EXHIBIT 10.1

                              EMPLOYMENT AGREEMENT


         THIS   EMPLOYMENT   AGREEMENT   (hereinafter   referred   to  as   this
"AGREEMENT"),  entered  into as of the 24th  day of May,  2000,  by and  between
Peoples  Federal Savings and Loan  Association of Massillon,  a savings and loan
association  chartered under the laws of the United States (hereinafter referred
to as the "EMPLOYER"),  and Paul von Gunten, an individual (hereinafter referred
to as the "EMPLOYEE");


                                   WITNESSETH:


         WHEREAS, the EMPLOYEE is an employee of the EMPLOYER;

         WHEREAS,  as a result of the skill,  knowledge  and  experience  of the
EMPLOYEE, the Boards of Directors of the EMPLOYER desires to retain the services
of the EMPLOYEE as the President and Chief Executive Officer of the EMPLOYER;

         WHEREAS, the EMPLOYEE desires to continue to serve as the President and
Chief Executive Officer of the EMPLOYER; and

         WHEREAS,  the  EMPLOYEE  and the  EMPLOYER  desire  to enter  into this
AGREEMENT to set forth the terms and conditions of the  employment  relationship
between the EMPLOYER and the EMPLOYEE;


         NOW,  THEREFORE,  in consideration of the premises and mutual covenants
herein contained, the EMPLOYER and the EMPLOYEE hereby agree as follows:

     1.  Employment  and Term.  Upon the terms and subject to the  conditions of
this  AGREEMENT,  the EMPLOYER  hereby  employs the  EMPLOYEE,  and the EMPLOYEE
hereby accepts  employment,  as the President and Chief Executive Officer of the
EMPLOYER. The term of this AGREEMENT shall commence on the date hereof and shall
end on January 31, 2001 (hereinafter  referred to as the "TERM").  In January of
each year,  the Board of Directors of the EMPLOYER  shall review the  EMPLOYEE's
performance and record the results of such review in the minutes of the Board of
Directors.  This AGREEMENT shall not be renewed or extended  without a taking of
affirmative  action by the Board of  Directors  of the  EMPLOYER  to cause  such
renewal or extension.

     2.    Duties of EMPLOYEE.

     (a)  General  Duties  and  Responsibilities.  As the  President  and  Chief
Executive  Officer of the  EMPLOYER,  the EMPLOYEE  shall perform the duties and
responsibilities  customary  for such  office to the best of his  ability and in
accordance  with the  policies  established  by the  Board of  Directors  of the
EMPLOYER and all  applicable  laws and  regulations.  The EMPLOYEE shall perform
such other duties not  inconsistent  with his position as may be assigned to him
from time to time by the Board of Directors of the EMPLOYER;  provided, however,
that  the  EMPLOYER  shall  employ  the  EMPLOYEE  during  the  TERM in a senior
management capacity without material  diminishment of the importance or prestige
of his position.




<PAGE>


     (b) Devotion of Entire Time to the Business of the  EMPLOYER.  The EMPLOYEE
shall devote his entire  productive  time,  ability and attention  during normal
business  hours  throughout  the TERM to the faithful  performance of his duties
under this AGREEMENT and his duties for affiliates of the EMPLOYER. The EMPLOYEE
shall not directly or indirectly  render any services of a business,  commercial
or professional  nature to any person or organization  without the prior written
consent of the Board of Directors of the EMPLOYER;  provided,  however, that the
EMPLOYEE  shall not be  precluded  from (i)  vacations  and other  leave time in
accordance with Section 3(d) hereof; (ii) reasonable participation in community,
civic,  charitable  or similar  organizations;  or (iii) the pursuit of personal
investments  which do not  interfere  or conflict  with the  performance  of the
EMPLOYEE's duties to the EMPLOYER.

