MASTER LEASE AGREEMENT


DCC
Diebold Credit Corporation

Lessee Information

LESSEE (Complete Legal Name):  UNIVERSAL MONEY CENTERS, INC.
BUSINESS PHONE:                913-831-2055
BILLING ADDRESS:               6800 SQUIBB RD
CITY:                          OVERLAND PARK
COUNTY:                        JOHNSON
STATE:                         KS
ZIP:                           66202
EQUIPMENT ADDRESS
  (if other than Billing Address):  6800 SQUIBB RD
CITY:                               OVERLAND PARK
COUNTY:                             JOHNSON
STATE:                              KANSAS
ZIP:                                66202

Lease Acceptance 

(Sign and initial here for both the Master Lease as well as for the first
 Equipment Schedule, below)

AGREEMENT TO ALL TERMS OF THIS LEASE (both front and back sides). Use of the
equipment in production by Lessee may be treated by Lessor, in its discretion,
as conclusive evidence of acceptance of the Equipment. Regardless of the status
of the installation, the Equipment shall be deemed in all cases to be accepted,
and the Acceptance Date established, no later than 60 days after shipment of the
equipment.

THIS LEASE IS NON-CANCELABLE and consists of all terms on front and reverse
hereof. This lease is the full and final agreement and cannot be modified or
terminated except by written agreement signed both by Lessee and by a corporate
officer of Lessor.

/s/ Dave Windhorst
x_____________________________________                              
Signature(s) above and initial to right   Acknowledged and Accepted:
                                                                 x/s/ DW    
Print Name  Dave Windhorst                Title  President       Print Initial

Guarantee for all Equipment Schedules under this Master Lease

In order to induce Lessor to enter into leases, conditional sales contracts, and
other agreements and to make advances, loans, extensions of credit or other
financial accommodation to Lessee

 
<PAGE>


and for other good and valuable consideration, the undersigned personally and
unconditionally guarantees payment and performance of, and agrees to be subject
to, all the terms and conditions of this Master Lease, together with Equipment
Schedules, until all obligations are fulfilled, including payment of collection
costs and attorney's fees. LESSOR MAY PROCEED AGAINST THE UNDERSIGNED IN THE
FIRST INSTANCE WITHOUT RESORTING TO OTHER CLAIMS OR COLLATERAL, AND THE
UNDERSIGNED WAIVES ANY STATUTORY OR OTHER RIGHT TO REQUIRE OTHERWISE. Each
undersigned hereby pledges the full sole and separate estate of each and waives
notice of any settlement, impairment, substitution, dishonor, modification,
amendment or extension under the Master Lease or any Equipment Schedule, and
waives demand, protest, presentment, and all related notices. This Guarantee
shall be valid and enforceable in connection with all Equipment Schedules
entered into under this Master Lease. THIS GUARANTEE IS NON-CANCELABLE.

Key Guarantor must sign here.

x______________________________________________________________________________
SIGNATURE: An individual (No Title)     Print Name       Social Security Number
Full Joint and Several Liability

x______________________________________________________________________________ 
SIGNATURE: An individual (No Title)     Print Name       Social Security Number
Full Joint and Several Liability

Equipment Schedule No. One
(If additional room is required, complete Schedule A and attach signed Schedule
A to this agreement.) This Equipment Schedule, as with all subsequent Equipment
Schedules between Lessor and Lessee, shall be deemed a part of this Master Lease
and shall be subject to all items and conditions set forth herein on both the
front and back hereof.

