EMPLOYMENT AGREEMENT

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EXHIBIT 10.1

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into by

and between Triad Financial Corporation, a California corporation (the

"Company"), having a business address at 7711 Center Avenue, Suite 100,

Huntington Beach, California 92647, and James M. Landy (the "Executive"), having

a mailing address at 7711 Center Avenue, Suite 100, Huntington Beach, California

92647.

R E C I T A L S

A. The Executive currently serves as the Chief Executive Officer of the

Company.

B. The Executive and the Company have determined that it is in their mutual

interests to set forth certain terms relating to the Executive's

employment by the Company.

C. The Executive and the Company intend for this Agreement to supersede and

replace any and all prior employment agreements the Executive may at any

time have had with the Company or any predecessor of the Company.

A G R E E M E N T

NOW, THEREFORE, in consideration of the premises and the mutual covenants

herein contained, the Company and the Executive hereby agree as follows:

1. EMPLOYMENT.

(a) Service to the Company. Executive shall devote all of his

professional time, energy, skill and efforts to the performance of his duties

hereunder and to the business of the Company, and shall perform his duties in a

diligent, trustworthy, and business-like manner, all for the purpose of

advancing the business of the Company. Executive shall serve at the direction of

the Board of Directors of the Company (the "Board") and shall be subject to the

policies and procedures adopted by the Company from time to time.

(b) Other Commitments. Notwithstanding the commitment of the

Executive's professional time, energy, skill and efforts to the Company as set

forth in this Section 1(a) above, Executive may serve on corporate, civic, or

charitable boards or committees, provided that such service does not interfere

with the performance of the Executive's duties under this Agreement, and

provided the Executive keeps the Company reasonably informed of such

commitments. If the Company determines that any such commitments conflict with

or interfere with the performance of the Executive's duties to the Company, the

Company shall give written notice of such conflict or interference to the

Executive, who then shall be given thirty days in which to remedy the conflict.

2. DUTIES; CONDUCT. During his employment pursuant to this Agreement, the

Executive shall serve as the Chief Executive Officer ("CEO") of the Company. In

his capacity as CEO of the Company, the Executive shall be primarily responsible

for managing the business of the Company, subject to appropriate oversight by

the Board.

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3. EMPLOYMENT TERM.

(a) Initial Term. Subject to the terms and conditions hereof, the

Executive's term of employment under this Agreement (the "Employment Term")

shall commence effective as of May 1, 2005 (the "Effective Date"), and continue

through December 31, 2007 (the "Initial Term"), subject to the extension

provisions of Section 3(b), unless terminated earlier in accordance with the

provisions of Section 8.

(b) Extensions. Beginning with January 1, 2008, the Employment Term

shall automatically be extended each year on January 1 for one additional year

(for example, on January 1, 2008, the Employment Term will be extended to

December 31, 2008), except that the Employment Term shall not be extended

automatically if (i) prior to 90 calendar days before the Employment Term is

scheduled to be extended automatically, the Company delivers to the Executive,

or the Executive delivers to the Company, written notice that the automatic

extension provision of this Section 3(b) shall be inoperative, (ii) a written

notice of termination has been delivered and not withdrawn under Section 8, or

(iii) the Executive dies or suffers a Disability (as defined in Section 8(c)

below).

4. SALARY AND BENEFITS.

(a) Salary. During his employment pursuant to this Agreement, the

Executive shall receive a total annual salary of Five Hundred Thousand U.S.

Dollars (U.S. $500,000) as compensation for his services to the Company (the

"Base Salary"), such compensation to be payable in regular installments in

accordance with the Company's policy for salaried employees.

(b) Target Bonus. For each fiscal year of the Company ending during

the term of this Agreement, the Executive shall be eligible to receive an annual

incentive bonus with a target payout based on the Company's performance for such

fiscal year (the "Annual Bonus"), provided that the performance objectives

established by the Board for both the Company and the Executive for such fiscal

year are attained and provided the Executive is serving as an employee of the

Company as of the end of such fiscal year. Any Annual Bonus that is payable

hereunder will be paid after the completion of the annual audit of the Company

with respect to such fiscal year. If the Executive is employed by the Company on

December 31, 2005, and if the applicable performance objectives for fiscal year

2005 are accomplished, the Company will pay the Executive an Annual Bonus based

on the Company's full 2005 fiscal year, notwithstanding that the Executive's

employment under this Agreement did not commence until May 1, 2005. The target

Annual Bonus for fiscal year 2005 will be 100% of the Executive's Base Salary

for fiscal year 2005. After fiscal year 2005, the target annual bonus will be

established by the Board during the first fiscal quarter of each fiscal year.

