EXHIBIT 10.24

                 AMENDMENT TO EXECUTIVE'S EMPLOYMENT AGREEMENT

     The Employment Agreement between Mark Kreloff ("Executive") and New
Frontier Media, Inc. ("Company"), dated 12/22/98 is hereby amended as follows:

     1. For the fiscal year ending March 31, 2002, Executive's base salary shall
be $275,000.00 per annum ("Annual Base Salary), which shall be paid in equal
installments on a biweekly basis.

     2. Company may, in its sole discretion, grant bonuses based on Executive's
performance and such other factors as it deems pertinent. Bonus determinations
will be made by the independent members of the Compensation Committee of the New
Frontier Media, Inc. Board of Directors.

     3. During the Employment Period, Executive shall perform such duties, and
shall have such title, as Company in its discretion shall determine.

     4. This Amendment to Executive Employment Agreement supersedes and takes
precedence over paragraphs 2(a)(i) and 2(b)(i), (ii) and (iii) of the Employment
Agreement.

NEW FRONTIER MEDIA, INC.


By /s/ Michael Weiner                         /s/ Mark Kreloff
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                                              Mark Kreloff