EXHIBIT 10.1

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                              EMPLOYMENT AGREEMENT


      THIS AGREEMENT  entered into this 30th day of November,  1995  ("Effective
Date"),  by and between Nelson County Federal Savings and Loan  Association (the
"Association") and A. E. Bowling (the "Employee").

      WHEREAS,  the Employee has heretofore  been employed by the Association as
President and is experienced  in all phases of the business of the  Association;
and

      WHEREAS,  the parties  desire by this writing to set forth the  continuing
employment relationship of the Association and the Employee.

      NOW, THEREFORE, it is AGREED as follows:

      1.  Employment.  The Employee is employed in the capacity as the President
of the Association. The Employee shall render such administrative and management
services to the  Association  and NCF  Financial  Corporation  ("Parent") as are
currently  rendered and as are  customarily  performed by persons  situated in a
similar executive  capacity.  The Employee shall promote to the extent permitted
by law the business of the Association and Parent.  The Employee's  other duties
shall be such as the  Board of  Directors  for the  Association  (the  "Board of
Directors" or "Board") may from time to time reasonably direct, including normal
duties as an officer of the Association.

      2. Base  Compensation.  The Association  agrees to pay the Employee during
the term of this Agreement a salary at the rate of $80,292 per annum, payable in
cash not less  frequently than monthly;  provided,  that the rate of such salary
shall be reviewed by the Board of Directors  not less often than  annually,  and
Employee shall be entitled to receive annually an increase at such percentage or
in such an amount as the Board of Directors in its sole discretion may decide at
such time.

      3.  Discretionary  Bonus. The Employee shall be entitled to participate in
an  equitable  manner  with  all  other  senior  management   employees  of  the
Association in discretionary  bonuses that may be authorized and declared by the
Board of  Directors to its senior  management  employees  from time to time.  No
other  compensation  provided for in this Agreement shall be deemed a substitute
for the Employee's right to participate in such  discretionary  bonuses when and
as declared by the Board of Directors.



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      4. (a)  Participation  in Retirement and Medical Plans. The Employee shall
be entitled to participate in any plan of the  Association  relating to pension,
profit-sharing,   or  other   retirement   benefits  and  medical   coverage  or
reimbursement  plans  that the  Association  may  adopt for the  benefit  of its
employees.

      (b)  Employee  Benefits;  Expenses.  The  Employee  shall be  eligible  to
participate in any fringe benefits which may be or may become  applicable to the
Association's senior management employees,  including by example,  participation
in any stock  option or  incentive  plans  adopted by the Board of  Directors of
Association or Parent, club memberships,  a reasonable expense account,  and any
other benefits which are commensurate with the responsibilities and functions to
be  performed  by the  Employee  under this  Agreement.  The  Association  shall
reimburse  Employee for all  reasonable  out-of-pocket  expenses  which Employee
shall incur in connection with his service for the Association.

      5. Term. The term of employment of Employee under this Agreement  shall be
for the period  commencing  on the  Effective  Date and ending  thirty-six  (36)
months  thereafter.  Additionally,  on each  annual  anniversary  date  from the
Effective  Date, the term of employment  under this Agreement  shall be extended
for an additional one year period beyond the then effective expiration date upon
a determination and resolution of the Board of Directors that the performance of
the Employee has met the  requirements  and standards of the Board, and that the
term of such Agreement shall be extended.

      6.    Loyalty; Noncompetition.
            -----------------------

      (a)  The  Employee  shall  devote  his  full  time  and  attention  to the
performance  of  his  employment  under  this  Agreement.  During  the  term  of
Employee's employment under this Agreement, the Employee shall not engage in any
business  or activity  contrary  to the  business  affairs or  interests  of the
Association or Parent.

      (b) Nothing  contained  in this  Paragraph 6 shall be deemed to prevent or
limit the right of Employee to invest in the capital  stock or other  securities
of any business dissimilar from that of the Association or Parent, or, solely as
a passive or minority investor, in any business.

