Metropolitan Mortgage & Securities Co., Inc.
                                   AGREEMENT

      Agreement dated June 10, 1997, between Metropolitan Mortgage &
Securities Co., Inc., hereinafter referred to as Company, and Bruce J.
Blohowiak, hereinafter referred to as Employee.  Company and Employee mutually
agree on the terms and conditions set forth below.

1.    Term of agreement.  Subject to the provisions for employment at will
      stated in paragraph 8 below, and as stated in Company policies,
      incorporated herein, this agreement will begin on June 1, 1997, and will
      end on May 31, 2002.

2.    Deferred Compensation.  If Employee is employed continuously until the
      end of the agreement period, he shall be entitled to receive
      $400,000.00, without interest, provided that Company remains solvent.
      Within 30 days of the end of the agreement period, Employee will receive
      full payment of the deferred compensation.  Other payment arrangements
      may be made if agreed to between Company and Employee in writing at
      least 90 days prior to the end of the term of the agreement.  Both
      parties recognize that the payment(s)  are, according to IRS rulings,
      subject to Federal Insurance Contribution Act (FICA) and Federal Income
      Tax (IRS) withholding and, therefore, Company will withhold applicable
      FICA and IRS contributions when making payment(s) to Employee and will
      also contribute the appropriate amount itself for its share of FICA
      payments.

3.    Employee to devote full-time to Company.  Employee will devote his
      entire working time, attention, and energies to the business of Company,
      and, during employment, will not engage in any other business activity,
      regardless of whether such activity is pursued for profit, gain, or
      other pecuniary advantage.  However, Employee is not prohibited from
      making personal investments in any other business, as long as those
      investments do not require participation in the operation of the
      businesses.

4.    Restriction on post-employment competition.  For two years following the
      end of his employment, Employee will not, within the United States of
      America, own, manage, operate, control or be employed by or assist any
      business similar to

<PAGE>  115

 that conducted by Company and its business groups.  Employee also agrees not
      to solicit Company's employees or its customers for employment  or sales
      purposes. Company may, without waiving the protections of this
      provision, grant Employee the right to engage in business otherwise
      barred by this provision.  Any such permission must be in writing and
      approved by an authorized representative of Company in order to be
      effective.   If Employee violates the terms of this restriction,
      Employer shall be relieved from the duty to make payments under
      paragraph two of this agreement, and if Employee has already received
      payment, Company shall be entitled to receive a full refund of payment,
      including associated attorney and court fees to recover payment.
      Employee acknowledges that a violation of the restrictions of this
      paragraph will cause economic damage to Company, including damages that
      are difficult to ascertain with certainty.  Employee therefore agrees
      that, in the event he violates the restrictions of this provision,
      Company shall be entitled to seek injunctive relief to prevent further
      violations  and will also be entitled the recover $10,000.00 as
      liquidated damages for each violation of this provision of the
      agreement.

5.    Confidentiality.  Employee acknowledges that, during the course of his
      employment, he will become aware of confidential business information,
      including trade secrets, that are not generally known to the public and
      which have commercial value from their limited publication.  Employee
      will not, at any time, during or after his employment with Company,
      reveal any such confidential information or trade secrets to any person,
      or use such confidential information, except as required in the course
      of his duties with Company or at Company's request and direction.

6.    Property rights.  All materials, products, processes, and ideas
      developed, established, used, or marketed during the course of the
      employment contract will be the property of Company and its business
      groups.

7.    Death benefit.  In the event  Employee dies during the term of the
      agreement, Company will pay to Employee's estate or beneficiary a pro-
      rated amount of the deferred compensation rounded to the nearest month
      of Employee's death.  In the event Employee dies following the term of
      agreement, but before the completion of payment(s), Company will
      continue payment(s) to Employee's estate or beneficiary.

8.    Termination of Agreement.  The agreement between Company and Employee
      will become null and void, if Employee violates the terms and conditions
      of this agreement.  The agreement

<PAGE>  116

 between Company and Employee will also become null and void, if Employee is
      discharged for cause which includes, but is not limited to, gross
      misconduct or gross mismanagement of the business of Company,
      insubordination, repeated failure to meet the expectations of her
      supervisor, violation of existing Company policies or hereafter as
      amended and adopted, and willful falsification of any information that
      Employee gives to any officer or director of Company.   Employee's
      intentional violation of any federal, state, or local law or regulation,
      determination by a court of competent jurisdiction that Employee is
      prohibited for any reason from performing Employee's duties under this
      agreement, and any fraud, theft, or dishonesty by Employee adversely
      affecting Company, or its business groups, or its respective directors,
      officers or shareholders, shall also constitute cause for termination.
      
      If Employee's employment is terminated by the employee (resignation or
      abandonment of job), or if he is terminated by Company for cause,
      Company shall be relieved from the duty to make payment under paragraph
      two of this agreement.

      In the event Company terminates Employee at its own convenience,
      Employee will receive a pro-rated amount of the deferred compensation.
      The specific amount will be rounded to the nearest month.
      
9.    This contract may not be assigned.  Any waiver of a portion of this
      contract by either party shall not constitute a waiver of any other
      portion of the contract, nor shall a failure to seek redress for a
      breach of the contract constitute a waiver of the right to enforce any
      other portion of the contract.

10.   Law and Venue.  This contract is to be construed in accordance with the
      laws of the State of Washington.  Any legal action to enforce this
      contract or for breach of this contract, shall be filed in the Superior
      Court of Spokane County, Washington.  Both parties hereby consent to
      jurisdiction and venue in that court.

11.   Severability.  If any provision of this contract shall be found to be
      unenforceable, all other provisions shall remain in effect as if the
      unenforceable provision had never  been included in the contract at all.

12.   Entire agreement.  This agreement supersedes and replaces all prior
      discussions, understandings, and oral agreements between the parties and
      contains the entire understanding and agreement between them on the
      matters set forth herein.

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 Moreover, this agreement cannot be modified by the parties except by an
      instrument that is signed by the party or parties against whom such
      modification is sought to be enforced.

IN WITNESS WHEREOF, the parties have caused this agreement to be signed and
validly executed to be effective as of the date set forth above.

Metropolitan Mortgage & Securities Co., Inc.

      /s/ C. PAUL SANDIFUR

      ____________________________________
      C. Paul Sandifur, President and CEO

      /s/ BRUCE J. BLOHOWIAK

      ______________________________________
      Bruce J. Blohowiak