AGREEMENT

         I, William B. King, in consideration of the severance  package outlined
in the letter  from Errol F.  Carlstrom  to me dated  October 9, 1996 (a copy of
which is attached hereto), do hereby agree as follows:

1.       I agree that for the one-year  period from April 1, 1997 through  March
         31,  1998,  I will not,  on  behalf  of  myself or any other  person or
         entity,  directly  or  indirectly,  solicit any  Company  employees  or
         attempt to divert or  interfere  with the  development  of any  Company
         business by soliciting,  contacting or  communicating  with any person,
         firm or  organization  to which the Company  provided  or is  currently
         providing or solicitating  vendor leasing services,  for the purpose of
         providing competing vendor leasing services.

2.       I acknowledge  that the restrictions set forth in Paragraph 1 have been
         carefully considered and negotiated between Sunrise Resources, Inc. and
         myself.  I further  acknowledge  and  agree  that the  restrictions  in
         Paragraph 1 are reasonable and will not unduly  restrict me in securing
         other employment.

3.       I  understand  and agree  that,  should I  violate  the  provisions  of
         Paragraph 1, Sunrise Resources,  Inc. shall be entitled, in addition to
         any other right and remedy it may have at law or equity,  to injunctive
         relief  without the posting of any bond or other  security,  and to its
         reasonable  attorneys'  fees and costs  incurred in bringing any action
         against me or otherwise enforcing the terms of Paragraph 1.

4.       I agree that on or before  March 31,  1997,  I will  execute a separate
         written "Release of Claims" which Sunrise Resources,  Inc. will provide
         me and which will provide in substantial part as follows:

         a.       Release of Claims. In further  consideration for the severance
                  package  outlined in the letter from Errol F.  Carlstrom to me
                  dated  October  9,  1996,  I, for myself and anyone who has or
                  obtains  legal rights or claims  through me,  hereby  release,
                  agree not to sue,  and forever  discharge  Sunrise  Resources,
                  Inc., its subsidiaries,  successors and assigns, insurers, and
                  affiliated and  predecessor  companies,  their  successors and
                  assigns,  their  insurers,  and the present and former owners,
                  officers, directors, employees, shareholders, consultants, and
                  agents of any of them, whether in their individual or official
                  capacities,   and  the   current   and  former   trustees   or
                  administrators of any pension or other benefit plan applicable
                  to the  employees or former  employees  of Sunrise  Resources,
                  Inc., in their  official and individual  capacities,  from all
                  claims and demands  whatsoever,  whether known or unknown,  in
                  law or equity,  I ever had, now have,  or shall have up to and
                  through  the  date  of my  signing  this  Release  of  Claims,
                  including,  but not limited to, any claims arising by statute,
                  in tort or contract,  arising out of or in connection  with my
                  employment by Sunrise Resources, Inc., the termination of that
                  employment,  or  otherwise.  This  release  includes,  without
                  

                                      - 1 -

<PAGE>



                  limiting the generality of the foregoing, any claims I have or
                  may have for wages,  commissions,  penalties,  vacation pay or
                  other benefit,  defamation,  or improper  discharge  (based on
                  contract,  at common law or under any federal,  state or local
                  statute or ordinance prohibiting discrimination in employment,
                  particularly  discrimination  based  on  race,  sex,  national
                  origin,   age,  color,   creed,   religion,   marital  status,
                  disability,  or sexual orientation,  including but not limited
                  to the Minnesota  Human Rights Act, Minn.  Stat. ss. 363.01 et
                  seq., Title VII of the Civil Rights Act of 1964 as amended, 42
                  U.S.C.  ss.  2000e  et  seq.,  and the Age  Discrimination  in
                  Employment Act, 29 U.S.C. ss. 621 et seq.), or attorney's fees
                  or costs.

