EXHIBIT 10.4

                                                        SUBLEASE

                                               (Crescent V Fashion Center)
         THIS  SUBLEASE  is  executed  this 14th day of  December,  1995,  to be
effective  as of February 1, 1996 and is entered by and  between  TRUCKEE  RIVER
BANK, a California Banking  Corporation  (hereinafter  "Sublessor" or "Lessee"),
whose address is 10181 Truckee-Tahoe Airport Road, Truckee,  California,  96161,
and PACIFIC PAWNBROKERS,  whose address is 1246 Victorian Avenue, Sparks, Nevada
89431.

                                                      I.  RECITALS

         A. On or about  December 27,  1983,  Sublessor,  as Lessee,  executed a
         lease agreement and addendum thereto (hereinafter the "Lease") with The
         Tahoe  Crescent  Partnership,  Ltd.,  the current owner of the premises
         located at the Crescent V Fashion  Center,  3980 Lake Tahoe  Boulevard,
         South Lake Tahoe, California
         (hereinafter "Premises").

         B. Truckee River Bank,  as Sublessor,  desires to sublease to Sublessee
         the Premises,  consisting of approximately  5,146 square feet, in which
         Sublessor  holds a  leasehold  interest  and  Sublessee,  after  having
         reviewed  the Lease and this  Sublease,  desires to lease the  Premises
         from Sublessor.

         C. This Sublease is subject to the following conditions:  (i) Sublessee
         obtaining a California license to engage activities as a pawnbroker and
         collateralized   lender;  (ii)  Bank  regulatory  approval,   including
         approval of the parent  Company,  Sierra Tahoe  Bancorp,  to Sublessor;
         (iii) the Lessor's  reasonable consent to this Sublease in written form
         agreeable to Sublessor and Sublessee;  and (iv) any reasonable  written
         consent of any lien holder or mortgagee of Lessor  holding the right of
         refusal with respect to the leasing of any portion of the Premises,  as
         may  be  required  by  existing   agreements  between  Lessor  and  its
         mortgagee.
                                                  II. TERMS OF SUBLEASE


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Sublessor  and  Sublessee  agree  that the  terms of this  Sublease  shall be as
follows:

         1.  Incorporation of Each and Every Lease Provision Into This Sublease;
Continuation of Lessor's Status.  Sublessor and Sublessee hereby  incorporate by
reference  each and every one of the  applicable  terms  and  provisions  of the
Lease, as it may have been amended from  time-to-time,  which is attached hereto
as Exhibit "A", into this Sublease as additional terms, conditions and covenants
of this Sublease.  Where  inconsistent  with this Sublease,  this Sublease shall
control. Although Sublessor and Sublessee agree to enter into this Sublease, and
Sublessor agrees to continue to pay monetary sums due under the lease to Lessor,
Sublessee acknowledges that any and all duties imposed upon Lessor and contained
in the Lease shall be deemed to continue to be the  responsibility of the Lessor
under this  Sublease and shall be  performed by the Lessor under this  Sublease.
Any and all  duties  imposed  upon  Lessee  under the  Lease  shall be deemed by
execution  of this  Sublease  the  responsibility  of the  Sublessee  under this
Sublease and shall  hereafter be performed  solely by the  Sublessee;  provided,
however, Sublessor hereby expressly retains the right to evict Sublessee or seek
other  remedies  against  Sublessee  in the event of default as set forth in the
Lease and, further,  the foregoing transfer of benefits,  duties and obligations
shall not be construed as a release of Lessee/Sublessor  under the Lease without
the Lessor's written consent.

         2.       Additional Provisions And Sublease.  Subject to the terms,
conditions and covenants set forth in the Lease described in Paragraph
1, the Sublessor and Sublessee agree to the following additional terms,
conditions and restrictions in entering into this Sublease and which
governs same:
                  A.       Rental Term: Commencement; Use of Premises.  The term
of this Sublease shall be from February 1, 1996, or upon receipt of the
last of the approvals set forth above, whichever first occurs;
provided, if the term has not commenced by June 1, 1996 this Sublease
may be terminated at the option of Sublessor or Sublessee upon written
notification without further recourse or liability. The Premises shall


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     be used exclusively as a jewelry store,  pawnbrokerage  and  collateralized
lending  facility and for no other purpose  without the prior written consent of
Lessor and Sublessor. 

     B. Rental Term: Expiration.  This Sublease shall expire on June 30, 2003 or
as may otherwise  sooner occur as set forth in the Lease,  whichever shall first
occur.

     C. Base Rental.  As monthly base rental,  Sublessee shall pay Sublessor the
following base rental for each month or partial month it may occupy the Premises
which  base  rental is due on or before the first day of each month of the Lease
after its commencement:

                  First Month of Occupancy:                              $1,000
                  Second Month of Occupancy:                             $2,000
                  Third Month of Occupancy:                              $3,000
                  Fourth Month of Occupancy:                             $4,000
                  Fifth Month* and Thereafter:                           $4,500

*The fifth  month of rental,  in the sum of  $4,500,  shall be prepaid  with the
execution of this  Sublease and held in a noninterest  bearing  account for that
purpose;  unless a default  shall  sooner  occur,  whereupon  it may be  applied
according to the Lease and this Sublease.
                  D. Cost of living  Adjustment.  Each year,  commencing  on the
anniversary  of the date the rental  term  commenced  as set forth in  Paragraph
2(A), and each consecutive  anniversary  thereafter,  the Base Rent set forth in
Paragraph  2(C)  shall be  adjusted.  The  adjustment  shall be the prior  years
consumer  price  index  for all urban  consumers,  1982-1984  = 100 (the  "CPI")
increase  for the San  Francisco-Oakland  statistical  area (or such other index
that may replace  same) or 5.00%,  whichever is the greater sum, but in no event
less than zero.  Said  percentage CPI increase  shall be multiplied  against the
applicable  monthly base rental that existed the month prior to the  anniversary
and the monetary  resultant sum added to and paid with the applicable  base rent
to form an adjusted base rental which Sublessee shall thereafter pay each month.
The adjusted base rental shall be used as the base salary the following  year so
as to  compute  the new  base  rent  and for  each  year  thereafter  until  the
expiration of the Lease.