      7.  Standards.  The Employee shall perform his duties under this Agreement
in  accordance  with  such  reasonable  standards  expected  of  employees  with
comparable positions in comparable  organizations and as may be established from
time to time by the Board of Directors.

                                        2

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      8.  Vacation  and Sick  Leave.  At such  reasonable  times as the Board of
Directors  shall in its  discretion  permit,  the  Employee  shall be  entitled,
without loss of pay, to absent himself  voluntarily  from the performance of his
employment  under this Agreement,  with all such voluntary  absences to count as
vacation time; provided that:

      (a) The Employee shall be entitled to annual  vacation leave in accordance
with the policies as are periodically  established by the Board of Directors for
senior management employees of the Association.

      (b)  The  Employee  shall  not  be  entitled  to  receive  any  additional
compensation  from the  Association  on account of his failure to take  vacation
leave and Employee shall not be entitled to accumulate  unused vacation from one
fiscal year to the next,  except in either case to the extent  authorized by the
Board of Directors for senior management employees of the Association.

      (c) In addition to the aforesaid  paid  vacations,  the Employee  shall be
entitled without loss of pay, to absent himself voluntarily from the performance
of his employment with the  Association for such additional  periods of time and
for  such  valid  and  legitimate  reasons  as the  Board  of  Directors  in its
discretion may determine.  Further,  the Board of Directors shall be entitled to
grant to the  Employee a leave or leaves of absence  with or without pay at such
time or times and upon such terms and  conditions  as the Board of  Directors in
its discretion may determine.

      (d) In addition,  the  Employee  shall be entitled to an annual sick leave
benefit as established by the Board of Directors for senior management employees
of the Association. In the event that any sick leave benefit shall not have been
used during any year,  such leave shall accrue to  subsequent  years only to the
extent authorized by the Board of Directors for employees of the Association.

      9.    Termination and Termination Pay.
            -------------------------------

      The Employee's  employment  under this Agreement  shall be terminated upon
any of the following occurrences:

      (a) The death of the Employee during the term of this Agreement,  in which
event the Employee's  estate shall be entitled to receive the  compensation  due
the  Employee  through the last day of the  calendar  month in which  Employee's
death shall have occurred.



                                        3

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      (b) The Board of Directors may terminate the Employee's  employment at any
time, but any termination by the Board of Directors  other than  termination for
Just Cause,  shall not prejudice the Employee's  right to  compensation or other
benefits  under the  Agreement.  The  Employee  shall  have no right to  receive
compensation or other benefits for any period after  termination for Just Cause.
Termination for "Just Cause" shall include termination because of the Employee's
personal dishonesty,  incompetence, willful misconduct, breach of fiduciary duty
involving personal profit, intentional failure to perform stated duties, willful
violation  of any law,  rule or  regulation  (other than traffic  violations  or
similar  offenses) or final  cease-and-desist  order,  or material breach of any
provision of the Agreement.

      (c) Except in the event that payments are made to the Employee as provided
pursuant to Section 12 herein,  in the event  Employee's  employment  under this
Agreement  is  terminated  by the Board of  Directors  without  Just Cause,  the
Association  shall be  obligated  to  continue  to pay the  Employee  the salary
provided pursuant to Section 2 herein, up to the date of termination of the term
(including  any  renewal  term)  of  this  Agreement  and the  cost of  Employee
obtaining all health,  life,  disability,  and other benefits which the Employee
would be eligible  to  participate  in through  such date based upon the benefit
levels  substantially  equal to those  being  provided  Employee  at the date of
termination of employment.

      (d)  If  the  Employee  is  removed  and/or  permanently  prohibited  from
participating  in the conduct of the  Association's  affairs by an order  issued
under Sections 8(e)(4) or 8(g)(1) of the Federal Deposit  Insurance Act ("FDIA")
(12 U.S.C. 1818(e)(4) and (g)(1)), all obligations of the Association under this
Agreement shall terminate, as of the effective date of the order, but the vested
rights of the parties shall not be affected.