Each fiscal year the Annual Bonus will be subject to the Company's accomplishing

certain performance objectives to be determined by the Board. The Board may

amend or adjust the performance objectives for any fiscal year to the extent

reasonably necessary or appropriate to take into account the impact of (i) a

material corporate event, such as the consummation of an acquisition, or (ii) a

material one-time event, such as a restructuring charge or refinancing.

(c) Stock Options. Promptly after the Effective Date of the

Executive's employment under this Agreement Triad Holdings, Inc., the parent

corporation of the Company (the "Parent"), will issue to the Executive an option

to purchase up to Two Million (2,000,000) shares of the Parent's common stock,

par value $0.01 per share, at an exercise price equal to $7.50 per share (the

"Landy Option"). The Landy Option shall be subject to the terms and conditions

of the applicable option or incentive plan and the corresponding option

agreement under which such options are granted.

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(d) Benefit Plans. During his employment pursuant to this Agreement,

subject to eligibility requirements, applicable employee contributions and the

terms and conditions of the applicable plan, and except as otherwise expressly

provided in this Agreement, the Executive shall be entitled to participate in

the Company-sponsored employee benefit plans, medical benefit plans, group life

insurance plans or other employee welfare plans that the Company may adopt for

employees generally from time to time during the Executive's employment pursuant

to this Agreement, and as such plans may be modified, amended, terminated, or

replaced from time to time.

(e) Vacation. The Executive shall be entitled to five weeks of paid

vacation each fiscal year of this Agreement, to be taken in accordance with the

Company's policy then in effect, and to the same paid Holidays provided to the

other employees of the Company. The Executive's vacation days will be pro-rated

based on the number of full months, if less than twelve, that the Executive is

employed hereunder in the applicable fiscal year.

(f) Reimbursement of Expenses. The Company shall reimburse the

Executive for all reasonable out-of-pocket expenses incurred by the Executive on

behalf of the Company in the course of his duties, upon presentation of

appropriate documentation of such costs as and when required by and to the

satisfaction of the Company, on a basis that is consistent with the Company's

past practices. The Executive shall be entitled to fly Business Class on flights

that have a scheduled flight time of two hours or more, to the extent a Business

Class seat is available. All other flights shall be Economy Class or its

equivalent.

(g) Automobile and Club Allowance. The Company will provide the

Executive with an allowance of Seventeen Hundred ($1,700) U.S. Dollars per month

to cover a portion of the monthly costs associated with Executive's use of his

automobile and a portion of the monthly membership fees at one private club at

which the Executive can entertain business contacts.

6. NON-SOLICITATION. The Executive acknowledges that he is the founder of

the Company and that the stockholders of the Company are investing substantial

amounts to purchase the Company based, in part, on assurances that the Executive

will invest substantial time and effort to accomplish the Company's business

plan. The Executive further acknowledges that the restrictions imposed by this

Agreement are legitimate, reasonable and necessary to protect the stockholders'

and the Company's investment in the Company's business and the goodwill thereof.

For these reasons, and the additional consideration set forth in this Agreement,

Executive agrees that from the effective date of this Agreement and until the

two-year anniversary of the termination of the Executive's employment under this

Agreement for any reason (other than non-renewal by the Company pursuant to

Section 3(b), in which event Section 6(a) shall not apply):

(a) The Executive shall not, directly or indirectly, use

Confidential Information (defined below) that constitutes a protectable trade

secret to solicit business from, attempt to do business with, or do business

with any customers, lenders, suppliers, joint venturers or business referral

sources, in each case which either: (1) the Executive contacted, called on,

serviced, transacted business with or had significant contact with during the

Executive's employment with the Company or that the Executive attempted to

contact, call on, service, or do business with during the Executive's employment

with the Company; or (2) the Executive became acquainted with as a result of the

Executive's employment with the Company. The restriction set forth in this

Section 6(a) applies only to business that is in the scope of services or

products provided by the Company during the term of the Executive's employment

hereunder and does not prohibit the Executive from doing business with any

person so long as in connection therewith the Executive is not using

Confidential Information of the Company that constitutes a protectable trade

secret.

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(b) The Executive shall not, directly or indirectly, on behalf of

the Executive or any other person or entity, solicit, induce, encourage, attempt

to solicit or induce, or assist another to induce or attempt to induce, any

employee or independent contractor of the Company to terminate his or her

employment or relationship with the Company.

