AGREEMENT


Effective Date:

         June 16, 1997


Parties:

         Sunrise Resources, Inc.                       ("Sunrise" or "Company")
         5500 Wayzata Blvd., Suite 725
         Golden Valley, Minnesota  55416

         Peter J. King                                                 ("King")
         The King Management Corporation
         950 Piper Jaffray Plaza
         444 Cedar Street
         St. Paul, MN  55101-2129

         The King Management Corporation                    ("King Management")
         950 Piper Jaffray Plaza
         444 Cedar Street
         St. Paul, MN  55101-2129

Recitals:

     A. Sunrise is a public company engaged primarily in the business of leasing
computer equipment;

     B. King has unique experience, skill and expertise in the leasing business,
especially  in  the   development  of  vendor  leasing   programs  and  business
strategies; and

     C.  Sunrise's  1997 annual  report on Form 10-K report  identified  certain
liquidity  problems  which,  if they  materialize,  would  place the  Company in
default of its loan agreements and severely affect it ability to borrow funds to
support its vendor programs which, in turn,  would jeopardize its vendor program
business.

     D. Sunrise is desirous of appointing  King as its Chairman of the Board and
an officer/employee of the Company and having King provide certain services, and
King is desirous of serving as the Company's Chairman of the Board and providing
such services to Sunrise,  subject to the terms and conditions set forth herein.
In  addition,  the  parties  have asked  that King  Management  provide  certain
services  to Sunrise  and  participate  with  Sunrise  in its  vendor  programs.
<PAGE>

Agreement:

     In consideration of the mutual covenants  contained  herein,  and for other
good and valuable consideration,  the receipt and sufficiency of which is hereby
acknowledged, the parties agree as follows:

     1.  Chairmanship.  On the assumption  that the terms and conditions of this
Agreement  are  acceptable  to King and the  Agreement  has been  signed  by the
parties  hereto,  the  Board  of  Directors  will  appoint  King to serve as the
Company's Chairman of the Board and to serve on certain Board committees. King's
duties as Chairman will include,  but not be limited to,  determining the agenda
for meetings of  directors,  interfacing  with the Chief  Executive  Officer and
generally  ensuring  that the directors are  well-informed,  board  meetings are
productive  and  well  run and the  Company  and the  Company's  management  are
adhering to policies  set by the Board.  King will be an officer and employee of
the Company,  and in that capacity will provide additional services described in
Section 2 below and he will cause his affiliate, King Management, to perform the
services described in Section 3 below.

     2. Officer and Employee.

          a.   Services. King shall assist Sunrise as follows:

               (1)  analyze its current business and business opportunities;

               (2)  assist the development and implementation of fiscal 1998 and
                    1999 plans;

               (3)  analyze personnel needs;

               (4)  work with Errol Carlstrom on current and prospective  vendor
                    relationships;

               (5)  monitor problem leases and loans;

               (6)  assess desirability of continuing non-vendor side of leasing
                    business;

               (7)  work with  management  on  financing  requirements  and bank
                    relationships; and,

               (8)  as may be otherwise directed by the Board of Directors.

               In performing  such  services,  King will be  responsible  to and
               report to Sunrise's Board of Directors.

               b.   Term. Subject to the termination  provisions of Section 9 of
                    this Agreement, King's service as an employee shall commence
                    as of June 16,  1997,  and shall  continue  through June 30,
                    1999. The  continuation of the employment of King after June
                    30, 1999, is subject to the mutual written agreement of both
                    parties.  If  either  party  should  desire  to  renew  this
                    relationship,  such party shall give the other party written
                    notice of such desire at least thirty (30) days prior to the
                    end of the term of this  Agreement.  The termination of this
                    Agreement  will not affect  King's  service as a Director of
                    the Company or his position as a Chairman of the Board. King
                    will  continue in his  position as a director of the Company
                    until his successor has been elected by the  shareholders of
                    the  Company,  and he  will  serve  as its  Chairman  at the
                    discretion of the Directors of the Company.
<PAGE>

               c.   Time. There is no specific time commitment  required of King
                    in  the  fulfillment  of  his  duties  and  responsibilities
                    hereunder.

               d.   Company  Policies.  King  shall  abide  by all  policies  of
                    Sunrise as such policies may be amended from time to time by
                    Sunrise.