INITIAL TERM                        60 Months
MONTHLY LEASE PAYMENT (In Advance)  $1,038.77
ADVANCE PAYMENT                     $1,038.77
(How Applied) Lease Payment:         1,038.77
Months                              60
EXCLUSIVE of Applicable Tax         $1,038.77
DOCUMENTATION FEE                   $49.00
__ Security Deposit
__ Commitment Deposit
__ Advance Payment

----------------------------------------------------------------------
                                   DESCRIPTION OF
                                     EQUIPMENT
SALES ORDER NUMBER   QUANTITY       TO BE LEASED         SERIAL NUMBER
----------------------------------------------------------------------

                        1         10641 FRONT LOAD ATM    TO FOLLOW
----------------------------------------------------------------------
                        1         10641 FRONT LOAD ATM    047834128954
----------------------------------------------------------------------
                        1         10641 FRONT LOAD ATM    047834128955
----------------------------------------------------------------------
                        1         10641 FRONT LOAD ATM    047894128956
----------------------------------------------------------------------


                                        2
<PAGE>


Equipment Acceptance and Purchase Authorization
AGENCY DISCLAIMER. Neither Supplier nor any Salesperson is an agent of Lessor
nor are they authorized to waive or alter in any way the terms of this Lease.
Their representations shall in no way affect or change rights and obligations as
set forth in this lease.

On behalf of Lessee, I hereby certify that all of the Equipment referred to in
the above Lease has been delivered to and has been received by the Lessee, that
all installation or other work necessary prior to the use thereof has been
completed, that the Equipment is accepted by the Lessee for all purposes under
the Lease. The Lease payment shall be due on the same date each month, which
date is set by lessor upon receipt and confirmation of this Authorization.
LESSEE ACKNOWLEDGES THAT THIS IS A "FINANCE LEASE" (defined in the Uniform
Personal Property Leasing Act) AND WARRANTS TO LESSOR THAT LESSEE HAS RECEIVED
OR REVIEWED SUPPLIER'S WRITTEN CONTRACT COVERING THE EQUIPMENT'S TERMS OF SALE
AND WARRANTIES, ACCORDINGLY, I AUTHORIZE LESSOR TO PURCHASE THE EQUIPMENT.


/s/ Dave Windhorst                  Dave Windhorst, President     2-28-98
_______________________________________________________________________________
Authorizing Signature of Lessee     Print Name and Title          Date

FOR LESSORS USE ONLY (Verification of Acceptance and Authorization to Purchase)

_______________________________________________________________________________
Given by                       To                        Date

For Diebold Credit Corp. Use Only

ACCEPTED BY DIEBOLD CREDIT CORPORATION, Lessor

NAME                      ROBERT J. WARREN
TITLE                     V.P. & TREASURER
DATE                      2/11/98
MASTER LEASE NUMBER       10319


                                       3
<PAGE>


Terms and Conditions

1.    General. This Agreement between Diebold Credit Corp. (Lessor) and Lessee
      shall consist of the Master Lease Agreement together with any and all
      Schedules and Riders made a part hereof and shall be binding upon the
      parties once properly executed. The terms and conditions of the Master
      Lease Agreement, related Schedules, and Riders shall constitute the entire
      contract for products or services and shall supersede all prior
      negotiations, agreements, and understandings, whether oral or written,
      unless specifically incorporated by reference.

           Lessee agrees to update, upon written request, information provided
      to Lessor and consents to credit investigations. Lessee authorizes Lessor
      to insert in any Schedule and related documents the serial numbers or
      other identification data when determined by Lessor and further authorizes
      Lessor to add to any Schedule the tax due and owing, to correct clerical
      errors, and to make any modifications to amounts scheduled which do not
      materially alter Lessee's financial obligation.

           If any provision of this Agreement is illegal, invalid, or void under
      any applicable law, it shall be considered separable, with the remaining
      provisions not being impaired. This Agreement may not be altered or any
      obligation waived except in a writing signed by authorized agents of the
      parties hereto. This Agreement and all Schedules and Riders shall be
      applied and interpreted pursuant to the laws of the State of Ohio.

