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                                                                    Exhibit 10.8


                              EMPLOYMENT AGREEMENT

         THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into
this 9th day of March, 1999, by and between PDS FINANCIAL CORPORATION a
Minnesota Corporation, ("Employer"), and Joe S. Rolston, IV ("Employee"), and
shall become effective on the 29th day of March, 1999.

                                   WITNESSETH:

         WHEREAS, Employer is in the business of providing equipment financing
and related financial advisory services to gaming and gaming related businesses
throughout the United States and Internationally, and reconditioning and buying
and selling used slot machines; and

         WHEREAS, Employer desires to secure the benefits of Employee's
continued services as well as the benefits of Employee's background, knowledge,
experience, ability, and expertise to promote and maintain Employer's growth,
viability and profitability; and

         WHEREAS, Employee is desirous of being employed by Employer in
accordance with the terms and conditions set forth herein;

         NOW, THEREFORE, in consideration of the mutual covenants and agreements
herein contained and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties do hereby agree as
follows:

I.       NATURE OF EMPLOYMENT AND DUTIES OF EMPLOYEE

         1.01     Employee is hired and shall serve as Vice President and
                  General Counsel with duties, powers and responsibilities
                  consistent with such position, as set forth on EXHIBIT 1
                  attached hereto and incorporated herein by this reference.
                  Employee shall do and perform all services, acts or things
                  necessary or advisable to manage and conduct the business of
                  Employer, as set forth in EXHIBIT 1. Employee agrees to devote
                  substantially his full energies, abilities and productive time
                  to the Employer's business and to the performance of his
                  assigned duties, to discharge those duties in a diligent and
                  professional manner, and not to engage in any other activities
                  that would materially interfere with the performance of his
                  duties under this Agreement or engage in any activity
                  competitive with or adverse to the Employer's business or
                  welfare.

                  Employer may assign Employee to another position commensurate
                  with Employee's training, skills or experience so long as the
                  position is acceptable to both parties and compensation paid
                  to Employee is equal to or greater than the compensation
                  provided in this Agreement.

II.      TERM OF EMPLOYMENT

         2.01     Employer hereby employs the Employee and Employee hereby
                  agrees to his employment with the Employer for a period of
                  three (3) years commencing as of the Date of this Agreement.


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         2.02     As used herein, the phrase "Employment Term" refers to the
                  entire period of employment, including the Initial Employment
                  Term and any extensions agreed to by the mutual consent of
                  Employer and Employee.

         2.03     Renewal of Employment Term - The Employment Term shall
                  automatically renew for consecutive additional periods of one
                  (1) year unless at least thirty (30) days prior to the
                  expiration of the Initial Employment Term or any extension
                  thereof either party shall notify the other in writing of its
                  decision to not renew the Agreement.

III.     TERMINATION

         3.01     Notwithstanding the specific provisions of Section II above,
                  the Employment Term may be terminated as set forth herein:

         3.02     Termination for Cause - Employer may terminate the Employment
                  Term at any time without notice upon the occurrence of any of
                  the following events:

                  (i)      Death of Employee; or

                  (ii)     The conviction of Employee in a court of law of any
                           offense involving money or other property or of any
                           crime that constitutes a felony, or any misdemeanor
                           involving moral turpitude; or

                  (iii)    A determination by a licensed physician of the state
                           of which Employee maintains his permanent residence
                           that Employee is mentally incompetent or chemically
                           dependent; or

                  (iv)     Employee's repeated and/or willful violation of
                           specific written directions of the Board of
                           Directors, or the President of Employee, or policies
                           set forth in Employer's Employee Handbook, or other
                           policies of the Employer; or

                  (v)      Employee's repeated and/or willful failure to perform
                           his job duties after written notice by the Employer's
                           CEO, President or Board of Directors; or

                  (vi)     A determination that any statement, representation or
                           warranty made to Employer by Employee shall be false
                           or misleading; or

                  (vii)    Employee's inability to perform a substantial portion
                           of his usual and customary duties, because of illness
                           or sickness for a total of 45 days within any period
                           of 12 consecutive months;

                  (viii)   A determination by Employer's President or Board of
                           Directors that Employee has engaged in any conduct
                           which jeopardizes Employer's federal, state,
                           sovereign, or local governing authority licensing or
                           other approvals deemed material by Employer; or


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                  (ix)     inability or failure to obtain and/or retain
                           requisite licenses, permits and authorizations
                           required by the various gaming jurisdictions of
                           individuals for the position of Executive Vice
                           President/General Counsel.