     3.    Compensation, Benefits and Reimbursements.

     (a) Salary.  The EMPLOYEE  shall  receive  during the TERM an annual salary
payable in equal  installments  not less often than monthly.  The amount of such
annual  salary shall be $112,308  until changed by the Board of Directors of the
EMPLOYER in accordance with Section 3(b) of this AGREEMENT.

     (b) Annual Salary Review.  In January of each year throughout the TERM, the
annual salary of the EMPLOYEE shall be reviewed by the Board of Directors of the
EMPLOYER  and shall be set,  effective  January  1, at an  amount  not less than
$112,308,  based upon the  EMPLOYEE's  individual  performance  and the  overall
profitability and financial condition of the EMPLOYER  (hereinafter  referred to
as the "ANNUAL REVIEW").  The results of the ANNUAL REVIEW shall be reflected in
the minutes of the Board of Directors of the EMPLOYER.

     (c)  Employee  Benefit  Program.  During the TERM,  the  EMPLOYEE  shall be
entitled to participate in all formally  established  employee  benefit,  bonus,
pension and profit-sharing plans and similar programs that are maintained by the
EMPLOYER  from time to time,  including  programs  in respect  of group  health,
disability  or life  insurance,  and all  employee  benefit  plans  or  programs
hereafter  adopted in writing by the Board of  Directors  of the  EMPLOYER,  for
which senior  management  personnel are eligible,  including any employee  stock
ownership  plan,  stock  option plan or other stock  benefit  plan  (hereinafter
collectively referred to as the "BENEFIT PLANS").  Notwithstanding the foregoing
sentence, the EMPLOYER may discontinue or terminate at any time any such BENEFIT
PLANS, now existing or hereafter  adopted,  to the extent permitted by the terms
of such plans and shall not be  required to  compensate  the  EMPLOYEE  for such
discontinuance or termination.

     (d) Vacation and Sick Leave.  The EMPLOYEE shall be entitled,  without loss
of pay, to be absent  voluntarily  from the performance of his duties under this
AGREEMENT, subject to the following conditions:

           (i)  The  EMPLOYEE  shall  be  entitled  to  an  annual  vacation  in
           accordance with the policies periodically established by the EMPLOYER
           for senior management officials of the EMPLOYER;

           (ii)   Vacation  time  shall  be  scheduled  by  the  EMPLOYEE  in  a
           reasonable manner subject to approval by the EMPLOYER; and

           (iii)  The  EMPLOYEE  shall  be  entitled  to  annual  sick  leave as
           established  by the Board of  Directors  of the  EMPLOYER  for senior
           management officials of the EMPLOYER. Upon termination of employment,
           the  EMPLOYEE  shall  not  be  entitled  to  receive  any  additional
           compensation from the EMPLOYER for unused sick leave.

     4.    Termination of Employment.

     (a)  General.  In  addition to the  termination  of the  employment  of the
EMPLOYEE upon the  expiration of the TERM,  the employment of the EMPLOYEE shall
terminate at any other time during the TERM upon the delivery by the EMPLOYER of
written notice of employment  termination to the EMPLOYEE.  Without limiting the
generality of the foregoing sentence, the following  subparagraphs (i), (ii) and
(iii) of this Section 4(a) shall govern the  obligations  of the EMPLOYER to the
EMPLOYEE upon the occurrence of the events described in such subparagraphs:


                                        2


<PAGE>



           (i)  Termination  for JUST  CAUSE.  In the  event  that the  EMPLOYER
           terminates the employment of the EMPLOYEE  during the TERM because of
           the EMPLOYEE's personal dishonesty, incompetence, willful misconduct,
           breach of  fiduciary  duty  involving  personal  profit,  intentional
           failure  or  refusal  to  perform  the  duties  and  responsibilities
           assigned  in this  AGREEMENT,  willful  violation  of any law,  rule,
           regulation  or  final  cease-and-desist  order  (other  than  traffic
           violations or similar offenses),  conviction of a felony or for fraud
           or  embezzlement,  or  material  breach  of  any  provision  of  this
           AGREEMENT (hereinafter collectively referred to as "JUST CAUSE"), the
           EMPLOYEE shall not receive,  and shall have no right to receive,  any
           compensation or other benefits for any period after such termination.