2.    Remedies of Lessee. Lessee acknowledges and consents to Lessor's right to
      assign all of Lessor's interests under this Agreement. Lessee agrees not
      to assert against Lessor or assignee any defense, claim, or right of
      set-off which Lessee may have against the vendor of the equipment set
      forth for any schedule hereunder. Lessee further agrees to assert directly
      against Vendor any claims it may have arising out of the equipment or its
      use and agrees to continue payments to Lessor or its assignee under this
      Agreement even if such claims are pending. Nothing shall relieve Lessee of
      the obligation to make payments to or any other obligation to Lessor or
      assignee under this agreement. Lessee agrees to accept the full
      responsibility for the selection of equipment, its use, and the results
      obtained. Lessee shall make any claims or account thereof solely against
      the vendor. The Lessor or assignee makes no warranty, express or implied,
      as to any aspect of the equipment whatsoever, and shall have no obligation
      to install, test, operate, or service any equipment or software. No
      salesperson is authorized to waive or alter any term or condition of this
      paragraph. No representation as to the equipment or any other matter by
      vendor or salesperson shall in any way affect Lessee's obligations toward
      Lessor as assignee as set forth in this Agreement.

3.    Payments. Prior to the commencement of periodic payments, Lessee shall
      signify acceptance of equipment and software by execution of the Equipment
      Acceptance on the face of this Agreement. Lessor shall not be bound to
      provide a financing program if this Agreement has not been signed and
      delivered to Lessor within thirty (30) days of equipment installation.
      Payments begin on the first day of the month following equipment
      acceptance (Rent Commencement Date) and continue subsequently thereafter.

                                       4
<PAGE>



      Lessee will be charged Interim Rent equal to 1/30th of the Monthly Lease
      Payment multiplied by the number of days from and including the Acceptance
      Date to the Rent Commencement Date. Payment obligations are not contingent
      upon the Lessee's receipt of an invoice or other notice.

4.    Late Charges. Lessee acknowledges that late payment to Lessor will give
      rise to costs not contemplated by this Agreement. Accordingly, if any
      payment or other sum due from Lessee is not received by Lessor within (10)
      days after such amount shall be due, then without any requirement of
      notice to Lessee, Lessee shall be liable to Lessor for a late charge equal
      to (i) a one time late charge equal to five percent (5%) of such overdue
      amount and (ii) a finance charge during every month after the first month
      in which the sum is late computed daily on the amounts then due and unpaid
      at a rate of 1-1/2% per month, or, if less, the highest applicable rate
      permitted by law. The parties hereby agree that such late charge
      represents a fair and reasonable computation of the costs incurred by
      reason of late payment. Acceptance of such late charge shall in no event
      constitute a waiver of Lessee's default or prevent Lessor from exercising
      any other rights and remedies available to Lessor.
      
5.    Ownership of the Equipment. Lessee shall not do anything prejudicing, or
      fail to do anything reasonably necessary to protect Lessor's ownership of
      the equipment. Lessee agrees to execute any document necessary to protect
      Lessor's interest and ownership in equipment. Neither this Agreement nor
      any equipment may be transferred, assigned or sublet by Lessee without
      Lessor's prior written consent. As a precautionary measure, Lessor
      reserves, and the Lessee hereby grants a security interest in each item of
      the equipment in the amount of its purchase price. Lessor may file a
      financing statement with appropriate state and/or local authorities in
      order to perfect and protect Lessor's security interest. Lessee authorizes
      Lessor to file a financing statement with respect to the Equipment and
      grant Lessor the right to sign such financing statement on Lessee's
      behalf.

6.    Location and Use. The equipment shall be delivered to and shall not be
      removed, without Lessor's prior written consent, from the location
      designated on the pertinent Schedules. Lessor shall have the right to
      inspect equipment at reasonable times. Lessor shall utilize the equipment
      in a careful and proper manner and shall provide for maintenance as
      necessary to keep it in good order and repair. Lessee shall not make any
      unauthorized alterations to the equipment.