         3.03     Termination by Employee - Employee shall have the right to
                  terminate the Employment Agreement upon the insolvency or
                  bankruptcy of Employer. Employee may terminate this Agreement
                  with a thirty (30) days notice in the event that any person,
                  group of entity acquires a 50% or more equity position, proxy
                  control or management control that in fact results in a
                  material diminution or loss of Employee's authority or
                  management prerogatives. If employee terminates this Agreement
                  because of such action, Employee shall be entitled to one (1)
                  years Base Compensation in effect at the time of said action.
                  The amount shall be payable in a single payment due within 30
                  days of completion of the sale.

         3.04     Termination Without Cause - Employer shall have the right to
                  terminate the Employment Term at any time and for any reason
                  with or without cause upon Thirty (30) days written notice to
                  Employee. In the event of such termination without cause, and
                  only under these circumstances, Employer shall pay to Employee
                  a Severance Benefit equal to one (1) years Base Compensation
                  to be paid on the last day of the notice period.

         3.05     Termination by Mutual Consent - The Employment Term may be
                  terminated at any time with the mutual consent of Employer and
                  Employee, and upon mutually acceptable terms.

IV.      COMPENSATION

         4.01     Base Salary - Employee shall receive a Base Salary equal to
                  $10,416.00 per month, payable in equal installments on the
                  fifteenth and last day of each month or more often at the
                  election of Employer. Increases in the base salary for
                  subsequent years will be based on performance evaluation,
                  profitability, and according to percentages to be determined
                  by the Employer's CEO or Board of Directors.

         4.02     If PDS Financial Corporation's annual net income exceeds the
                  amount approved by the Board of Directors and President, the
                  Employer agrees to pay Employee a performance bonus of not
                  less than 10% of his annualized Base Compensation. For
                  purposes of calculating any performance bonuses referred to
                  herein, Net Income shall be determined by the unaudited
                  internal financial statements of Employer. Net Income shall be
                  the net profit after taxes but before any distribution to
                  shareholders. Performance bonuses shall be paid by Employer
                  within ten (10) business days after the preparation of
                  financial statements of Employer for the periods to which such
                  bonuses relate.


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         4.03     Employee shall receive a monthly automobile allowance of
                  $400.00 which will be added to the Base Compensation.

         4.04     Employee shall receive a signing bonus of $5,000 payable on
                  his first paycheck as a full-time employee.

         4.05     Expenses - Upon submission of proper vouchers or receipts,
                  Employer will pay or reimburse Employee for authorized travel
                  or entertainment expenses relating to Employer's customers and
                  other employees as are reasonably incurred by him in
                  accordance with Employer's entertainment expense policies and
                  in connection with the business of Employer, during the Term
                  of Employment. Upon submission of proper documentation
                  Employer will pay or reimburse Employee for the following
                  employee's fees: Nevada and Clark County Bar Association,
                  International Association of Gaming Attorneys (IAGA) and
                  Continuing Legal Education (CLE) not to exceed $3,000.00 per
                  year.

         4.05     Stock Options - Upon the date of hire Employer will grant to
                  Employee options to purchase 40,000 shares of the Employer's
                  common stock which shall vest over a Five (5) year period.
                  Employee's stock option rights will be more fully defined in a
                  separate agreement.

         4.06     Benefits - Employee will be reimbursed for the cost of
                  continuation of the employee's coverage under his current
                  medical plan until entitled to Employer's medical coverage.
                  Thereafter, employee will be entitled to all benefits as
                  outlined in the Employee Handbook which includes insurance,
                  retirement and other benefits as are generally available to
                  salaried employees of Employer, subject to any limitations on
                  such benefits to officers, directors or highly paid employees
                  in order that such benefit programs qualify under Federal or
                  State law for favored tax or other treatment. Such benefits
                  may be changed from time to time by Employer.

