ENGAGEMENT LETTER

                                  Exhibit 10.1

                     Cornerstone Direct Public Offerings LLC

2450 Atlanta Highway, Suite 904, Cumming GA 30040             (678) 455-1100

                                                              (678) 455-1114 FAX

                                                               February 12, 2003

Cecil A. Brooks, President

John T. Ottinger, Vice President

PIF/Cornerstone Ministries Investments, Inc.

6030 Bethelview Road, Suite 203

Cumming, GA 30040

Dear Revs. Brooks and Ottinger:

      This is the  proposed  engagement  letter you  requested,  describing  our

services and fees for the next proposed offering of your securities, referred to

as "Series E.".

Program Design.  Both the marketing and the regulatory  compliance steps will be

designed into one program. We would help you conclude the following  preparatory

decisions and actions:

      (a) Amount of the offering,  timing and pricing.  We will work with you to

do an analysis of the market and  distribution  capability for your  securities,

and how that relates to your needs for cash to fund  maturing  certificates  and

your lending plans.  We can discuss timing of the offering,  as it best fits the

proposed market and  availability of the people who will be most involved in the

project.  We will help you arrive at the terms of the new  certificates  and the

price of any common or preferred stock.

      (b) Choice of securities to be offered.  You have previously  offered both

shares of common stock and multiple forms of  certificates of  indebtedness.  We

will  review  the pros and cons of  various  combinations  and advise you on the

choice of securities for this offering.

      (c) Regulatory filings. We have reviewed the interrelationship among state

regulatory standards, SEC filings and exemptions and approval for listing on the

Chicago  Stock  Exchange.  We will  help  you come to a  conclusion  on the best

selection of filings for the proposed offering.

      (d) Market and marketing  methods.  You have developed a  "broker-assisted

direct public offering" process, that is, PIF/Cornerstone Ministries markets its

shares directly to its affinity  groups,  and has also created a "selling group"

of securities  broker-dealers  for marketing to their  customers and  prospects.

That selling group is managed by Wellstone Securities,  Inc. We will assist your

relationship with Wellstone  Securities and will also help you make decisions on

the use of any marketing media, the budget,  the methods used to close the sales

and related marketing alternatives.

      (e)  Aftermarket  trading.  We will help manage your admittance to trading

your common stock on the Chicago Stock  Exchange and an  order-matching  service

for your certificates of indebtedness. 

<PAGE>

PIF/Cornerstone  Ministries Investments, Inc.                  February 12, 2003

Direct Public Offering                                                    page 2

<