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SUMMARY OF EMPLOYMENT TERMS

                                  BETWEEN
                            COFFEE PEOPLE, INC.
                                    AND
                              SECOND CUP INC.
                                    AND
                              KENNETH B. ROSS

These summary employment terms are effective from the Closing Date of the
transaction contemplated by the Acquisition Agreement between Coffee People,
Inc. (the "Company") and Second Cup Inc., dated November 13, 1997 (the
"Transaction"). All salary and bonus provisions contained herein shall replace
any then existing compensation as at the Closing Date.

1. TERM: One year from the Closing Date of the Transaction. The
   Closing Date is expected to be on or before March 31,
   1998.




2. LOCATION: Portland, Oregon with expense paid travel as required.




3. TITLE: Vice President, Finance and Secretary, Coffee People, Inc.




4. DUTIES: Reporting to the CEO of Coffee People, Inc., all duties
   customarily assigned to this position.




5. COMPENSATION: Annual Salary: Base salary fixed at $115,000.00 per annum.

   
   
   

                 Salary Adjustment:  $7,500.00 payable six months following
                 the  Closing   Date,   provided   the   employee  has  not
                 voluntarily resigned from the employment of the Company.
   
   
             $7,500.00  payable  twelve  months  following  the Closing
             Date,  provided the employee has not voluntarily  resigned
             from the  employment  of the Company.  Should the employee
             resign  subsequent  to six months from the  Closing  Date,
             this payment  shall be "pro rated" for the period  between
             six  months  after the  Closing  Date and the last date of
             employment.
   
   
             Success Fee:  $25,000.00  payable six months following the
             Closing  Date,  provided the employee has not  voluntarily
             resigned from the  employment of the Company prior to this
             date.
   
   
             Bonus: $16,250.00 payable six months following the Closing
             Date,  provided the employee has not voluntarily  resigned
             from the employment of the Company prior to this date.
   
   
             $16,250.00  payable  twelve  months  following the Closing
             Date,  provided the employee has not voluntarily  resigned
             from the employment of the Company prior to this date.
   
   
   




6. BENEFITS: To be no less favorable than those currently in place.
   <PAGE>




7. TERMINATION
   WITH CAUSE: Wages paid through termination date plus one month
   severance paid.

   
   
   

                 If  termination  is in the first six months  following the
                 Closing Date, then no salary adjustment shall be paid.
   
   
             If termination  is after six months  following the Closing
             Date, then the salary  adjustment for the second six month
             period  shall  be pro  rated to the  termination  date and
             paid.
   
   
             Bonus  and  success  fee  entitlement  forfeited,   unless
             termination  occurs  subsequent  to payment  dates.  There
             shall be no  accrued  calculation  of  bonuses  or success
             fee--these  payments  vest  on a  lump  sum  basis  on the
             payment dates.
   
   
             Employee benefits cancelled at employer's option.
   
   
   




8. TERMINATION
   WITHOUT CAUSE: Wages paid through termination date and the later of
   twelve months following the Closing Date or six months
   following termination, paid as a lump sum less all
   applicable withholding taxes.

   
   
   

                 Any  unpaid  salary  adjustment  to  be  paid,  less  all
                 applicable withholding taxes.
   
   
             All  outstanding  bonus and success fee payments vest upon
             termination   and  are  to  be   paid,   less   applicable
             withholding taxes.
   
   
             Employee  benefits  remain  in  effect  for the  severance
             period.
   
   
   




9. VOLUNTARY
   RESIGNATION: Employee agrees to provide 90 days' written notice of
   resignation.

   
   
   

                 Wages paid through last date of employment, which shall be
                 90 days after  employee  has  provided  written  notice of
                 resignation,  unless at its option, the Company determines
                 an earlier  effective date of resignation,  in which case,
                 wages  shall  only  be  paid  to  the  effective  date  of
                 resignation.
   
   
             No  additional  bonus or success  fee  monies  paid if not
             otherwise payable by last date of employment.
   
   
             Employee benefits cease as of last date of employment.
   
   
   

These terms of employment, effective from the Closing Date of the Transaction,