EMPLOYMENT AGREEMENT

         AGREEMENT dated as of January 25, 2002,  between GENESIS FUNDING,  INC.
("Genesis"), a Washington corporation, having its principal place of business at
200 North Mullan Road,  Suite 217,  Spokane,  Washington  99206,  and Michael A.
Kirk, an individual residing in Spokane, Washington ("Kirk").

WITNESSETH:

         WHEREAS,  Genesis,  has executed documents relating to an investment in
GENESIS by Temporary Financial Services, Inc. ("TFS"), John R. Coghlan,  Michael
A. Kirk, and Douglas B Kirk (the "Investors").

         WHEREAS,  Kirk is acknowledged as a capable and qualified  executive in
the financial services business that Genesis will be engaged in;

         WHEREAS, the parties acknowledge that Kirk's abilities and services are
unique and essential to the prospects of Genesis and the Investors have invested
in Genesis in reliance on Kirk's continuing services to Genesis pursuant to this
Agreement; and

         WHEREAS,  in light of the foregoing,  Genesis desires to employ Kirk as
its President and Kirk desires to accept such employment.

         NOW, THEREFORE, the parties hereto agree as follows:

1.    Employment. Genesis hereby employs Kirk and Kirk hereby accepts employment
      upon the terms and conditions hereinafter set forth.

2.    Term. This Agreement shall commence on the date hereof and shall terminate
      as of the earlier of:

      (a)   Two years from the date hereof (the  "Initial  Term")  unless either
            Kirk or  Genesis  notifies  the other that he or it elects to extend
            the term hereof for an additional  one year (the "Renewal  Period"),
            such notice to be given within 90 days before the end of the Initial
            Term  hereof  or within 90 days  before  the end of each  successive
            Renewal Period;

      (b)   The death of Kirk;

      (c)   Unless cured by Kirk within the thirty day period, thirty days after
            notice is given by Genesis to Kirk of a  material  breach  hereof by
            Kirk; or

      (d)   Unless  cured by Genesis  within the thirty day period,  thirty days
            after  notice  is given by Kirk to  Genesis,  of a  material  breach
            hereof by Genesis.

      The exercise of the right of Genesis or Kirk to terminate  this  Agreement
      pursuant  to  clause  (c) or (d)  hereof,  as the case may be,  shall  not
      abrogate  the rights and remedies of the  terminating  party in respect of
      the breach giving rise to such  termination.  Genesis shall only be deemed
      to

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      have materially breached this Agreement and the terms of Kirk's employment
      if it fails to pay  compensation  as  required  under  Section  3 or if it
      reassigns  Kirk to a position  other than  senior  executive  as  required
      Section 4.

3.    Compensation. For all services rendered under this Agreement:

      (a)   Base  Salary.  Genesis  shall pay Kirk a base  salary of $72,000 per
            annum in equal monthly or  semi-monthly  installments.  The Board of
            Directors will review, at least annually, Kirk's compensation with a
            view to  increasing  it if,  in the sole  judgment  of the  Board of
            Directors,  the  earnings  of Genesis or the  services of Kirk merit
            such an increase.

      (b)   During the Initial Term, Kirk shall also receive,  at the discretion
            of the Board of Directors,  incentive compensation in amounts and at
            the times set by the Board.  Incentive  compensation  payable  under
            this subparagraph is intended to reward exemplary performance.

      (c)   During  the  term of his  employment,  Kirk  shall  be  entitled  to
            participate  in employee  benefit  plans or programs of Genesis,  if
            any, to the extent that his position,  tenure,  salary,  age, health
            and other  qualifications make him eligible to participate,  subject
            to the rules and  regulations  applicable  thereto.  Such additional
            benefits  shall  include,  subject to the  approval  of the Board of
            Directors,  full medical,  three weeks paid vacation,  and qualified
            pension and profit sharing plans.

      (d)   Kirk shall be entitled to reimbursement of all expenses  incurred by
            him in the  performance of his duties,  subject to the presenting of
            appropriate vouchers in accordance with Genesis's policy.

4.    Duties.  Kirk is  engaged  initially  with  the  title  and  functions  of
      President  of  Genesis  and,  subject  to the  direction  of the  Board of
      Directors,  shall perform and  discharge  well and  faithfully  the duties
      which may be  assigned  to him from time to time by Genesis in  connection
      with the conduct of its business.  Nothing herein shall preclude the Board
      of Directors of Genesis from changing Kirk's title and duties if the Board
      has concluded in its reasonable  judgment that such change is in Genesis's
      best interests;  provided,  however,  that at all times during the term of
      this  Agreement,  Kirk shall be employed as a senior  Executive of Genesis
      with appropriate and commensurate compensation, title, rank and status. If
      Kirk is  elected  or  appointed  a  director  or officer of Genesis or any
      subsidiary  thereof during the term of this Agreement,  Kirk will serve in
      such capacity without further compensation.