The Executive agrees that if a court of competent jurisdiction determines

that the length of time or any other restriction, or portion thereof, set forth

in this Section 6 is overly restrictive and unenforceable, the court may reduce

or modify such restrictions to those which it deems reasonable and enforceable

under the circumstances, and as so reduced or modified, the parties hereto agree

that the restrictions of this Section 6 shall remain in full force and effect.

The Executive further agrees that if a court of competent jurisdiction

determines that any provision of this Section 6 is invalid or against public

policy, the remaining provisions of this Section 6 and the remainder of this

Agreement shall not be affected thereby, and shall remain in full force and

effect.

The Executive acknowledges that the scope and duration of the restrictions

contained herein are reasonable in light of the business plan for the Company,

the time that the Executive has been engaged in (and is expected to be engaged

in) the business of the Company, the Executive's reputation in the markets for

the Company's businesses and the Executive's relationship with the Company's

actual and prospective lenders, clients, employees and management team.

If the Executive violates any of the restrictions contained in Section 6

in this Agreement, the restrictive period will be suspended and will not begin

to run again in favor of the Executive from the time of the commencement of any

violation until the time when the Executive cures the violation to the Company's

satisfaction.

7. CONFIDENTIAL INFORMATION.

(a) Confidential Information. For purposes of this Agreement, the

term "Confidential Information" means any trade secrets or confidential or

proprietary information of the Company, including without limitation the

following:

(i) Information concerning the Company's investor or

prospective investor lists, lenders, customers, clients, marketing, business and

operational methods of the Company and their customers or clients, contracts,

financial or other data, technical data, e-mail and other correspondence or any

other confidential or proprietary information possessed, owned or used by any of

the Company;

(ii) Business records, financial information, pricing,

business strategies, marketing and promotional practices (including

internet-related marketing) and management methods and information;

(iii) Finances, strategies, systems, research, plans, reports,

recommendations and conclusions;

(iv) Names, arrangements with, or other information relating

to, any of the Company's investors, customers, clients, suppliers, financiers,

owners, representatives and other persons who have business relationships with

the Company or who are prospects for business relationships with the Company;

and

(v) Any matter or thing obtained or ascertained by Executive

through Executive's association with the Company, the use or disclosure of which

might reasonably be construed to be contrary to the best interests of any the

Company, its owners or employees.

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Upon termination of the Executive's employment under any circumstances,

the Executive or his estate or representatives, shall promptly return to the

Company all property of the Company, including any and all Confidential

Information, computers, hard-drives, papers, books, records, documents,

memoranda, manuals, e-mail, electronic or magnetic recordings or data,

electronic devices and related data storage devices, including all copies

thereof, which belong to the Company or relate to the Company's business and

which are in Executive's possession, custody or control, whether prepared by

Executive or others, and shall destroy or erase any data that cannot be returned

(with it being understood and agreed that subject to Section 7 hereof, the

Executive shall be permitted to retain his own rolodex, calendars, appointment

lists and other personal lists maintained during the course of his employment

hereunder).

If the Executive is subpoenaed, served with any legal process or notice or

otherwise requested to produce or divulge, directly or indirectly, any

Confidential Information by any entity, agency or person in any formal or

informal proceeding, including without limitation any interview, deposition,

administrative or judicial hearing and/or trial, then promptly after the

Executive's receipt of such subpoena, process, notice or request, the Executive

shall notify the Company and shall reasonably cooperate with the Company's

efforts to obtain a protective order or other relief to protect the Company's

Confidential Information or to limit the scope of disclosure of such information

in such interview, deposition, administrative or judicial hearing and/or trial.

(b) Non-disparagement. During the term of this Agreement and

continuing after termination of the Executive's employment hereunder, (i) the

Executive shall not communicate or publish, directly or indirectly, any

confidential, personal or disparaging information concerning any member of the

Company, any director, officer or employee of any entity in the Company or any

entity or individual who controls, directly or indirectly, any entity in the

Company, and (ii) no member of the Board shall communicate or publish (in either

case outside the Board and its advisors who need to know such information and

agree to keep it confidential) any disparaging information concerning the

Executive. The foregoing restrictions shall not apply to the use or disclosure

of any information regarding any of the foregoing persons in any arbitration or

litigation between the Executive, on the one hand, and the Company or any

director, stockholder, officer, agent, employee or other representative of the

Company, on the other hand.

