Exhibit 10.14



                               PROMISSORY NOTE

$1,350,000.00                                                 January 1, 2001

     FOR VALUE RECEIVED, the undersigned, Donald Riesterer (hereinafter
"Borrower), as maker, promises to pay to the order of Dave Thomas, Emil A.
Gluck, and Douglas A. Larson and their successor (hereinafter The "Lender"),
or order at 2710 Shady Pine Lane, Menomonie, Wisconsin, 54751, or at any other
place designated by the Lender hereof, in lawful money of the United States of
America, the principal sum of One Million Three Hundred and Fifty Thousand
dollars and 00/100 ($1,350,000.00) together with interest at a rate of nine
and one-half percent (9.5%) per annum on the principal balance outstanding
from time to time hereunder.

    EVERY MONTH payments consisting of interest only in the amount of Ten
Thousand Six Hundred and Eight Seven Dollars 50/00 ($10,687.50) each shall be
made commencing on January 1, 2000 and on intervals of the first day of every
month thereafter through, and until, March 1, 2001. On, or before, March 31,
2001 Borrower shall pay a partial balloon payment in the amount of $300,000.00
to be applied to the principal balance. Commencing April 1, 2001 the interest
only payment shall be paid by Borrower on the first of each successive month
in the amount of Eight Thousand Three Hundred Twelve Dollars 50/00 ($8,312.50)
until December 31, 2001, at which point the remaining principal balance shall
be due and payable.

     In the even that the Borrower fails to pay the required partial balloon
payment, the interest due on that $300,000 payment shall be increased from
9.5% to 15% until such time as that payment is made. Failure to make the
partial balloon payment shall be a default of this note. Interest shall be
calculated from the date hereon.

     This Promissory Note may be prepaid in full or in part (but if is part,
in multiples of no less than $100.00), at any time, or from time to time
hereafter, without premium or penalty. Interest shall be computed on the
unpaid principal balance at the end of each day as follows: The rate of
interest shall be divided by 365 and the unpaid principal balance of this Note
shall be multiplied by the percentage so obtained. Payments hereunder shall be
applied first to accrued but unpaid interest and the excess, if any, to the
principal.

     This Promissory Note is secured by a mortgage dated December 30, 1999,
and filed on December 27, 2000 with the Washington County Recorder, on
property commonly described as 1800 and 1802 Wooddale Drive, Woodbury,
Minnesota. (A true and correct copy of said mortgage is attached hereto.)
This Promissory Note replaces and satisfies the term of those two Promissory
Notes between the parties hereto dated December 30, 1999 in the principal
amounts of $500,000 and $850,000 respectively. This Note also replaces those
terms and obligations contained in that letter of intent referenced in the
party's December 30, 1999 Promissory Note. Specifically, the parties agree
that the shares of Why USA Financial Group, Inc. common stock (1,850,000
shares total) that was to be both transferred to Lenders (850,000 shares) and
as collateral for the December 30, 1999 Notes (1,000,000) shall now be deemed
collateral for this loan with the certificates to be held in escrow. (A true
and correct copy of the Security Agreement for said collateral is attached
hereto). These shares shall be unrestricted and free trading and can be sold
by the Lender immediately upon default of the note, subject to the applicable
securities law and requirements of the SEC.

    As additional incentive to lend, Borrower shall make exercisable options
available to Lenders to purchase 650,000 shares of Why USA Financial Group,
Inc. common stock at $.10/share. This option

<PAGE>

shall have a term of 2 years beyond the term of this Note. These option shares
shall be unrestricted and free trading, subject to applicable securities law
and the requirements of the SEC. Lender acknowledge that the option stock will
have been held by Donald Riesterer for one year as of January 24, 2001.
Further, as an additional incentive to lend, the Borrower shall, at his
expense, acquire and covey to Lender 10% of all new Why USA Financial Group,
Inc. shares issued in excess of the number of shares issued at the time of
acquisition of Why USA Financial Group, Inc. by Northwest Financial
(31,412,850). The only exception will be new shares issued and associated with
transactions involving, the Larson, Gluck and Thomas after January 01, 2001.

    In the event of any default in the terms hereof or the payment of any
principal when due hereunder, then the entire unpaid principal balance of this
Promissory Note shall, at the option of the Lender hereof become immediately
due and payable, in full, without presentment or other notice or demand of any
kind. Failure to exercise such option, however often, shall not constitute a
waiver of the right to exercise it thereafter.

     The following events shall constitute a default:

1.)   The apparent insolvency of the Borrower;

2.)   Appointment of a Receiver for Borrower's property and business
      operations;

3.)   The commencement of bankruptcy proceedings, voluntary or involuntary by
      or on behalf of the Borrower;

4.)   The failure to timely make payments as set forth herein;

5.)   Failure to timely make payments for merchandise received on credit from
      Lender.

6.)   The sale of all or substantially all of Borrower's assets,

7.)   A default as defined by documents executed concurrently herewith; and

8.)   The failure to abide by any of the term set forth herein.

     The Borrower agrees to pay all costs of collection, including reasonable
attorney's fees and legal expenses, incurred by the Lender hereof at any time
in the event this Promissory Note is not duly paid or a default exists. The
Borrower agrees to submit to the jurisdiction of the Wisconsin Circuit Court,
in the event a dispute arises herein. The Lender's rights or remedies
hereunder shall be cumulative and in addition to other remedies which may be
available at law.

     In the event any provision(s) herein becomes enforceable as a matter of
law, said provision(s) shall be stricken and the remaining provisions shall be
valid and enforceable.

     Presentment or other demand for payment, notice of dishonor and protest
are hereby expressly waived.

     This Promissory Note shall be governed by the laws of the State of
Wisconsin.

     Executed on Following Page.


BORROWER

/S/ Donald Riesterer                           /s/ Clara Olson
--------------------------                     --------------------------
Donald Riesterer                                (Witness)

                                               /s/ signature illegible
                                               --------------------------
                                                (Witness)

GUARANTY

Northwest Financial Group, Inc., through do undersigned officer, does hereby
guaranty payment of the above debt and pledges its assets, as described in
that Mortgage of even date, toward full payment thereon.


Northwest Financial Group. Inc.

/s/ Donald Riesterer
---------------------------
Donald Riesterer, President