     3. The King Management  Corporation.  King Management  and/or King will, in
addition to the services  described in Section 2a above,  provide the  following
during the period beginning on July 1, 1997 and ending on June 30, 1997 or until
such earlier time as the Board determines such financing commitment is no longer
necessary:

               a.   sufficient  subordinated  debt to  Sunrise  to cover its net
                    worth financial covenant deficiency,  if necessary to obtain
                    funding for its vendor programs;

               b.   utilize the balance  sheet and  borrowing  resources of King
                    Management to provide funding for approved vendor  programs,
                    including   making   direct   loans,    providing    certain
                    subordinations and arranging financing packages by utilizing
                    King Management's balance sheet, if necessary; and

               c.   King will work  closely  with the  Company  to  enhance  the
                    Company's  future  prospects,  including but not limited to,
                    assisting  the  Company's  efforts  to  finance  its  vendor
                    business in fiscal 1998 and fiscal  1999.  Direct  financing
                    provided to Sunrise will be at terms at least as  attractive
                    as the financing  provided by the Dougherty Dawkins program,
                    or any  other  financing  vehicle  utilized  by  Sunrise  in
                    accordance with the vendor program being financed.

     4. Cash  Compensation.  For his  services as a director and employee of the
Company, King will receive the sum of $10,000 per month which will be subject to
withholding  and all other payroll  taxes.  This payment shall have no affect on
any other  obligation  of the  Company to King  arising  out of the 1995  merger
between International Leasing Corporation and the Company.

     5. Stock Options. To induce King to become an employee of the Company, King
will receive two separate  non-qualified  stock option  grants.  The first stock
option grant will be for 270,753  shares of the Company's  common  stock,  at an
exercise price of $3.325 per share,  the fair market value on the date of grant.
The option term will be five years and the options will be immediately vested in
full.  Neither this option nor the option  described below will be granted under
an existing  stock option  plan.  The option will be evidenced by a stock option
agreement in the form of the agreement attached hereto as Exhibit B.
<PAGE>

     The second option grant will be for 270,753 shares of the Company's  common
stock,  at an exercise price of $3.375 per share.  The option term will be fully
vested after four years,  assuming that King  continues to be an employee of the
Company as of the  vesting  date.  The right to  exercise  the  options  will be
accelerated  to two years if there  has been no  interruption  of the  Company's
ability to obtain  funding for its vendor  programs  through King  Management or
through  conventional  funding  sources,  or prior to two years if the financial
affairs of Sunrise  improve to a point where the Board of  Directors  determines
that the King and King  Management  commitments are no longer  required.  If the
conditions for  acceleration are met, the options will be exercisable by King or
his representative  even if King is no longer living or has voluntarily  retired
from the Company  with the approval of the  Company's  Board of  Directors.  The
stock option will be  evidenced  by a stock option  agreement in the form of the
agreement attached hereto as Exhibit C.

     6. Vendor Program  Sharing.  For two year period,  King  Management will be
allocated a specific  percentage of the vendor  transactions  consummated during
the term of this  Agreement as follows:  25% of the Sun 1% H.P. type program and
of other  similar high risk leasing  programs and risk pools as described in the
attached  Exhibit  A and 15% of  leases  from all other  vendor  programs.  King
Management  agrees to purchase  equipment and take  assignments  on vendor lease
transactions up to but not over the agreed  percentage levels described above on
a  non-discriminatory  basis and subject to the terms and  conditions of any and
all agreements with the particular vendor, as amended from time to time. Sunrise
will consummate all lease  transactions and make the appropriate  assignments to
King  Management.  King  Management  will  pay for the  equipment  it  purchases
according to the terms and  conditions of the  applicable  vendor program and be
responsible for the  administration of it own lease. The parties agree to review
the additional  costs of operating the vendor  business on a shared basis and to
arrive at a fair rate of  compensation  if the  parties  agree that  Sunrise has
assumed  more of the  overhead  burden  than is  appropriate  after  taking into
consideration other services which may be provided by King and King Management.

