EQUIPMENT LEASE AGREEMENT

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Exhibit 10.8

EQUIPMENT LEASE AGREEMENT

THIS EQUIPMENT LEASE AGREEMENT ("Agreement") is entered into by and between

FortuNet, Inc., a Nevada Corporation ("Lessor"), and K & B Sales, Inc., d/b/a

Goodtime Bingo, an Oklahoma Corporation ("Lessee").

RECITALS

A. Lessee is an authorized, Texas licensed distributor of bingo equipment.

B. Lessor is a Texas licensed manufacturer of bingo equipment and has developed

bingo gaming systems which have been approved by the Texas Lottery Commission.

Definitions:

(a) "System" denotes the equipment and software supplied by FortuNet, Inc. and

more fully described on attached Exhibit "A".

(b) "Equipment" includes, but is not limited to, computers, portable units,

stationary units, transmitters, battery chargers, ticket printers, log printers,

furniture and any other supplies and personal property supplied by FortuNet for

operation of the System.

(c) "Delivery" occurs when the System is delivered to Lessee's place of business

or End User's facility.

(d) "Install", "installed" or "installation" occurs when the End User starts to

derive revenue from the use of the System.

(e) "End User" is the party identified as the User or End User in the Placement

Agreement used by Lessee.

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

contained in this Agreement to be performed by Lessor and Lessee, and for other

valuable consideration, Lessor and Lessee agree as follows:

1. LEASE OF EQUIPMENT.

(a) Lease and Delivery. Lessor agrees to lease to Lessee, and Lessee agrees to

lease from Lessor a System and Equipment (collectively referred to as "System").

If the order submitted by

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Lessee for an End User location is accepted by Lessor, meets or exceeds the

minimum criteria established by the parties, Lessor shall ship the System to the

address identified by Lessee.

January 4, 1999 by:

Date of Acceptance ------------------------------------

on behalf of FortuNet

EXISTING INSTALLATIONS - EXHIBIT A

On or Before Date to Ship System

2. AUTHORIZATION TO SUBLEASE.

Lessee is hereby given express and written permission to sublease the

System to an End User.

3. LEASE TERM.

(a) Term of Lease: The Term of this Lease shall commence on the date of

execution. The Agreement shall continue for a period of one year, (the "Term")

unless the Term is extended and the Term shall automatically extend for

additional one year periods unless Lessee provides written notice to Lessor of

Lessee's intention not to extend this Agreement. Such notice must be provided

not less than thirty (30) days before the expiration of the Term or any

extension. Lessor shall have the right to terminate this Lease at the end of the

primary Term or any extension by giving written notice to Lessee of its

intention not to renew this Lease for another term at least thirty days prior to

the expiration of the Term or any extension.

4. INSTALLATION AND TRAINING. Lessor recognizes and accepts the full

responsibility for installing the System and initial training of the End User.

Ongoing training shall be provided by Lessee.

5. LEASE RENTS AND PAYMENTS.

(a) Lessee shall pay Lessor rent for the System as follows: a percentage of the

collected revenues received from the End User for subleasing the System from

Lessee based on the schedule in Exhibit "B" attached hereto. The per unit

average weekly revenue shall be calculated and paid based on each hall's

revenues instead of an aggregate calculation.

(b) Lessee's rental payments shall be made on a weekly basis (Monday through

Sunday) and shall be paid in lawful money of the United States. Lessee shall

deposit rent payments to Lessor by depositing same in the U.S. Postal Service,

with payments due on Wednesday of the following week commencing the Wednesday of

the week after installation of the System.

(c) Delinquent Payments. If Lessee fails to pay to Lessor any portion of any

rental payment or any other sum required to be paid by Lessee to Lessor under

this Lease within fifteen (15) days after

LEASE AGREEMENT PAGE 2

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the date the payment or sum was due, Lessee shall pay interest on such

delinquency to Lessor from the date such payment was due until the date such

payment is made at the rate of ten percent (10%) per annum. Any delinquent

payment shall be paid by Lessee upon demand by Lessor.

6. LESSOR'S OWNERSHIP OF THE SYSTEM.

(a) Title. Lessee acknowledges and agrees that Lessor is the sole owner of the

System, and that by executing this Lease, Lessee shall not possess or obtain any

ownership interest, legal or equitable, in (i) the System or (ii) Lessor's

intellectual property pertaining to the System. Lessee shall execute such

supplemental instruments as Lessor may reasonably deem necessary or advisable

and shall otherwise cooperate to protect and defend the right and title of

Lessor to the System. The System is, and shall at all times be and remain, the

personal property of the Lessor, FortuNet, Inc., of Las Vegas, Nevada,

notwithstanding that the Equipment or any part of it may now be, or hereafter

become, in any manner affixed or attached to real property.

(b) Equipment Labels. Lessee agrees that Lessor may place such labels, plates,

or other markings on the Equipment as Lessor, in Lessor's discretion, deems

appropriate to identify its interest in the Equipment. Lessee agrees to use its

best efforts to not allow or to permit the removal or concealment of any such

labels, plates, or markings.

7. TAXES.

In addition to the weekly rental set forth in this Agreement, Lessee shall

pay all sales and use taxes required to be collected by the State of Texas that

are levied or based upon the leasing of the System, excluding, however, all

taxes on or computed by reference to Lessor's income and personal property taxes

and similar obligations for which Lessor is primarily liable.

8. REPAIRS AND MAINTENANCE.

Lessor shall provide Lessee with technical support by telephone twenty-four (24)

hours per day, seven (7) days per week, during the Term or extension. Upon

receipt in Las Vegas, Nevada, by the Lessor of a shipment of the System or any

part thereof from the Lessee, Lessor will promptly repair or repl