

                              Consulting Agreement


     THIS AGREEMENT  made this 15th day of December,  1998,  between  Powerhouse
Technologies,  Inc.,  and its  subsidiary  corporations,  2311  South  7th Ave.,
Bozeman,  MT 59715  (collectively the "Company"),  and IEP Advisors,  Inc., 1275
Pennsylvania Avenue NW, 10th Floor, Washington, DC 20004 ("IEP").

     The parties agree as follows:

Section 1:     Scope of Work.

          IEP shall assist the Company in expanding its international activities
          by:

          A)   Identifying  potential  new  markets  for  the  Company  and  its
               affiliates to enter;

          B)   Providing political analysis relevant to market entry in targeted
               countries,  including  identifying and establishing  contact with
               key decision-makers in target countries;

          C)   Conducting surveys in new markets for potential local partners;

          D)   Assisting  the  Company  and  its  affiliates  in  preparing  and
               submitting proposals and bids in new markets; and

          E)   Evaluating  the  viability of obtaining  outside  equity and debt
               financing  from both  private  and public  sources to support the
               Company  and its  affiliates  in  their  international  expansion
               plans.

Section 2:     Compensation.

          A)   In consideration of IEP's performing its services hereunder,  the
               Company  shall pay IEP a monthly fee of $15,000,  payable  within
               twenty (20) days after the submission by IEP of a monthly invoice
               with a description of the services  rendered during the preceding
               month by IEP hereunder.

          B)   The Company shall reimburse IEP its actual  expenses  incurred in
               carrying  out  the  activities  described  in  Section  1  above,
               including  costs  of  travel,  telephone  and post  charges,  and
               printing  costs.  IEP shall provide the Company with  appropriate
               documentation to support each expense.

Section 3:     Term.

               Subject to the annual approval of this Agreement by the Company's
               Board of Directors,  this Agreement will otherwise  continue on a
               month-to-month  basis, and may be terminated by either party, for
               any reason, upon 30 days written notice of intent to terminate to
               the other party.

Section 4:     During  the term  hereof,  IEP  agrees  to use its best  efforts,
               skill,  knowledge  and  experience  in  the  performance  of  its
               services  hereunder;  and IEP will  not  directly  or  indirectly
               maintain any business or  financial  interests,  or engage in any
               business

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               or financial  activities,  or perform  similar  type  services as
               provided  hereunder  which  conflict  with the  interests  of the
               Company  or  otherwise  interfere  with  IEP's  ability  to fully
               discharge  its  services  hereunder.   IEP  also  agrees  not  to
               disclose,  either  during  the term  hereof  or  thereafter,  any
               unpublished or confidential  proprietary  information  concerning
               the business of the Company obtained by IEP hereunder.

Section 5:

          A)   It is understood that IEP will perform its services  hereunder as
               an independent contractor,  and that it is not an employee, agent
               or legal representative of the Company for any purpose.

          B)   This agreement is not assignable by IEP.

          C)   Nothing in this Agreement  shall prejudice or alter the rights of
               either party under any other valid existing or future  agreements
               between these parties.

Section 6.     IEP  hereby  acknowledges  that  it has  received  and  read  the
               Company's Code of Conduct and agrees to abide by its  provisions.
               IEP  further  agrees  that its  employees  and  agents  rendering
               services on behalf of the Company  will be provided a copy of the
               Code of Conduct and that such persons will likewise  abide by its
               provisions.

Section 7.     It is understood  that the IEP services to be provided  hereunder
               shall be separate  and distinct  from (i) any services  otherwise
               being or to be provided by Richard R. Burt,  (in his  capacity as
               an  individual  and not as Chairman of IEP),  whose  relationship
               with  the  Company  as a  consultant  is  covered  by a  separate
               agreement;  and (ii) Mr. Burt's duties and  responsibilities as a
               Director and Chairman of the Board of Directors of the Company.

Section 8.     IEP  understands   that:  (i)  the  Company  and  its  directors,
               officers,  employees and consultants are subject to investigation
               and regulation by governmental  regulatory  agencies;  (ii) IEP's
               engagement  hereunder  is subject to review and  approval  by the
               Company's Compliance Committee;  ( in addition to approval by the
               Board of  Directors)  and (iii)  IEP's  engagement  hereunder  is
               subject to the  maintenance  in good  standing of its status with
               such agencies.

Section 9.     This Agreement  shall not be modified except in writing signed by
               both parties hereto.

Section 10.    This  Agreement  shall be governed by the laws of Montana and the
               parties  agree to submit  to the  exclusive  jurisdiction  of the
               courts of that state.



IEP ADVISORS INC.                            POWERHOUSE TECHNOLOGIES, INC.

By:  /S/ Richard R. Burt                     By:  /S/ Susan J. Carstensen
     --------------------------                   ------------------------------
Title: Chairman                              Title: CFO
       ------------------------                     ----------------------------


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