EXHIBIT 10.1



                            INDEMNIFICATION AGREEMENT

THIS AGREEMENT OF EMPLOYMENT ("Agreement") is made and entered into in duplicate
this  8th  day  of  August ,  2005   ,  by  and  between  PERFORMANCE  CAPITAL
     -----         --------       ---
MANAGEMENT,  L.L.C., a Limited Liability Company ("Employer"), and Edward Rucker
("Rucker")


                                    RECITALS

     A.     Employer  is  a Limited Liability Company duly organized and validly
existing  pursuant  to  the  laws  of  the  State  of  California.

     B.     Employer  is in the business of acquiring, processing, servicing and
collecting  commercial  and  consumer  indebtedness.

     C.     Rucker  is  employed  as  Employer's  Accounting  Manager.

     D.     Employer  as  additional  consideration  for  RUCKER'S employment is
entering  into  this  Indemnification  agreement  per  the  following  terms and
conditions:


1.     Employer  shall  indemnify  RUCKER,  if  RUCKER  is  made  a  party to or
threatened  to  be  made  a  party  to, or otherwise involved in, any proceeding
commenced  during  the  employment  term,  or after the employment term, because
RUCKER  is  or  was  an  employee  or  agent  of  Employer.  The indemnification
contemplated  by  the  provisions  of  this  agreement shall include any and all
expenses,  judgments, fines, penalties, settlements, and other amounts, actually
and  reasonably  incurred by RUCKER in connection with the defense or settlement
of any such proceeding; provided, however, RUCKER shall have acted in good faith
and  in  a manner that RUCKER reasonably believed to be in the best interests of
Employer  and,  in  a  criminal proceeding, Executive had no reasonable cause to
believe  that  RUCKER'S  conduct  was  unlawful.

2.     Any an all expenses, including, but not limited to, filing fees, costs of
investigation,  attorney'  fees, messenger and delivery expenses, postage, court
reporters'  fees  and  similar  fees  and  expenses  incurred  by  RUCKER in any
proceeding  shall be advanced by Employer prior to the final disposition of such
proceeding  at the written request of RUCKER, but only if RUCKER shall undertake
to  repay  such  advances,  unless  and  to  the  extent  that  it is ultimately
determined  that  Executive  is  entitled  to  indemnification.

3.     The  indemnification  contemplated  by  the  provisions of this Agreement
shall  not  be  deemed  exclusive  of  any  other  rights to which RUCKER may be
entitled  pursuant  to the provisions of the Articles of Incorporation or Bylaws
of  Employer,  or  any  agreement,  vote  of  shareholders,  or  disinterested
directors, the General Corporation Law of the State of California, or otherwise,
both as to action in his official capacities as an employee or agent of Employer
and  as to action in any other capacity while serving as an employee or agent of
Employer.  The  indemnification contemplated by the provisions of this Agreement
shall  continue  as  to  RUCKER although he may have ceased to be an employee or
agent  of  Employer  and  shall  inure  to the benefit of the heirs and personal
representatives  of  RUCKER,  including  the  estate  of  RUCKER'S.


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IN  WITNESS  WHEREOF  the  parties have executed this Agreement of Employment in
duplicate,  each of which shall have the force and effect of an original, on the
date  specified  in  the  preamble  of  this  Agreement.


"EMPLOYER"

PERFORMANCE CAPITAL MANAGEMENT, L.L.C.
A California Limited Liability Company          Edward Rucker


By     David J. Caldwell                          Edward Rucker
     ----------------------------               -------------------------

Its:   CHIEF OPERATIONS OFFICER


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