           (ii)   Termination in connection with CHANGE OF CONTROL.

                  (A) In the event that,  before the  expiration of the TERM and
           within six months before or within one year after a CHANGE OF CONTROL
           (as defined  hereinafter) of the EMPLOYER,  (I) the employment of the
           EMPLOYEE is terminated for any reason other than JUST CAUSE, (II) the
           present  capacity or  circumstances in which the EMPLOYEE is employed
           are materially  changed,  or (III) the  EMPLOYEE's  responsibilities,
           authority,   compensation  or  other  benefits  provided  under  this
           AGREEMENT are materially reduced, then the following shall occur:

                           (a) The EMPLOYER  shall  promptly pay to the EMPLOYEE
                    or to his  beneficiaries,  dependents  or  estate  an amount
                    equal to two times the greater of (1) the annual  salary set
                    forth in Section  3(a) of this  AGREEMENT  or (2) the annual
                    salary  payable  to the  EMPLOYEE  as a result of any ANNUAL
                    REVIEW; and

                           (b) The  EMPLOYEE  shall not be  required to mitigate
                    the amount of any payment  provided for in this AGREEMENT by
                    seeking other employment or otherwise, nor shall any amounts
                    received from other  employment or otherwise by the EMPLOYEE
                    offset  in  any  manner  the  obligations  of  the  EMPLOYER
                    hereunder.

                  (B) The  EMPLOYEE may  voluntarily  terminate  his  employment
           pursuant to this AGREEMENT within twelve months following a CHANGE OF
           CONTROL and shall be entitled to compensation as set forth in Section
           4(a)(ii)(A) of this AGREEMENT in the event that:

                           (I) the present  capacity or  circumstances  in which
                    the EMPLOYEE is employed are materially changed  (including,
                    without limitation, a material reduction in responsibilities
                    or   authority,    or   the    assignment   of   duties   or
                    responsibilities   substantially   inconsistent  with  those
                    normally associated with the position of President and Chief
                    Executive Officer);

                           (II)  the  EMPLOYEE is no  longer  the  President and
                    Chief Executive Officer of the EMPLOYER;

                           (III) the  EMPLOYEE is required to move his  personal
                    residence,  or perform his  principal  executive  functions,
                    more than  thirty-five (35) miles from his primary office as
                    of  the  date  of  the  commencement  of the  TERM  of  this
                    AGREEMENT; or

                           (IV) the EMPLOYER  otherwise  breaches this AGREEMENT
                    in any material respect.

           In the event that  payments  pursuant to this  subsection  (ii) would
           result  in the  imposition  of a  penalty  tax  pursuant  to  Section
           280G(b)(3) of the Internal Revenue Code of 1986, as amended,  and the
           regulations promulgated thereunder (hereinafter collectively referred
           to as "SECTION 280G"),  such payments shall be reduced to the maximum
           amount that may be paid under  SECTION  280G without  exceeding  such
           limits.  Payments pursuant to this subsection also may not exceed the
           limit set forth in  Regulatory  Bulletin  27a of the Office of Thrift
           Supervision.



                                        3


<PAGE>



           (iii)  Termination  Without  JUST CAUSE or CHANGE OF CONTROL.  In the
           event that the  employment of the EMPLOYEE is  terminated  before the
           expiration  of the TERM  other  than (A) for JUST CAUSE or (B) within
           six months  before or within one year after a CHANGE OF CONTROL,  the
           following shall occur:

                           (I) The EMPLOYER  shall  promptly pay to the EMPLOYEE
                    or to his  beneficiaries,  dependents  or  estate  an amount
                    equal to the  greater of (a) the annual  salary set forth in
                    Section  3(a) of this  AGREEMENT  or (b) the  annual  salary
                    payable to the EMPLOYEE as a result of any ANNUAL REVIEW;