      (e) If the  Association  is in default (as  defined in Section  3(x)(1) of
FDIA) all  obligations  under this Agreement  shall  terminate as of the date of
default,  but  this  paragraph  shall  not  affect  any  vested  rights  of  the
contracting parties.

      (f) All obligations  under this Agreement  shall be terminated,  except to
the extent  determined that  continuation of this Agreement is necessary for the
continued  operation  of the  Association:  (i) by the Director of the Office of
Thrift Supervision ("Director of OTS"), or his or her designee, at the time that
the Federal  Deposit  Insurance  Corporation  ("FDIC") or the  Resolution  Trust
Corporation  enters into an agreement to provide  assistance  to or on behalf of
the Association under the authority  contained in Section 13(c) of FDIA; or (ii)
by the  Director  of the  OTS,  or his or her  designee,  at the  time  that the
Director of the OTS, or his or her  designee  approves a  supervisory  merger to
resolve problems related to operation of the Association or when the Association
is  determined  by  the  Director  of  the  OTS to be in an  unsafe  or  unsound
condition.

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Any  rights of the  parties  that have  already  vested,  however,  shall not be
affected by such action.

      (g) The  voluntary  termination  by the  Employee  during the term of this
Agreement  with the delivery of no less than 60 days written notice to the Board
of Directors,  other than pursuant to Section 12(b),  in which case the Employee
shall be entitled  to receive  only the  compensation,  vested  rights,  and all
employee benefits up to the date of such termination.

      (h) Notwithstanding  anything herein to the contrary, any payments made to
the Employee  pursuant to the Agreement,  or otherwise,  shall be subject to and
conditioned   upon  compliance  with  12  USC  ss.1828(k)  and  any  regulations
promulgated thereunder.

      10.  Suspension  of  Employment  . If the  Employee  is  suspended  and/or
temporarily  prohibited from  participating in the conduct of the  Association's
affairs  by a notice  served  under  Section  8(e)(3)  or (g)(1) of the FDIA (12
U.S.C. 1818(e)(3) and (g)(1)), the Association's obligations under the Agreement
shall be  suspended  as of the date of  service,  unless  stayed by  appropriate
proceedings.  If the charges in the notice are dismissed, the Association may in
its discretion,  (i) pay the Employee all or part of the  compensation  withheld
while its contract obligations were suspended and (ii) reinstate (in whole or in
part) any of its obligations which were suspended.

      11. Disability.  If the Employee shall become disabled or incapacitated to
the extent  that he is unable to  perform  his  duties  hereunder,  by reason of
medically determinable physical or mental impairment,  as determined by a doctor
engaged by the Board of  Directors,  Employee  shall  nevertheless  continue  to
receive the compensation and benefits provided under the terms of this Agreement
as follows:  100% of such  compensation  and benefits for a period of 12 months,
but not exceeding the remaining  term of the  Agreement,  and 60% thereafter for
the remainder of the term of the Agreement.  Such benefits noted herein shall be
reduced by any benefits  otherwise  provided to the Employee  during such period
under the provisions of disability  insurance coverage in effect for Association
employees.  Thereafter,  Employee shall be eligible to receive benefits provided
by the  Association  under the  provisions of disability  insurance  coverage in
effect for Association employees. Upon returning to active full-time employment,
the  Employee's  full  compensation  as set  forth  in this  Agreement  shall be
reinstated as of the date of commencement of such activities.  In the event that
the Employee returns to active  employment on other than a full-time basis, then
his  compensation  (as set  forth in  Paragraph  2 of this  Agreement)  shall be
reduced  in  proportion  to the  time  spent  in said  employment,  or as  shall
otherwise be agreed to by the parties.