7.    Loss or Damage. Lessee shall bear the entire risk of loss or damage to
      equipment, and no loss or damage shall relieve Lessee of the obligation to
      make the payments required by this Agreement. In the event of loss or
      damage and at the option of Lessor, Lessee shall place the equipment in
      good condition and repair, replace the same with like equipment in good
      condition and repair, or pay to Lessor the balance due on the contract. In
      this case, the Lessor will choose the least costly of the options. The
      balance due shall be the sum of the remaining payments plus the residual
      value of the equipment. Residual value means the estimated fair market
      value of the equipment at the end of the lease term.

                                       5
<PAGE>


8.    Insurance. Lessee shall, for the full replacement value of the equipment,
      keep in force insurance against loss, theft, or damage to the equipment
      and insurance against public liability, property damage and liability
      assumed by contract, with loss payable to Lessor. User shall provide to
      Lessor certified copies or certificates of the policies of such insurance
      upon request, and all insurance shall name both Lessee and Lessor as
      parties insured.

9.    Lessor's Right to Make Payment. Lessor shall have the right on behalf of
      the Lessee, but shall not be obligated, to obtain insurance, affect lien
      discharges, or pay taxes, if any. In such event, Lessee shall repay to
      Lessor the cost thereof plus a handling charge of 10% of the cost thereof
      upon receipt of an invoice. For property tax purposes, Lessee agrees to
      show the equipment as "Leased Equipment" on tax returns and to pay all
      Personal Property taxes assessed against the equipment.

10.   Remedies. If Lessee shall commit any event of default, including but not
      limited to: a) failing to make any payment when due or to perform any
      obligation, and such failure shall continue for ten (10) days; b) becoming
      insolvent or making an assignment for the benefit of creditors; c) making
      a bulk transfer of its furniture, fixtures, furnishings, or other
      equipment or inventory; or d) having a petition filed by or against the
      Lessee under bankruptcy laws; the Lessor shall have the right to exercise
      any one or more of the remedies hereinafter provided in addition to any
      other right or remedy available to it.

           If an event of default occurs, Lessor may, at its option, accelerate
      the entire unpaid amounts or any portion thereof, including license fees,
      for the balance of the terms of any and all Schedules made a part of this
      Agreement, whereupon such amounts shall become immediately due and
      payable. Lessor may enter into the premises where the equipment and
      software may be found and take possession of and remove the same and all
      rights of the Lessee in the equipment and software so removed shall
      terminate absolutely. Lessor may sell at a private or public sale or may
      lease any such equipment in mitigation of amounts due. Any amounts
      received by Lessor from any sale or lease shall be applied first to pay
      for the residual value of the equipment, as defined in Paragraph 7, and
      then to reduce the other amounts due under this Agreement. Lessee shall
      also be liable for and shall pay all expenses incurred by Lessor in
      connection with the enforcement of any remedies, including reasonable
      attorney's fees.

           All remedies of Lessor are cumulative and may, to the extent
      permitted by law, be exercised concurrently or separately, and the
      exercise of any one remedy shall not be deemed to be an election of such
      remedy and shall not preclude the exercise of any other remedy. No delay
      in exercising any right or remedy shall operate as a waiver thereof or
      modify the terms of this Agreement.

11.   Surrender. Upon the expiration of any lease term upon demand by Lessor
      made pursuant to paragraph 10 hereof, Lessee shall, at its expense, return
      the equipment to Lessor in the same condition as when delivered,
      reasonable wear and tear excepted, by a) delivering it to such location as
      Lessor may then designate, or b) placing it on board such carrier as
      Lessor may specify with shipping prepaid and properly packed for shipping.

                                       6
<PAGE>



12.   Renewal. Should Lessee fail to surrender the equipment in accordance with
      paragraph 11 hereof, the term of that Lease shall be extended on a
      month-to-month basis. Lessee shall continue to make payments in the
      original payment amount shown on the pertinent Schedule, or as
      renegotiated by written agreement.