         b.       Notification  of Rights.  I am hereby  notified of my right to
                  rescind the  Release of Claims  with regard to claims  arising
                  under the  Minnesota  Human  Rights  Act,  Minnesota  Statutes
                  Chapter  363,  within  15 days  after I sign this  Release  of
                  Claims.  In order to be effective,  the rescission  must be in
                  writing  and   delivered  to  Errol  F.   Carlstrom,   Sunrise
                  Resources, Inc., 5500 Wayzata Blvd., Suite 725, Golden Valley,
                  MN  55416,  by  hand  or  mail.  If  delivered  by  mail,  the
                  rescission  must be  postmarked  within the  required  period,
                  properly  addressed to Errol F.  Carlstrom as set forth above,
                  and sent by certified mail, return receipt requested.

         c.       I have read the above Release of Claims and understand it as a
                  full and  final  release  of all  claims  I may  have  against
                  Sunrise Resources, Inc. and the other entities and individuals
                  covered by this Release of Claims.  I agree that I have had an
                  opportunity  to  consult  with  an  attorney  and  that I have
                  entered into this Release of Claims knowingly and voluntarily.

5.       The  occurrence  of a rescission  of the merger as described in Sunrise
         Resources,  Inc.  public  filings  with  the  Securities  and  Exchange
         Commission, or any filing of bankruptcy made by Sunrise Resources, Inc.
         shall render Paragraph 1 of this agreement null and void.

6.       On or before  March 31,  1997,  the  Company  will  execute a  separate
         written  release  which the Company and the same parties  covered by my
         Release of Claims as set forth in Section 4 above will provide me which
         forever discharges all claims against me, known or unknown, arising out
         of my employment with the Company.



November 14, 1996                                    /s/ William B. King
Date                                                 William B. King




                                      - 2 -

<PAGE>



SUNRISE RESOURCES, INC.
5500 Wayzata Blvd., Suite 725
Golden Valley, MN 55416


October 9, 1996


Mr. Bill King
Senior Vice President
Sunrise Resources, Inc.
5500 Wayzata Blvd. Suite 725
Golden Valley, MN  55416

Dear Bill:

         I am in receipt of your memorandum  dated October 7, 1996 pertaining to
your  employment  continuation.  As I  indicated  during our  meeting on Friday,
October 7th, a release  agreement  must come from Tom King's  office.  As Tom is
traveling  this week, I will make sure the agreement is in your hands by the end
of next week. However, I have agreed to the following severance package:

         (1)      You will  continue on the Sunrise  payroll  through  March 31,
                  1996 at your present salary with full benefits.

         (2)      You will be eligible for a bonus up to 40% of your base salary
                  ($126,000).  For you to realize the maximum bonus, the company
                  must realize its annual  income  before tax budget,  including
                  accrual   for   bonuses   ($6,710,000);   total   revenue   of
                  $46,540,000;  and  your  performance  rating  for the  first 3
                  quarters must be no less than 3.5. Through 2 quarters you have
                  a  performance  rating in  excess of 3.5,  and I have no doubt
                  your 3rd quarter will also exceed 3.5. You will not be subject
                  to a 4th quarter review.

         (3)      Any application bonus will be paid as follows:

                  60% based on income before tax budget ($6,710,000)

                  20% based on total revenue ($46,540,000)

                  20% based on  realizing a  performance  rating of no less
                           than 3.5

         (4)      You will be required to perform in your  current  capacity and
                  keep normal business hours through December 31, 1996.

         (5)      Effective January 1, 1997 through March 31, 1997, you will act
                  in the capacity of Vendor Program  Consultant to the President
                  and Chief Executive Officer.  You will be available to meet on
                  a weekly  basis and be  generally  available  by  telephone at
                  other times.


<PAGE>



         Bill, I believe the above fairly  represents my verbal  agreement  with
you. I look forward to a smooth and professional transition.


                                          Sincerely,


                                          /s/ Errol F. Carlstrom
                                         Errol F. Carlstrom
                                         President & Chief Executive Officer

cc:      Tom King, Esq.