5.    Extent of  Services.  Kirk shall  devote his entire  time,  attention  and
      energies to the  business of  Genesis,  and shall not,  during the term of
      this Agreement be engaged in any other business or professional  activity,
      without the permission of Genesis. Kirk is specifically prohibited, during
      the term of this agreement  from  providing  services to any competitor of
      Genesis.  This prohibition  shall not be construed as preventing Kirk from
      (a) investing his personal assets in businesses  which do not compete with
      Genesis, (b) purchasing securities in any corporation whose securities are
      regularly  traded  provided  that such  purchase  shall not  result in his
      collectively  owning  beneficially at any time five percent or more of the
      equity securities of any corporation engaged in a business  competitive to
      that of  Genesis,  and (c)  participating  in

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      conferences,  preparing or publishing  papers or books or teaching so long
      as the Board of  Directors  approves  of such  activities  prior to Kirk's
      engaging in them. Prior to commencing any activity described in clause (c)
      above,  Kirk shall  inform the Board of Directors of Genesis in writing of
      any such activity.

6.    Disclosure of Information.

      (a)   Kirk  represents and warrants to Genesis that his resume included in
            the  Genesis   Funding   Business   Plan  sets  forth  all  material
            information about Kirk's background. Kirk further represents that he
            is not subject to any covenants not to compete.

      (b)   Kirk  recognizes and  acknowledges  that Genesis's trade secrets and
            proprietary  information and processes,  as they may exist from time
            to time,  are  valuable,  special  and  unique  assets of  Genesis's
            business,  access to and  knowledge  of which are  essential  to the
            performance  of Kirk's duties  hereunder.  Kirk will not,  during or
            after the term of his  employment  by Genesis,  in whole or in part,
            disclose such secrets, information or processes to any person, firm,
            corporation,  association  or other entity for any reason or purpose
            whatsoever, nor shall Kirk make use of any such property for his own
            purposes  or for the  benefit of any person,  firm,  corporation  or
            other entity  (except  Genesis)  under any  circumstances  during or
            after the term of his  employment,  provided  that after the term of
            his employment these  restrictions  shall not apply to such secrets,
            information  and  processes  which  are  then in the  public  domain
            (provided that Kirk was not responsible, directly or indirectly, for
            such secrets,  information  or processes  entering the public domain
            without  Genesis's  consent).  Kirk  agrees  to  hold  as  Genesis's
            property, all memoranda,  books, papers, letters, formulas and other
            data, and all copies  thereof and therefrom,  in any way relating to
            Genesis's  business  and  affairs,  whether made by him or otherwise
            coming into his possession, and on termination of his employment, or
            on demand of Genesis, at any time, to deliver the same to Genesis.

7.    Inventions.  Kirk hereby sells, transfers and assigns to Genesis or to any
      person,  or entity  designated  by Genesis,  the entire  right,  title and
      interest  of  Kirk  in and  to  all  inventions,  ideas,  disclosures  and
      improvements,  whether patented or unpatented, and copyrightable material,
      made or  conceived  by Kirk,  solely or  jointly,  or in whole or in part,
      during the term of this Agreement which (i) relate to methods,  apparatus,
      designs,  products,  processes or devices sold, leased, or used by Genesis
      or any subsidiary or (ii) otherwise  relate to or pertain to the business,
      functions  or  operations  of  Genesis  or  any  subsidiary.   Kirk  shall
      communicate  promptly  and  disclose to  Genesis,  in such form as Genesis
      requests,   all   information,   details  and  data   pertaining   to  the
      aforementioned  inventions,  ideas,  disclosures  and  improvements;  and,
      whether  during the term  hereof or  thereafter,  Kirk shall  execute  and
      deliver to Genesis such formal  transfers and  assignments  and such other
      papers and  documents as may be required of Kirk to permit  Genesis or any
      person or entity  designated  by Genesis to file and  prosecute the patent
      applications  and,  as to  copyrightable  material,  to  obtain  copyright
      thereon.  Any  invention  by Kirk,  relating  to the  business of Genesis,
      within one year  following  the  termination  of this  Agreement  shall be
      deemed to fall within the  provisions of this  paragraph  unless proved by
      Kirk to have been first conceived and made following such termination.