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      12.   Change in Control.
            -----------------

      (a) Notwithstanding any provision herein to the contrary,  in the event of
the  involuntary  termination of Employee's  employment  during the term of this
Agreement  following  any  change in control of the  Association  or Parent,  or
within  twelve months  thereafter of such change in control,  absent Just Cause,
Employee  shall  be paid an  amount  equal  to the  product  of 2.99  times  the
Employee's  "base  amount"  as defined in  Section  280G(b)(3)  of the  Internal
Revenue  Code of 1986,  as amended  (the  "Code")  and  regulations  promulgated
thereunder. Said sum shall be paid, at the option of Employee, either in one (1)
lump sum within thirty (30) days of such  termination  discounted to the present
value of such payment  using as the discount  rate the "prime rate" as published
in the Wall Street Journal  Eastern  Edition as of the date of such payment less
150  basis  points,  or in  periodic  payments  over the next 36  months  or the
remaining term of this Agreement whichever is less, as if Employee's  employment
had not been terminated,  and such payments shall be in lieu of any other future
payments which the Employee would be otherwise entitled to receive under Section
9 of this Agreement.  Notwithstanding  the forgoing,  all sums payable hereunder
shall be reduced in such manner and to such extent so that no such payments made
hereunder when  aggregated with all other payments to be made to the Employee by
the Association or the Parent shall be deemed an "excess  parachute  payment" in
accordance  with  Section  280G of the Code and be  subject  to the  excise  tax
provided at Section  4999(a) of the Code. The term "control"  shall refer to the
ownership,  holding  or  power  to  vote  more  than  25%  of  the  Parent's  or
Association's  voting  stock,  the control of the  election of a majority of the
Parent's or Association's  directors, or the exercise of a controlling influence
over the management or policies of the Parent or Association by any person or by
persons  acting as a group within the meaning of Section 13(d) of the Securities
Exchange  Act of 1934.  The term  "person"  means an  individual  other than the
Employee,  or a corporation,  partnership,  trust,  association,  joint venture,
pool, syndicate, sole proprietorship,  unincorporated  organization or any other
form of entity not specifically listed herein.

      (b) Notwithstanding any other provision of this Agreement to the contrary,
Employee  may  voluntarily  terminate  his  employment  during  the term of this
Agreement  following a change in control of the Association or Parent, or within
twelve months thereafter of such change in control, and Employee shall thereupon
be entitled to receive the payment described in Section 12(a) of this Agreement,
upon the  occurrence,  or  within  ninety  (90) days  thereafter,  of any of the
following events, which have not been consented to in advance by the Employee in
writing:  (i) if Employee  would be required to move his  personal  residence or
perform his principal  executive functions more than thirty-five (35) miles from
the Employee's  primary office as of the signing of this Agreement;  (ii) if the
Association or Parent should fail to maintain  Employee's  base  compensation in
effect as of the date of the Change in Control

                                      6

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and the existing  employee  benefits plans,  including  material fringe benefit,
stock option and retirement  plans,  except to the extent that such reduction in
benefit programs is part of an overall  adjustment in benefits for all employees
of the Association or Parent and does not  disproportionately  adversely  impact
the Employee;  (iii) if Employee would be assigned  duties and  responsibilities
other than those normally  associated with his position as referenced at Section
1, herein,  for a period of more than six months;  (iv) if Employee would not be
elected or reelected to the Board of  Directors  of the  Association;  or (v) if
Employee's  responsibilities  or  authority  have  in any  way  been  materially
diminished or reduced for a period of more than six months.

      13.   Successors and Assigns.
            ----------------------

      (a) This  Agreement  shall inure to the benefit of and be binding upon any
corporate or other  successor of the  Association or Parent which shall acquire,
directly or indirectly, by merger, consolidation,  purchase or otherwise, all or
substantially all of the assets or stock of the Association or Parent.

      (b) Since the  Association  is  contracting  for the unique  and  personal
skills of the  Employee,  the  Employee  shall be  precluded  from  assigning or
delegating his rights or duties  hereunder  without first  obtaining the written
consent of the Association.

      14.  Amendments.  No  amendments or additions to this  Agreement  shall be
binding  upon the  parties  hereto  unless  made in  writing  and signed by both
parties, except as herein otherwise specifically provided.

      15.  Applicable  Law.  This  agreement  shall be governed in all  respects
whether as to validity, construction, capacity, performance or otherwise, by the
laws of the State of  Kentucky,  the extent that  Federal law shall be deemed to
apply.