     7. Non Solicitation. During the term of this Agreement and any extension of
this  Agreement,  neither  King  Management  nor King will,  without the express
written  consent of the Company,  conduct any  equipment  leasing  business with
current vendor  customers of the Company in the United States or other areas the
parties may agree upon or with customers  which the Company is soliciting or has
expressed an interest in soliciting,  except as  contemplated by this Agreement.
Neither  King  Management  nor King will contact such  customers  directly  with
respect to vendor  program  business  pursuant  to this  Agreement  without  the
consent of the Company. Apart from this Agreement, King understands that as long
as he serves as a director of the Company, he has a duty of loyalty to it, which
prevents him from using his  position as a director of Sunrise to make  personal
profit or gain.
<PAGE>

     During the term of this Agreement and any extension  thereof,  neither King
Management  nor King will  directly  or  indirectly,  solicit  any of  Sunrise's
present or future  employees  for the purpose of hiring them or inducing them to
leave their employment with Sunrise; or solicit,  attempt to solicit,  interfere
or attempt to  interfere  with  Sunrise's  relationship  with its  customers  or
potential customers.

     Notwithstanding  the foregoing,  this Agreement is not intended to prohibit
and does not prohibit  either King  Management or king from engaging in any form
of leasing  business or any other  business.  The intent of this Agreement is to
ensure that the parties  understand that while King Management will  participate
in the Company's vendor leasing  transactions  during the term of this Agreement
and any extension  thereof,  the vendor customers with whom the transactions are
negotiated (as they relate to vendor  programs) are the customers of Sunrise and
not King  Management  or King.  The Company  understands,  however,  that King's
relationships  with the several  Sunrise  vendors  precedes  that of Sunrise and
nothing in this Agreement shall prevent King from  maintaining  and/or expanding
those relationships so long as the terms of this Agreement are carried out.

     8.  Nondisclosure of Confidential  Information -- King Management and King.
King  Management  and King agree not to directly or  indirectly  use or disclose
confidential  information  for the  benefit of anyone  other  than the  Company,
except as permitted by the Software  License  Agreement dated February 13, 1995,
between the Company and King  Holding  Corporation.  "Confidential  Information"
means the information or compilation of information  regarding Sunrise that King
or King Management learns or has learned or develops or has developed during the
course of his  employment or as a director of the Company that derives  economic
value from not being generally  known, or readily  ascertainable by proper means
by other persons who can obtain economic value from its disclosure or use.

     9.  Nondisclosure of Confidential  Information and Solicitation -- Sunrise.
King Management  markets and has under  development  certain  software and asset
management  programs that are not  equipment  leasing  programs.  Because of the
proximity and  commonality  of certain  customers and potential  customers  that
Sunrise does not currently  sell to,  Sunrise  agrees to keep  confidential  any
information it becomes aware of relative to King  Management's  businesses,  and
agrees not to solicit or compete with King in the businesses that King offers or
interfere with its business relationships.

