LoanTrade Inc.

These accounts have never been reported to credit bureaus and have not been forwarded to attorneys for litigation.

Following our client's successful August 2001 sale of similar accounts, LoanTrade Inc. is pleased to exclusively present our client's offer to sell another portfolio of business MasterCard accounts. Each credit card is personally guaranteed. The Seller is an FDIC insured institution. The Seller's representations and warranties are comprehensive and include standard put back provisions. The accounts can be resold without prior approval of the Seller. Data integrity appears to be excellent. Document support is available.

These accounts were referred to one primary collection agency during the months of July and August 2001 for contingency collection only (no legal actions pursued) and will be recalled for delivery immediately following the successful completion of this sale.

THIS PORTFOLIO IS OFFERED ONLY IN ITS ENTIRETY as follows:

CONFIDENTIALITY AGREEMENT (e-ver)

This Confidentiality Agreement (the "Agreement") is entered into as of this ____ day of ___________________, 2001 by and between

Seller ("Seller" or the "Providing Party"), and ________________________________________________________________________, a

______________________ corporation (the "Company" or the "Receiving Party").

      WHEREAS, Seller and the Company are interested in investigating the advisability of entering into a business transaction or relationship on terms and of such scope which have yet to be defined (the "Transaction); and
       WHEREAS, in order to evaluate the Transaction, Seller may from time to time provide the Company with certain Confidential Information (as hereinafter defined); and
       WHEREAS, Seller and the Company desire to maintain the confidentiality of any Confidential Information disclosed to the Company hereunder.
      NOW THEREFORE, in consideration of the foregoing premises and the mutual covenants contained herein, and for other good and valuable consideration the receipt of which is hereby acknowledged, the parties hereto, intending to be legally bound hereby, agree as follows:

      1.       Definitions. For purposes of this Agreement, the following terms shall have the meanings set forth herein:
(a) "Confidential Information" means all information and knowledge which the Receiving Party obtains from the Providing Party, whether before or after the date of this Agreement, with respect to the business, financial condition, operations or affairs of the Providing Party and/or any of its affiliates, subsidiaries or divisions, including but not limited to corporate records, financial data, technical data, research and development projects and results, marketing approaches, marketing plans and materials, products, processes, operations, formulas, designs, formats, analyses, strategies, forecasts and names, addresses, and any other characteristics, identifying information or aspects of the past, present or prospective customers of the Providing Party, as well as any other materials or information relating to or dealing with the business operations or activities of the Providing Party, whether written or oral, tangible or intangible, whether machine readable or otherwise, which the Providing Party holds confidential, as well as any information generated, prepared on the basis of or derived from any of the foregoing or based on access to the Providing Party's files, records, facilities and personnel. Notwithstanding the foregoing, "Confidential Information" shall not include information or material which: (i) is or becomes generally available to or known by the public other than as a result of a disclosure by the Receiving Party or its Representatives (as defined herein) in violation of this Agreement; (ii) was available to the Receiving Party prior to its disclosure by the Providing Party or its Representatives pursuant to this Agreement; or (iii) becomes available to the Receiving Party from a person or entity other than the Providing Party or its Representatives who is not known by the Receiving Party or its Representatives to be bound by a confidentiality agreement with the Providing Party or otherwise prohibited from transmitting such information to the Receiving Party.

      2.       The Receiving Party agrees to use the Confidential Information (whether obtained before, on or after the date hereof) solely for the purpose of evaluating a possible Transaction between it and the Providing Party and to hold such Confidential Information as secret and confidential; provided however, that any Confidential Information may be disclosed to the directors, officers, employees, agents, advisors and representatives of such advisors (collectively, the "Representatives") of the Receiving Party who need to know such information for the purpose of evaluating a Transaction (it being understood that such Representatives shall be informed by the Receiving Party of the confidential nature of such information and shall be directed by the Receiving Party to treat such information confidentially). The Receiving Party shall be responsible for any breach of this Agreement by its Representatives.

      3.       Except as may otherwise be provided for herein, the Receiving Party will not and will direct its Representatives not to disclose any Confidential Information to any other person. The term "person" as used in this Agreement will be interpreted broadly to include, without limitation, any corporation, association, partnership or individual. In the event that the Receiving Party or any of its Representatives is requested or becomes legally compelled (by oral questions, deposition, interrogatory, request for information or documents, subpoena, civil investigative demand or similar process) to disclose any of the Confidential Information, it shall cooperate with the Providing Party and shall provide the Providing Party with prompt written notice of such request or requirement so that the Providing Party may seek a protective order or other appropriate remedy and/or waive compliance with the terms of this Agreement. In the event that such protective order or other remedy is not obtained, or that the Providing Party waives compliance with the provisions hereof, the Receiving Party agrees to furnish only that portion of the Confidential Information which is legally required and such disclosure will not result in any liability hereunder unless such disclosure was caused by or resulted from a previous disclosure by the Receiving Party that was not permitted by this Agreement.