      16.  Severability.  The  provisions  of this  Agreement  shall  be  deemed
severable and the  invalidity  or  unenforceability  of any provision  shall not
affect the validity or enforceability of the other provisions hereof.

      17.  Arbitration.  Any  controversy or claim arising out of or relating to
this  Agreement,  or the breach  thereof,  shall be settled  by  arbitration  in
accordance  with the rules then in effect of the district office of the American
Arbitration  Association  ("AAA") nearest to the home office of the Association,
and  judgment  upon the  award  rendered  may be  entered  in any  court  having
jurisdiction thereof,  except to the extend that the parties may otherwise reach
a mutual  settlement  of such  issue.  The  party  initiating  the  request  for
arbitration shall incur the cost of all fees and expenses associated with filing
a request for  arbitration  with the AAA and the costs and  administrative  fees
associated  with employing the arbitrator  and related  administrative  expenses
assessed by the

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AAA.  The  Association  shall  reimburse  Employee  for all costs and  expenses,
including reasonable attorneys' fees, arising from such dispute,  proceedings or
actions,  following  the delivery of the decision of the  arbitrator  finding in
favor of the Employee or in accordance  with a mutual  settlement of the matter.
Such settlement to be approved by the Board of the Association or the Parent may
include a provision for the  reimbursement  by the  Association or Parent to the
Employee  for all costs and  expenses,  including  reasonable  attorneys'  fees,
arising  from  such  dispute,  proceedings  or  actions,  or  the  Board  of the
Association  or the Parent may authorize  such  reimbursement  of such costs and
expenses  by  separate  action upon a written  action and  determination  of the
Board.  Such  reimbursement  shall  be paid  within  ten (10)  days of  Employee
furnishing  to the  Association  or Parent  evidence,  which may be in the form,
among other  things,  of a canceled  check or receipt,  of any costs or expenses
incurred by Employee.

      18. Entire  Agreement.  This Agreement  together with any understanding or
modifications  thereof as agreed to in writing by the parties,  shall constitute
the entire agreement between the parties hereto.



                                        8

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                       AMENDMENT TO EMPLOYMENT AGREEMENT

      WHEREAS,   Nelson  County  Federal  Savings  and  Loan   Association  (the
"Association")  and A.E.  Bowling (the  "Employee")  previously  entered into an
Employment Agreement (the "Agreement") dated November 30, 1995, and

      WHEREAS,  Section 14 of this  Agreement  provides that  amendments to this
Agreement may be made in writing and signed by both parties,

      NOW  THEREFORE,  BE IT RESOLVED that this Agreement be amended by adoption
and execution of this Amendment to the Agreement as follows.

      Revision  to Section 5 of the  Agreement  by  inclusion  of the  following
      phrase at the end of Section 5 as follows:

      "Notwithstanding  anything herein to the contrary,  the expiration date of
      the term of this Agreement shall be as of December 16, 1999, except as may
      be extend  beyond that date by future  action of the Board within its sole
      discretion in accordance with this Agreement."

      As  Secretary to the  Association,  I hereby  certify  that the  foregoing
Amendment  was adopted and ratified by a majority vote of a meeting of the Board
of  Directors  of the  Association,  held on August  28,  1997,  a quorum  being
present.


                                         /s/ Patricia H. Thomas
                                         -----------------------------
                                         Patricia H. Thomas, Secretary

SEAL

      IN WITNESS  WHEREOF,  the parties to the Agreement dated November 30, 1995
do hereby  execute this  Amendment to the  Agreement on this 28th day of August,
1997.


                                          NCF Bank & Trust Company


                                          By:   /s/ A. E. Bowling
                                                ------------------------------
                                                A.E. Bowling, President


                                                /s/ A. E. Bowling
                                                ------------------------------
                                                A.E. Bowling, Employee

ATTEST:


/s/ Patricia H. Thomas
-----------------------------
Patricia H. Thomas, Secretary

SEAL