                           (II) The EMPLOYEE, his dependents,  beneficiaries and
                    estate shall continue to be covered under the health benefit
                    plan of the  EMPLOYER  at the  EMPLOYER'S  expense as if the
                    EMPLOYEE were still employed under this AGREEMENT  until the
                    earliest of one year after the termination of the EMPLOYEE's
                    employment  or the date on which the EMPLOYEE is included in
                    another  employer's  health  benefit  plan  as  a  full-time
                    employee;  provided,  however,  that if  EMPLOYER is unable,
                    pursuant  to the  terms of its  health  insurance  plan,  to
                    provide such coverage to the EMPLOYEE after termination, the
                    EMPLOYER shall pay to the EMPLOYEE an amount  sufficient for
                    the  EMPLOYEE  to  obtain  substantially  equivalent  health
                    insurance from another source; and

                           (III) The EMPLOYEE  shall not be required to mitigate
                    the amount of any payment  provided for in this AGREEMENT by
                    seeking other employment or otherwise, nor shall any amounts
                    received from other  employment or otherwise by the EMPLOYEE
                    offset  in  any  manner  the  obligations  of  the  EMPLOYER
                    hereunder.

           In the event that payments  pursuant to this  subsection  (iii) would
           result in the  imposition  of a penalty tax pursuant to SECTION 280G,
           such payments shall be reduced to the maximum amount that may be paid
           under SECTION 280G without exceeding those limits.  Payments pursuant
           to this  subsection  also  may not  exceed  the  limit  set  forth in
           Regulatory Bulletin 27a of the Office of Thrift Supervision.

     (b) Death of the EMPLOYEE. The TERM automatically terminates upon the death
of the  EMPLOYEE.  In the event of such death,  the  EMPLOYEE's  estate shall be
entitled to receive the  compensation  due the EMPLOYEE  through the last day of
the calendar month in which the death  occurred,  except as otherwise  specified
herein.

     (c)  "Golden  Parachute"  Provision.  Any  payments  made  to the  EMPLOYEE
pursuant to this  AGREEMENT or  otherwise  are subject to and  conditioned  upon
their  compliance  with  12  U.S.C.ss.1828(k)  and any  regulations  promulgated
thereunder.

     (d)  Definition  of "CHANGE OF  CONTROL".  A "CHANGE OF  CONTROL"  shall be
deemed to have  occurred  in the event that,  at any time during the  EMPLOYMENT
TERM, either any person or entity obtains  "conclusive  control" of the EMPLOYER
within the  meaning of 12 C.F.R.  ss.574.4(a),  or any person or entity  obtains
"rebuttable  control"  within the meaning of 12 C.F.R.  ss.574.4(b)  and has not
rebutted control in accordance with 12 C.F.R. ss.574.4(c).

     5.    Special   Regulatory   Events.   Notwithstanding  Section  4 of  this
AGREEMENT,  the obligations of the  EMPLOYER to the EMPLOYEE shall be as follows
in the event of the following circumstances:

     (a) If  the  EMPLOYEE  is  suspended  and/or  temporarily  prohibited  from
participating in the conduct of the EMPLOYER's  affairs by a notice served under
section  8(e)(3) or (g)(1) of the Federal  Deposit  Insurance  Act  (hereinafter
referred to as the "FDIA"),  the  EMPLOYER'S  obligations  under this  AGREEMENT
shall be suspended




                                        4


<PAGE>


as of the  date  of  service  of  such  notice,  unless  stayed  by  appropriate
proceedings.  If the charges in the notice are  dismissed,  the EMPLOYER may, in
its discretion,  pay the EMPLOYEE all or part of the compensation withheld while
the  obligations in this AGREEMENT were suspended and reinstate,  in whole or in
part, any of the obligations that were suspended.

