MANAGEMENT SERVICES AGREEMENT


THIS AGREEMENT made this _____ day of _________, 199___.


BETWEEN:	REBOUND RUBBER CORPORATION
		600 - 3795 Carey Road
		Victoria, British Columbia
		V8Z 6T8

		(hereinafter referred to as "Rebound")

		OF THE FIRST PART


AND:		KENTUCKY FINANCIAL INC.
		5630 Batu Road
		Victoria, British Columbia
		V8Z 6K5

		(hereinafter referred to as the
		"Contractor")


		OF THE SECOND PART


WHEREAS Rebound Rubber Corporation has acquired certain
technology rights which it intends to develop and promote
in the North American market and eventually the world market
and the Board of Directors has initiated a plan of action to
evaluate business strategies and develop appropriate
profitable business activities or associations, and pursuant
thereto the Company requires the services of management
personnel,


AND WHEREAS the Company is in an uncertain financial
position and, consequently, is not empowered to make long
term financial commitments,

THEREFORE, the parties hereto agree as follows:

1.	Term:

	This contract shall be on a month-to-month basis
with a minimum period of operation of nine (9) months.

2.	Commencement:

Commencement is April 1, 1998 (to be extended for a further
one year if agreed by both parties)

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3.	Remuneration:

	Remuneration shall be at the rate of $8,000.00 per
month for each month the contract is activated (subject to
review for the one year extension)

4.	Payment Terms:

	Payment shall not be required to be paid monthly
but shall accrue as an obligation of Rebound to the Contractor.
Payments will be made in such amounts and at such times
that management deems appropriate relative to cash resources
available or contemplated for the Company.

5.	Conditions of Employment:

	Rebound recognizes that the compensation herein may
not be commensurate with normal industry standards pursuant
to the qualifications and experience of the Contractor's
designated personnel.  Accordingly, Rebound agrees to consider
additional remuneration from time to time pursuant to
intensified activity periods and may compensate the Contractor
or their designated personnel by way of stock options, bonuses
or other incentive remuneration.

6.	Position:

	The Contractor shall supply on an equivalent to full
time basis a designated executive employee to fulfill the
position of  Chief Executive Officer of the Company.  Until
such time and unless as agreed otherwise, the designated
person pursuant to this contract shall be D. Elroy Fimrite.
By mutual agreement, the Contractor and Rebound may change
this designation, subject to approval of regulatory bodies
as required.

7.	Duties:

	The Chief Executive Officer shall be responsible for:

- 	general management of the entire corporate entity;

-	the development of a strategic posture, definition of
	corporate objectives and strategy for achievement
	thereof;

- 	review and revamping of corporate structure;

-	interface with shareholders, other management and
	regulatory bodies;

-	fund raising activities and corporate structuring
	to accommodate same.

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IN WITNESS WHEREOF the parties hereto hereby agree to the
above terms and conditions and have executed this Agreement
on the day and year first written above.


REBOUND RUBBER CORP.


/s/MICHAEL PINCH		/s/ KEN MOWERS
--------------------		----------------
Authorized Signatory		Witness




KENTUCKY FINANCIAL INC.


D.ELROY FIMRITE
--------------------		seal
Authorized Signatory


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MANAGEMENT SERVICES AGREEMENT

	ADDENDUM


WHEREAS Rebound Rubber Corporation (Rebound) has
an agreement dated April 1, 1998 with Kentucky Financial
Inc. ( the "Contractor") for the provision of management
services and

WHEREAS Rebound and the Contractor wish to extend the
agreement for an additional year to December 31, 1999
as provided in the agreement,

THEREFORE	the parties agree as follows:

The term of the agreement will be one year commencing
on January 1, 1999 and ending on December 31,1999.

Compensation shall be at the rate of $11,625.00 per
month for the 12 month period.

All other terms and conditions will remain the same.


IN WITNESS WHEREOF the parties hereto hereby agree to
the above terms and conditions and have executed this
Agreement as at January 4, 1999.


REBOUND RUBBER CORP.

/s/ MICHAEL PINCH		/s/ MARILYN DUMONT
--------------------		---------------------
Authorized Signatory		Witness



KENTUCKY FINANCIAL INC.


D.ELROY FIMRITE
--------------------		seal
Authorized Signatory

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