(c) Works. Any works created during the term of this Agreement by

the Executive shall be deemed work for hire to the extent permitted by law, and

the Company shall have the sole right to any such works. In addition, the

Executive hereby grants and shall grant to Company all his rights, title and

interest including, without limitation, all intellectual property and

proprietary rights, in all works developed or created by the Executive during

the term of this Agreement. The Executive hereby waives for the benefit of the

Company and its successors, assigns and licensees all moral rights that the

Executive may have in such works. For greater clarity, the parties acknowledge

and agree that such works include without limitation the Developments as defined

in Section 7(e) below.

(d) Inventions. The Executive will communicate to the Company

promptly and fully and hereby assigns all of the Executive's rights, title and

interest, including without limitation, all intellectual property and

proprietary rights, in all inventions or improvements made or conceived by the

Executive (alone or jointly with others) during the Executive's employment with

the Company, which are along the lines of the business, work, or investigations

of the Company or that result from or are suggested by any work the Executive

may do for the Company. The Executive agrees that any such invention or

improvement, whether or not patentable, shall be and remain the sole and

exclusive property of the Company. The Executive agrees to keep and maintain

reasonably adequate and current written records of all such inventions or

improvements at all stages thereof, which records shall be and remain

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the property of the Company. The Executive agrees to take such actions and

execute such documents and instruments, including but not limited to patent

applications, as the Company requests to vest or maintain title to such

inventions or improvements in the Company or otherwise to carry out the intent

of this Agreement.

(e) Other Provisions/Exclusions. The Executive understands,

acknowledges and agrees that all Developments (as hereinafter defined) shall be

made for hire by the Executive for the Company. "Developments" means any idea,

discovery, invention, design, method, technique, improvement, enhancement,

development, computer program, machine, algorithm or other work or authorship

that (i) relates to the business or operations of the Company, or (ii) results

from or is suggested by any undertaking assigned to the Executive or work

performed by the Executive for or on behalf of the Company, whether created

alone or with others, during or after working hours. All confidential or

proprietary information described in Section 7(a) above and all Developments

shall remain the sole property of the Company. The Executive shall acquire no

proprietary interest in any confidential or proprietary information described in

Section 7(a) above or Developments developed or acquired while the Executive is

required to provide services to the Company hereunder. To the extent the

Executive may, by operation of law or otherwise, acquire any right, title or

interest in or to any confidential or proprietary information described in

Section 7(a) above or Development, the Executive hereby assigns to the Company

all such intellectual property or proprietary rights. The Executive shall, both

during the term of this Agreement and for two years thereafter, upon the

Company's request, promptly execute and deliver to the Company all such

assignments, certificates and instruments, and shall promptly perform such other

acts, as the Company may from time to time in its reasonable discretion deem

necessary or desirable to evidence, establish, maintain, perfect, enforce or

defend the Company's rights in Developments and in the proprietary information,

inventions, copyrights, and trademarks otherwise described in this Section 7.

8. TERMINATION.

(a) By the Executive. The Executive may resign his employment at any

time, for Good Reason (defined below) or without Good Reason, upon thirty days

written notice to the Company. Upon receipt of written notice from the Executive

of his voluntary resignation of employment, the Company may immediately

terminate the Executive's employment with the Company (which shall be deemed for

all purposes an immediate voluntary resignation by the Executive, and not a

termination by the Company) and require no further services from the Executive.

The term "Good Reason" means (i) any material breach by the Company of any

provision of this Agreement, after the Executive has given the Company thirty

days written notice of such breach and the Company has not during such period

cured the alleged breach, (ii) a reduction in the Executive's Base Salary

without the Executive's consent, or (iii) the Company's failure to continue any

benefit or compensation plan in which the Executive is participating (other than

an equal reduction in such benefits for all similarly-situated executives of the

Company). Relocation by the Company of the Executive's office or a change by the

Company of the Executive's duties and responsibilities as described in Section 2

hereof shall not be a material breach and shall not serve as the basis for a

termination by the Executive for Good Reason.

(b) By the Company. The Company may terminate the Executive's

employment for any reason, at any time, upon written notice to the Executive,

provided that the Company shall pay the Executive the amounts and benefits as

set forth in Section 8(d) or Section 8(e) below, as applicable. The Company

shall have the right to terminate the Executive's employment with the Company

under this Agreement with or without Cause. As used in this Agreement, the term

"Cause" shall mean the Executive's:

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(i) material fraud, embezzlement, theft or other act or

omission involving material dishonesty, or a crime of moral turpitude, in each

case relating to the Company's business, or constituting information known

within the Company's industry or amon