     10.  Termination.  This Agreement may be terminated  pursuant to any of the
following provisions:

          a.   Mutual Agreement.  By mutual written  agreement  executed by both
               parties.

          b.   Default. By either party,  effective immediately upon delivery of
               written  notice to the other party,  if the other party  breaches
               any of its  obligations  under this  Agreement;  provided that if
               such breach is curable,  such notice shall not be effective until
               the  breaching  party  fails to  correct  such  breach or default
               within a period  of  thirty  (30)  days  after  delivery  of such
               written  notice.  If such breach is not  curable,  the  Agreement
               shall  terminate  immediately  upon  delivery  of such  notice of
               breach.
<PAGE>

          c.   Death or  Disability.  By the  Company  upon  the  death or total
               disability of King. A termination  of this Agreement will not, in
               and of itself,  affect the  options  granted to King  hereunder -
               King's  options  rights will be determined  by applicable  option
               agreements - nor will it affect the sharing right so long as King
               and/or King Management fulfills the financing obligations of this
               Agreement.


     11. General Provisions.

          a.   Severability and Interpretation. In the event that a provision of
               this Agreement is held invalid,  the remaining  provisions  shall
               nonetheless be enforced in accordance with their terms.  Further,
               in the  event  that  any  provision  is held to be  overbroad  as
               written,  such  provision  shall be deemed  amended to narrow its
               application  to  the  extent  necessary  to  make  the  provision
               enforceable  according to applicable law and shall be enforced as
               amended.

          b.   Notices.  Any notice required or permitted to be given under this
               Agreement shall be deemed effective when received if delivered by
               hand,  telecopy,  telex  or  telegram  or three  (3)  days  after
               depositing if placed in the U.S. mails for delivery by registered
               or certified mail, return receipt requested,  postage prepaid and
               addressed  to the  appropriate  party at the address set forth on
               the first page of this Agreement.  Such address may be changed by
               giving  written  notice  to the  other  party  of such  different
               address pursuant to the provisions of this section.

          c.   Nonassignment.  Neither King nor King  Management  shall  assign,
               transfer or sell all or any part of his/its rights or obligations
               hereunder  without the prior  consent of Sunrise,  which  consent
               shall not be unreasonably withheld.  However, the options granted
               in Section 5 hereof may be exercised by his representative in the
               event of his death or disability if the terms of the  controlling
               option  agreements are met. This Agreement  shall be binding upon
               and inure to the benefit of any  successor or assignee of Sunrise
               and of any  permitted  successors  and  assigns  of  King or King
               Management as provided above.

          d.   Controlling Law. This Agreement shall be deemed to have been made
               in the State of Minnesota  and shall be governed by and construed
               in accordance with the laws of the State of Minnesota.
<PAGE>

          e.   Entire  Agreement.  This  Agreement,  together  with the exhibits
               hereto,  constitutes the entire Agreement between the parties and
               supersedes any and all prior and contemporaneous  oral or written
               understandings between the parties relating to the subject matter
               hereof, except the Consulting and Noncompetition  Agreement dated
               February  13,  1995  between  Sunrise  and King will  continue in
               effect.

     The parties have executed this Agreement in the manner  appropriate to each
to be effective the day and year entered on the first page hereof.

                                     SUNRISE RESOURCES, INC.


                                     By:  /s/ Errol Carlstrom
                                         Its: CEO

                                     THE KING MANAGEMENT CORPORATION


                                     By:  /s/ Jeffrey G. Jacobsen
                                         Its: President


                                          /s/ Peter J. King
                                          Peter J. King


<PAGE>

                                                                    EXHIBIT A


                     DESCRIPTION OF SUN 1% H.P. PROGRAM AND
                    HIGH RISK LEASING PROGRAMS AND RISK POOLS


1.   The H.P. 1% type program is a vendor program primarily based on substantial
     equipment discounts in order to subsidize a rate factor for the end-users.

2.   High risk vendor  programs are  primarily 6 and 12 months  leases where the
     Company must assume a substantial  residual  position or other  longer-term
     programs  where  residual  risks are  substantially  greater than its usual
     level and/or where the renewals beyond the initial term is severely limited
     due to the nature of the program. (This excludes the Sun Demo program which
     is an established proven program.)

3.   Risk pools involve  substantial risks in part because the vendor is willing
     to provide only limited recourse to Sunrise.