its common stock for three million  stares of New Millennium
          Media   International,   Inc.   preferred   stock  provided  that  the
          preferences  of the  preferred  stock  will be changed so that it will
          have voting  rights and all other  advantages  of the common stock and
          further  provided that when New Millennium Media  International,  Inc.
          amends its articles of  incorporation  to increase  the  authorization
          amount for common  stock,  it will issue to  Investment  Management of
          America, Inc. three million shares of common stock in exchange for the
          three million shares of preferred stock owned by Investment Management
          of America, Inc.
     6.   These two corporations  have entered into this agreement in good faith
          in a genuine  effort to expedite New Millennium  Media  International,
          Inc.'s efforts to increase its capital, i.e., "the Swartz transaction"
          and to permanently  lay to rest the obligations to the two individuals
          mentioned above in paragraph one.
     7.   The  respective  Minutes of Board of  Directors  meetings  for the two
          contracting  corporations  that are dated April 12, 2000 pertaining to
          these  issues of this  agreement  are  included by  reference  in this
          agreement.

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     8.   The respective parties to this agreement  recognize and understand and
          agree that the contracting parties have board member(s) mutual to both
          contracting  corporations  and waive any  conflict  issues  that do or
          could arise from such  individuals  that serve on both  boards  either
          directly or by stock ownership control.

Investment Management of America, Inc.

By /s/ Gerald C. Parker
   -------------------------------------------
       Gerald C. Parker, Chairman of the Board

Attested by:

/s/ Larry G. Rightmyer
----------------------------------------------
Larry G. Rightmyer Secretary/VP/Operations

New Millennium Media International, Inc.

By /s/ John Thatch
   -------------------------------------------
   John "JT" Thatch, President/CEO

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