                  E.       Additional Rental and Common Area Charges.  Sublessee
shall pay the following sums to Sublessor as additional rental, or as


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     Sublessor  may  designate,  when due:  (i) the  prorated  share of all real
estate taxes associated with the Premises; (ii) the fire and liability insurance
premium associated with the Premises, its structures and operations in a sum not
less than its replacement  value or $1,000,000,  whichever is greater,  and in a
liability sum of $1,000,000  per accident;  (iii) common area charges  including
all  utilities,  snow  removal,  merchants  association\advertising,  telephone,
heating,  cooling, water,  sewer/septic and related maintenance for said systems
and the building and its common areas not provided by Lessor under the Lease and
based upon  actual  operating  costs.  All  Additional  Rental  shall be paid to
Sublessor at Post Office Box 61000, Truckee, California,  96160, or at any other
place designated in writing by Sublessor. F. Alterations and Improvements To The
Premises;   Approval   of   Lessor.   Prior  to   commencing   any   remodeling,
reconstruction,  signage  changes,  exterior  color change or similar  redesign,
Sublessee has or will timely submit to Lessor pursuant to the Lease approval for
those  changes  Sublessee  wishes to make to the Premises.  Sublessee  shall not
undertake said changes until Lessor has approved  those changes,  if approval is
required  by Lessor.  G.  Removal of Bank  Equipment  and  Signage;  Sublessor's
Customers.  Except for the vault and vault  door,  Sublessor  may remove all its
signage and bank equipment, including ATM, moveable fixtures and bank equipment,
from the Premises  prior to the  commencement  of this Sublease or within thirty
(30) days  thereafter;  provided,  however,  that Sublessor  agrees to leave the
counters for use during the term of this Sublease by Sublessee.  For the term of
this  Sublease,  Sublessee  shall refer all  inquiries  from bank  customers  of
Sublessor  to Sublessor at such  location or branch as Sublessor  shall  specify
from  time-to-time  in writing to  Sublessee.  

     H. "As Is/Where Is" Condition of Premises; No Improvements or Repairs To Be
Made By Sublessor. Sublessee agrees that, as of the date of taking possession of
the  Subleased  Premises,  they  are/were  in  good  condition.   Sublessee  has
thoroughly  inspected the Premises and found them to be suitable for any special
needs or  characteristics  of Sublessee's  business,  and Sublessee  accepts the
Premises  AS IS  except  for any  hidden  or  non-disclosed  defects.  Sublessee
expressly


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disclaims  any  reliance  on any  representations,  statements,  disclosures  or
nondisclosures   by  or  on  behalf  of  Lessor  or  Sublessor,   their  agents,
representatives,  officers  and  employees,  in  entering  into  this  Sublease.
Sublessor  shall perform no improvements or repairs prior to entry by Sublessee.
Sublessee shall have the right to perform a physical inspection of the Premises,
prior to executing this Sublease.  Sublessee will, at his own expense,  maintain
the Subleased Premises in a state of full repair at least equal to the condition
the Premises  were in at the time of  commencement  of this Sublease and in good
and safe  condition  during the entire  term of the  Sublease as required by the
Lease.
                  I. Security Deposit To Be Posted By Sublessee.  Upon execution
of this Sublease,  Sublessee  shall promptly pay Sublessor the additional sum of
$4,500.00 in good and collected  funds not as rent but as a security  deposit to
be held by  Sublessor in the same manner as Lessor  holds  Sublessor's  security
deposit pursuant to Paragraph 21(w) of the Lease.

         3.  Miscellaneous.   This  Sublease  supersedes  all  prior  proposals,
agreements  and  discussions  relating to this  Sublease  and may not be altered
without the prior written  consent of each party hereto.  This Sublease shall be
construed  under the laws of the State of California  with venue  appropriate in
South Lake Tahoe,  California or any Court having  jurisdiction  over such area.
The attorneys fees,  cost and expense  provision set forth in Paragraph 21(p) of
the  Lease  shall be  deemed  applicable  to this  Sublease  and by and  between
Sublessor and Sublessee.  Any rental that is not received  pursuant to Paragraph
2(c),  2(d) or 2(e)  within 10 days of its due date  shall  incur a late  charge
equal to the greater of $100 or 10% and shall thereafter  accrue interest at the
West  Coast Low Prime  Rate as  published  in the Wall  Street  Journal  for the
applicable periods. Each check dishonored from Sublessee's account shall incur a
$25.00  return  charge and after two  dishonored  checks in any 12 month  period
Sublessor  may elect to receive sums due under this Sublease or the Lease in the
form of cashier, certified or wired funds only.



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         IN WITNESS WHEREOF, we have executed this Sublease at South Lake Tahoe,
California, on the date specified hereinabove.

SUBLESSOR:
TRUCKEE RIVER BANK, a California Banking Corporation



By:      /s/ Martin Sorensen

Its:     President/CEO

SUBLESSEE:
PACIFIC PAWNBROKERS, a Corporation

By:      /s/ William Galine

Its:


user180\sub.cre



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                                                       Exhibit "A"
                                             (Lease Dated December 27, 1983)
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