V.       NONDISCLOSURE OF CONFIDENTIAL INFORMATION

         During the course of his employment, Employee will have knowledge of
         Employer's process, data, techniques, computer software or hardware,
         trade secrets, clients, plans for marketing and expansion, and other
         information that is proprietary in nature with respect to Employer, its
         personnel and the conduct of Employer's business (collectively
         "Confidential Information"). During the Employment Term and following
         the termination of this employment, for whatever reason, Employee
         agrees not to disclose, divulge, make public, or use to the detriment
         of Employer, whether for the benefit of herself or others, any
         Confidential Information except as is permitted or required in the
         performance of Employee's duties for Employer or as is authorized in
         writing by Employer. Upon termination of Employee's employment, he
         shall return to Employer all Confidential Information in whatever
         format and including any and all copies. The covenants provided in this
         Section shall survive the termination of Employee's employment and this
         Agreement.


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VI.      COVENANT NOT TO COMPETE

         6.01     During the Employment Term and for a period of six (6) months
                  following the termination of the employment, for whatever
                  reason, Employee agrees not, directly or indirectly, to engage
                  in any business which is in competition with that of Employer
                  within the United States of America or Canada (including
                  federally recognized Indian reservations) (the "Territory").
                  For purposes of this provision, Employee will be deemed to
                  engage in a business by accepting employment with, rendering
                  service to, or participating as a shareholder, director,
                  officer, employee, consultant, independent contractor, sales
                  representative or serving in any capacity similar to the
                  foregoing on behalf of said business. A business shall be
                  deemed to be in competition with Employer if it's primary
                  business is leasing, financing, reconditioning or selling used
                  gaming or gambling equipment, or furniture, fixtures or
                  equipment designated for use or installation in gambling
                  facilities, and/or it engages in origination or securitization
                  of leases involving gaming equipment and/or gaming related
                  equipment.

         6.02     During the Employment Term and for a period of six (6) months
                  following the termination of the employment, for whatever
                  reason, Employee agrees not, directly or indirectly, on his
                  own account or for another, to either solicit any customer or
                  business of Employer nor to divert any customer or business
                  from Employer.

         6.03     During the Employment Term and for a period of six (6) months
                  following the termination of the employment, for whatever
                  reason, Employee agrees not, directly or indirectly, to
                  solicit for employment or employ any employee or independent
                  contractor of Employer.

VII.     MISCELLANEOUS PROVISIONS

         7.01     Governing Law - This Agreement shall in all respects be
                  subject to, and governed by, the laws of the State of Nevada.

         7.02     Severability - The invalidity or unenforceability of any
                  provision in the Agreement shall not in any way affect the
                  validity or enforceability or any other provision and this
                  Agreement shall be construed in all respects as if such
                  invalid or unenforceable provision had never been in the
                  Agreement.

         7.03     Waiver - A party's failure to insist on compliance or
                  enforcement of any provision of this Agreement, shall not
                  affect the validity or enforceability or constitute a waiver
                  of future enforcement of that provision or of any other
                  provision of this Agreement by the party or any other party.

         7.04     If Employer requests that Employee assist in litigation or
                  administrative proceedings in which Employee has knowledge or
                  had involvement during Employee's term of Employment, Employer
                  shall reimburse Employee within 30 days for all documented and
                  submitted expenses incurred in providing such services.


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         7.05     Notice - Notices to or for the respective parties shall be
                  given in writing and delivered in person or mailed by
                  certified or registered mail, return receipt requested,
                  addressed to the respective party at the address set out
                  below, or at such other address as either party may elect to
                  provide in advance in writing to the other party:

                     EMPLOYEE:           Joe S. Rolston, IV

                                         8120 Saphhire Bay Circle

                                         Las Vegas, MN 89128

                     EMPLOYER:           PDS Financial Corporation

                                         c/o Orine Boyd, Human Resources Manager

                                         6171 McLeod Dr.

                                         Las Vegas, NV 89120-4048

         7.06     Assignment - This Agreement, together with any amendments
                  hereto, shall be binding upon and shall inure to the benefit
                  of the parties hereto and their respective successors,
                  assigns, heirs and personal representatives, except that the
                  rights and benefits of either of the parties under this
                  Agreement May not be assigned without the prior written
                  consent of the other party.