8.   Covenant Not to Compete.

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      (a)   During the term hereof  and,  unless this  Agreement  is  terminated
            pursuant  to  Section  2(d)  hereof,  for  a  period  of  two  years
            thereafter,  Kirk shall not compete,  directly or  indirectly,  with
            Genesis,   interfere  with,   disrupt  or  attempt  to  disrupt  the
            relationship,  contractual  or  otherwise,  between  Genesis and any
            customer,  client,  supplier,  consultant  or  employee  of Genesis,
            including,  without  limitation,  employing  or  being  an  investor
            (representing  more  than a 5%  equity  interest)  in,  or  officer,
            director or  consultant  to, any person or entity which  employs any
            former key or technical  employee whose  employment with Genesis was
            terminated  after  the date  which is one year  prior to the date of
            termination of Kirk's employment therewith.  An activity competitive
            with an activity  engaged in by Genesis  shall  include  becoming an
            employee,  officer,  consultant or director of, or being an investor
            in, or owner of, an entity or person  engaged in the  business  then
            engaged in by Genesis.

      (b)   It is the desire and intent of the parties  that the  provisions  of
            this Section 8 shall be enforced to the fullest  extent  permissible
            under the laws and public policies  applied in each  jurisdiction in
            which enforcement is sought.  Accordingly, if any particular portion
            of  this   Section  8  shall  be   adjudicated   to  be  invalid  or
            unenforceable,  this Section 8 shall be deemed  amended to delete or
            modify the  offending  portion to the extent  required  to make this
            Section 8 enforceable in the particular  jurisdiction  in which such
            adjudication is made.

      (c)   Nothing  in  this  Section  8  shall   reduce  or  abrogate   Kirk's
            obligations during the term of this Agreement under Sections 4 and 5
            hereof.

9.    Remedies.

      (a)   The parties hereto  acknowledge that the damages suffered by Genesis
            and the  Investors  from  Kirk's  breach of this  Agreement,  by his
            continued  neglect  of his  duties  in  Section  4 or 5,  may not be
            ascertainable.  Accordingly,  if Kirk breaches Section 4 or 5 hereof
            by  continuously  neglecting  his duties in either of said Sections,
            Genesis and the Investors shall be entitled to the greater of actual
            proven damages  (determined by a court, or arbitrator) or liquidated
            damages from Kirk in the amount of $18,000.

      (b)   If there is a breach  or  threatened  breach  of the  provisions  of
            Section 5, 6(b), 7 or 8 of this Agreement, Genesis shall be entitled
            to an injunction  restraining Kirk from such breach.  Nothing herein
            shall be construed as  prohibiting  Genesis from  pursuing any other
            remedies for such breach or threatened breach.

      (c)   If this  Agreement  is  terminated  pursuant to Section 2(d) hereof,
            Kirk is not required to mitigate damages  otherwise  obtainable from
            Genesis as a result  Genesis' breach and any income received by Kirk
            after  such  termination  shall not  reduce  the  amount of  damages
            otherwise obtainable from Genesis hereunder.

10.   Insurance.  Genesis may, at its election and for its benefit,  insure Kirk
      against  accidental  loss or death and Kirk shall submit to such  physical
      examination  and supply such  information as may be required in connection
      therewith.

11.   Assignment. This Agreement may not be assigned by Kirk. Genesis may assign
      this  Agreement in  connection  with a merger or  consolidation  involving
      Genesis  or a sale  of  substantially  all  its

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      assets to the surviving  corporation or purchaser,  as the case may be, so
      long as such assignee assumes Genesis's obligations under this Agreement.

12.   Notices. Any notice required or permitted to be given under this Agreement
      shall be sufficient  if in writing and sent by registered  mail to Kirk at
      his            residence            at             _______________________
      _____________________________________________or Genesis at its address set
      forth above, Attention: The Board of Directors.

13.   Waiver of Breach. A waiver by Genesis or Kirk of a breach of any provision
      of this  Agreement by the other party shall not operate or be construed as
      a waiver of any subsequent breach by the other party.

14.   Entire  Agreement.  This instrument  contains the entire  agreement of the
      parties.  It may be changed only by an  agreement  in writing  signed by a
      party  against  whom  enforcement  of any  waiver,  change,  modification,
      extension or discharge is sought.

IN WITNESS  WHEREOF,  the parties  hereto have executed this Agreement as of the
day and year first hereinabove written.

Genesis Funding, Inc.                               Kirk

___/s/Douglas B. Durham___________                  _/s/ Michael A. Kirk____
Name: __Douglas B. Durham________                   Michael A. Kirk
Title: ___Chairman________________