     (b)  If  the  EMPLOYEE  is  removed  and/or  permanently   prohibited  from
participating in the conduct of the EMPLOYER's  affairs by an order issued under
Section  8(e)(4) or (g)(1) of the FDIA,  all  obligations  of the EMPLOYER under
this AGREEMENT shall terminate as of the effective date of such order; provided,
however,  that  vested  rights of the  EMPLOYEE  shall not be  affected  by such
termination.

     (c) If the  EMPLOYER  is in default  as  defined in section  3(x)(1) of the
FDIA, all  obligations  under this AGREEMENT  shall  terminate as of the date of
default;  provided,  however,  that vested  rights of the EMPLOYEE  shall not be
affected.

     (d) All obligations under this AGREEMENT shall be terminated, except to the
extent of a determination  that the  continuation of this AGREEMENT is necessary
for the continued  operation of the EMPLOYER,  (i) by the Director of the Office
of Thrift  Supervision  (hereinafter  referred to as the  "OTS"),  or his or her
designee at the time that the Federal Deposit Insurance  Corporation enters into
an agreement  to provide  assistance  to or on behalf of the EMPLOYER  under the
authority  contained in Section 13(c) of the FDIA or (ii) by the Director of the
OTS, or his or her designee,  at any time the Director of the OTS, or his or her
designee,  approves  a  supervisory  merger to resolve  problems  related to the
operation of the EMPLOYER or when the EMPLOYER is  determined by the Director of
the OTS to be in an  unsafe  or  unsound  condition.  No  vested  rights  of the
EMPLOYEE shall be affected by any such action.

     6. Consolidation, Merger or Sale of Assets. Nothing in this AGREEMENT shall
preclude the EMPLOYER from  consolidating  with,  merging into, or  transferring
all, or substantially all, of its assets to another corporation that assumes all
of  the  EMPLOYER'S  obligations  and  undertakings   hereunder.   Upon  such  a
consolidation,  merger or  transfer  of  assets,  the term  "EMPLOYER,"  as used
herein,  shall mean such other  corporation or entity,  and this AGREEMENT shall
continue in full force and effect.

     7.  Confidential  Information.  The EMPLOYEE  acknowledges  that during his
employment he will learn and have access to confidential  information  regarding
the EMPLOYER and its customers and businesses. The EMPLOYEE agrees and covenants
not to disclose or use for his own  benefit,  or the benefit of any other person
or entity, any confidential  information,  unless or until the EMPLOYER consents
to such disclosure or use or such  information  becomes common  knowledge in the
industry or is otherwise  legally in the public  domain.  The EMPLOYEE shall not
knowingly  disclose  or  reveal  to any  unauthorized  person  any  confidential
information relating to the EMPLOYER, its subsidiaries or affiliates,  or to any
of the  businesses  operated  by  them,  and the  EMPLOYEE  confirms  that  such
information  constitutes  the exclusive  property of the EMPLOYER.  The EMPLOYEE
shall  not  otherwise  knowingly  act or  conduct  himself  (a) to the  material
detriment of the EMPLOYER, its subsidiaries,  or affiliates,  or (b) in a manner
which is inimical or contrary to the interests of the EMPLOYER.

     8.  Nonassignability.  Neither  this  AGREEMENT  nor any right or  interest
hereunder  shall be  assignable  by the EMPLOYEE,  his  beneficiaries,  or legal
representatives without the EMPLOYER'S prior written consent; provided, however,
that nothing in this Section 8 shall preclude (a) the EMPLOYEE from  designating
a beneficiary to receive any benefits  payable  hereunder upon his death, or (b)
the executors, administrators, or other legal representatives of the EMPLOYEE or
his estate from assigning any rights hereunder to the person or persons entitled
thereto.