13.   Purchase. Provided no event of default exists at the end of the original
      lease term under the Schedule, Lessee shall have the option to purchase
      all equipment as described in the above mentioned Schedule, at the
      expiration of the term or any extension for the then appraised Fair Market
      Value - Fair Market Value being a price a willing buyer would pay to a
      willing seller for the equipment.

           Lessor or its assignee will transfer all of its rights, title, and
      interest in the equipment purchased to the Lessee upon receipt of the
      purchase price, any unpaid property taxes and late charges assessed for
      the period of the initial lease term, or the renewal term. Equipment shall
      be as is, where is, and without representation or warranty of any kind,
      express or implied. Lessee must give Lessor or its assignee written notice
      to exercise this purchase option at least 90 days before the expiration
      date.

14.   Early Terminations and Upgrades. If Lessee desires to prepay scheduled
      payments or to upgrade equipment and/or software, Lessee must give Lessor
      at least thirty (30) days prior written notice, and Lessor will notify
      Lessee of the alternative terms and/or payments acceptable to Lessor.
      Leases are non-cancelable, except as provided herein.

15.   Notices. All notices to be given under this Agreement shall be made in
      writing and mailed postage prepaid via first class U.S. mail to the other
      party at its address set forth herein or at such address that may be
      provided in writing. Any such notice shall be deemed to have been received
      on the fifth business day following the date of mailing.

16.   Commercial Use. Lessee represents and warrants that the equipment and
      software procured by this Agreement will be used for commercial purposes
      only.

17.   Disputes. Any controversy or claim, whether based on contract, tort or
      other legal theory, which shall include but not be limited to any claim of
      fraud or misrepresentation, arising out of or related to this Agreement
      and/or any contract entered into between Lessor and Lessee, or the
      inducement or breach thereof, or the furnishing of any product or service
      by Lessor to Lessee, will be resolved by arbitration in accordance with
      the terms hereof.

           The arbitration shall be pursuant to the then current rules and
      supervision of the American Arbitration Association. The arbitration will
      be conducted by a single arbitrator who is knowledgeable in equipment
      leasing and financing and in business information and electronic data
      processing systems and the decision and award of the arbitrator will be
      final and binding and may be entered in any court having jurisdiction
      thereof. The arbitration will be held in Canton, Ohio.



                                       7
<PAGE>


      The arbitrator will not be authorized to award punitive or exemplary
      damages to either party. Each party shall bear its own attorney's fee
      associated with the arbitration and other costs and expenses of the
      arbitration shall be borne as provided by the rules of the American
      Arbitration Association.

           If court proceedings to stay litigation or compel arbitration under
      the Federal Arbitration Act (Title 9, U.S.C.) or similar state legislation
      are necessary, the party who unsuccessfully opposes such proceedings shall
      pay all associated costs, expenses and attorney's fees which are
      reasonably incurred by the other party.

           No claim or action, regardless of form, arising out of or related to
      this Agreement may be brought by either party more than one year after the
      cause of action accrues A two year statute of limitations period shall
      apply, however, when the default is not discoverable by the injured party
      within a one year period or when the action is brought by Lessor for
      nonpayment.

P.O. BOX 3077                       BY EXECUTION HEREOF, THE
NORTH CANTON, OH  44720             UNDERSIGNED HEREBY CERTIFIES
                                    THAT HE/SHE HAS READ THIS
                                    AGREEMENT, INCLUDING THE REVERSE
                                    SIDE HEREOF, AND THAT HE/SHE IS
                                    DULY AUTHORIZED TO EXECUTE THIS
                                    AGREEMENT.

Lessor: DIEBOLD CREDIT CORPORATION  Lessee: UNIVERSAL MONEY CENTERS, INC.

__________________________________  _______________________________________ 


Signature:                          Signature:

/s/ Robert J. Warren                /s/ Dave Windhorst

__________________________________  _______________________________________

Name (Print):                       Name (Print):

      Robert J. Warren                         Dave Windhorst

Title:Vice President & Treasurer    Title: President

Date:                               Date:  2-28-98