         7.07     Amendments - This Agreement may be amended at any time by
                  mutual consent of the parties hereto, with any such amendment
                  to be invalid unless in writing, signed by the Company and the
                  Employee.

         7.08     Entire Agreement - Except for the separate documents
                  referenced above, this Agreement contains the entire agreement
                  and understanding by and between Employer and Employee with
                  respect to the employment of Employee, and no representations,
                  promises, agreements, or understandings, written or oral,
                  relating to the employment of the Employee by Employer not
                  contained herein shall be of any force or effect.

         7.09     Binding Arbitration; Injunctive Relief - Any controversy,
                  dispute, or claim arising under this Agreement which cannot be
                  resolved to the mutual satisfaction of the parties hereto
                  shall be determined by arbitration in the City of Las Vegas,
                  Nevada, pursuant to the provisions of the Nevada Uniform
                  Arbitration Act. If the parties can agree on the selection of
                  an arbitrator, then the decision or award of that arbitrator
                  shall be final and binding on the parties. If they are unable
                  to agree on the arbitrator, each party shall select one
                  arbitrator within fifteen (15) days after demand for
                  arbitration, and the two arbitrators so selected shall select
                  a third arbitrator within fifteen (15) days following their
                  initial selection. Any decision by two of the three
                  arbitrators shall be final and binding on the parties. Any
                  decision or award under this Section 7.09 may be entered and a
                  judgment


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                  obtained thereon in the Eighth Judicial District Court of the
                  State of Nevada. The non-prevailing party shall reimburse the
                  prevailing party for its reasonable attorneys' fees and costs
                  incurred in connection with the arbitration and/or court
                  action. In the event that a violation of this Agreement
                  warrants injunctive relief, including a violation of Sections
                  6.01, 6.02 or 6.03, the party who desires such relief shall be
                  entitled to seek such relief in the Eighth Judicial District
                  Court of the State of Nevada.

         7.10     References to Gender and Number Terms - In construing this
                  Agreement, feminine or neuter pronouns shall be substituted
                  for those masculine in form and vice versa, and plural terms
                  shall be substituted for singular and singular for plural in
                  any place in which the context so requires.

         7.11     Headings - The various headings in this Agreement are inserted
                  for convenience only and are not part of this Agreement.

                                                EMPLOYEE:

                                                /s/ Joe S. Rolston, IV
                                                ---------------------------

                                                Joe S. Rolston, IV

                                                EMPLOYER:

                                                PDS FINANCIAL CORPORATION


                                                /s/ [ILLEGIBLE]
                                                ---------------------------

                                                Its: President/CEO
                                                     ----------------------


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                                    EXHIBIT 1

Performs General Counsel duties, prepares, negotiates and reviews documents
pertaining to leases, contracts and any other legal issues as it pertains to the
company by performing the following duties:

ESSENTIAL DUTIES AND RESPONSIBILITIES include the following. Other duties may be
assigned.

Prepares transaction documents and compiles other legal requirements of credit
facilities.

Reviews compliance regulations, correspondent litigation matters and advises
management on same.

Negotiates in conjunction with the Credit Department, modifications to documents
with customer's legal staff.

Prepares legal files and follow-up for documents consistent with approvals.

Prepares corporate documentation, letters and opinions and advises management as
to legal requirements in connection with preparation of documents, negotiation
of contracts, licensure requirements or other legal matters.

Prepares and reviews public records searches, as required on transactions or
company business.

Directs outside legal in litigation issues or other issues that may require
outside counsel.

SUPERVISORY RESPONSIBILITIES

Directly supervises one employee in the Legal Department. Carries out
supervisory responsibilities in accordance with the organization's policies and
applicable laws. Responsibilities include interviewing, hiring, and training
employees; planning, assigning, and directing work; appraising performance;
rewarding and disciplining employees; addressing complaints and resolving
problems.