     9. No  Attachment.  Except as required by law, no right to receive  payment
under this AGREEMENT shall be subject to anticipation,  commutation, alienation,
sale, assignment,  encumbrance, charge, pledge or hypothecation or to execution,
attachment,  levy, or similar process of assignment by operation of law, and any
attempt, voluntary or involuntary, to effect any such action shall be null, void
and of no effect.



                                        5


<PAGE>



     10.   Binding  Agreement.  This  AGREEMENT shall be binding upon, and inure
to the  benefit of,  the  EMPLOYEE and the EMPLOYER and its respective permitted
successors and assigns.

     11.   Amendment  of  AGREEMENT.  This  AGREEMENT  may  not  be  modified or
amended,  except by an  instrument  in writing signed by the parties hereto.

     12. Waiver.  No term or condition of this AGREEMENT shall be deemed to have
been  waived,  nor shall there be an estoppel  against  the  enforcement  of any
provision of this AGREEMENT,  except by written  instrument of the party charged
with  such  waiver  or  estoppel.  No such  written  waiver  shall  be  deemed a
continuing waiver,  unless  specifically  stated therein,  and each waiver shall
operate  only  as to the  specific  term  or  condition  waived  and  shall  not
constitute  a waiver of such term or  condition  for the future or as to any act
other than the act specifically waived.

     13.  Severability.  If, for any reason,  any provision of this AGREEMENT is
held  invalid,  such  invalidity  shall not affect the other  provisions of this
AGREEMENT not held so invalid,  and each such other provision shall, to the full
extent  consistent with applicable  law,  continue in full force and effect.  If
this AGREEMENT is held invalid or cannot be enforced,  then any prior  AGREEMENT
between the EMPLOYER  (or any  predecessor  thereof)  and the EMPLOYEE  shall be
deemed  reinstated to the full extent permitted by law, as if this AGREEMENT had
not been executed.

     14.   Headings.   The  headings  of  the  paragraphs  herein  are  included
solely for  convenience  of  reference  and  shall  not control  the  meaning or
interpretation of any of the provisions of this AGREEMENT.

     15.   Governing  Law.   This  AGREEMENT  has been  executed  and  delivered
in  the  State  of Ohio  and  its  validity,  interpretation,  performance,  and
enforcement  shall be governed by the laws of this State of Ohio,  except to the
extent that federal law is governing.

     16.   Effect of Prior  Agreements.   This  AGREEMENT  contains  the  entire
understanding   between  the  parties hereto and supersedes any prior employment
agreement  between  the  EMPLOYER  or  any  predecessor o f the EMPLOYER and the
EMPLOYEE.

     17.  Notices.  Any  notice or other  communication  required  or  permitted
pursuant  to  this  AGREEMENT  shall  be  deemed  delivered  if such  notice  or
communication  is in  writing  and  is  delivered  personally  or  by  facsimile
transmission  or is  deposited  in the  United  States  mail,  postage  prepaid,
addressed as follows:

         If to the EMPLOYER:

                  Peoples Federal Savings and Loan Association of Massillon
                  211 Lincoln Way East
                  Massillon, Ohio  44646
                  Attention:  Secretary

         With copies to:

                  Cynthia A. Shafer
                  Vorys, Sater, Seymour and Pease LLP
                  Atrium Two, Suite 2100
                  221 East Fourth Street
                  Cincinnati, Ohio  45201-0236

         If to the EMPLOYEE to:

                  Paul von Gunten
                  1531 Merino Circle, N.E.
                  Massillon, Ohio 44646

                                        6

<PAGE>



         IN WITNESS  WHEREOF,  the  EMPLOYER  has caused  this  AGREEMENT  to be
executed  by its duly  authorized  officer,  and the  EMPLOYEE  has signed  this
AGREEMENT, each as of the day and year first above written.


Attest:                                     PEOPLES FEDERAL SAVINGS AND LOAN
                                            ASSOCIATION OF MASSILLON



-----------------------             -----------------------------------
                                            its ____________________

Attest:



-----------------------             -----------------------------------
                                            Paul von Gunten



































                                        7