      4.       Any Confidential Information disclosed to the Receiving Party pursuant to this Agreement is and shall remain the sole and confidential property of the Providing Party. The Company recognizes and agrees that nothing contained in this Agreement shall be construed as granting any rights, by license or otherwise, to any Confidential Information disclosed by Seller or its Representatives pursuant to this Agreement.

       5.       At any time during the term of or after the termination of this Agreement, if the Providing Party so requests, the Receiving Party agrees to make no further use of the Confidential Information and to return to the Providing Party or destroy any and all Confidential Information in its possession, custody or control, including any and all copies or duplicates of the Confidential Information.

      6.       Except as may be required by law, the Company and its Representatives will not, without the prior written consent of Seller, disclose to any person either the fact that any investigations or discussions are taking place between the parties hereto, or that the Receiving Party has requested or received Confidential Information from the Providing Party or any of the terms, conditions or other facts with respect to the Providing Party or the Confidential Information or any possible Transaction, including the status thereof.

       7.       The Receiving Party understands and acknowledges that neither the Providing Party nor any of its Representatives have made or make any representation or warranty, express or implied, as to the accuracy or completeness of the Confidential Information provided. The Company agrees that neither the Providing Party nor any of its Representatives shall have any liability to the Receiving Party or any of its Representatives pursuant to this Agreement based on any inaccuracies, omissions or misstatements contained in, or inadequacies of the Confidential Information.

      8.       The Company hereby acknowledges and agrees that no contract or agreement providing for any Transaction involving the parties hereto shall be deemed to exist between them unless and until a definitive agreement has been fully executed and delivered. The parties further agree that unless and until a definitive agreement between them with respect to any Transaction involving the parties hereto has been fully executed and delivered, neither party has any legal obligation of any kind whatsoever with respect to any such Transaction by virtue of this Agreement except, as to this Agreement, for the matters specifically agreed to herein.

      9.       The parties hereto agree that money damages would not be a sufficient remedy for any breach of this Agreement by the Company and that Seller will be entitled, in addition to any other rights or remedies that it may have, to equitable relief, including injunction and specific performance, in the event of any breach of any of the provisions of this Agreement. Such remedy shall not be deemed to be the exclusive remedy for a breach of this Agreement, but shall be in addition to all other remedies available at law or in equity. Any action or proceeding seeking to enforce any provision of, or based on any right arising out of, this Agreement may be brought against any of the parties in the courts of the Commonwealth of Pennsylvania, Montgomery County, the domicile of Seller's affiliate and servicing agent, or, if it has or can acquire jurisdiction, in the United States Eastern District Court of Pennsylvania, and the Company consents to the jurisdiction of such courts (and of the appropriate appellate courts) in any such action or proceeding and waives any objection to venue laid therein. The parties agree that they will not bring any action relating to this Agreement or any of the transactions contemplated by this Agreement in any court other than a federal or state court sitting in Pennsylvania. Process in any action or proceeding referred to in the preceding sentence may be served on any party anywhere.

      10.       Seller and the Company further agree that no failure or delay by either party in exercising any right, power or privilege hereunder will operate as a waiver thereof, nor will any single or partial exercise thereof preclude any other or further exercise thereof or in the exercise of any right, power or privilege hereunder.

       11.       This Agreement reflects the entire agreement between the parties with respect to the matters set forth herein and shall supersede any prior agreements or understandings whether oral or in writing with respect thereto. This Agreement may not be modified or amended except in writing executed by the parties hereto. This Agreement may be executed one or more counterparts and all such counterparts when taken together will constitute one single Agreement.

      12.       This Agreement is for the benefit of the parties hereto, and their directors, officers, stockholders, owners, affiliates and agents and their respective successors and assigns. This Agreement will be governed by and construed in accordance with the laws Utah, without giving effect to the conflicts of laws principles thereof.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first set forth above.

_____________________________ Seller
(type name of company)

By: __________________________ By: ________________________________

Name:_______________________ Name: ____________________________

Title: _______________________ Title: ____________________________