EMPLOYMENT AGREEMENT



     EMPLOYMENT AGREEMENT (this "AGREEMENT"), effective as of April 18, 2003

(the "EFFECTIVE DATE"), among Dean Thompson ("EXECUTIVE") and OMI Communication,

Inc. ("EMPLOYER"), a Delaware corporation. Executive, Employer are hereinafter

sometimes referred to collectively as the "PARTIES" and each as a "PARTY."



     WHEREAS, Executive and Employer have entered into a certain Merger

Agreement And Plan Of Reorganization (the "MERGER AGREEMENT"), dated as of April

1, 2003, by an among National Auto Credit, Inc. ("NAC"), Employer, ORA/Metro

Incorporated ("ORA") and Executive providing, inter alia, for the merger of ORA

with and into Employer, as a subsidiary of NAC;



     WHEREAS, in conjunction with such merger, Executive desires to be hired and

employed by Employer to supervise and operate the businesses of Employer, and

Employer desires to hire and employ Executive to supervise and operate its

businesses; and



     WHEREAS, Section 5.2 of the Merger Agreement provides that the parties

hereto will enter into this Agreement;



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

covenants hereinafter set forth and other good and valuable consideration, the

receipt and sufficiency of which are hereby acknowledged, the Parties hereby

agree as follows:



1.   EMPLOYMENT OF EXECUTIVE



     Employer hereby agrees to employ Executive, and Executive hereby agrees to

be and remain in the employ of Employer, upon the terms and conditions

hereinafter set forth.



2.   EMPLOYMENT PERIOD; EMPLOYMENT YEAR



     2.1 Employment Period. Subject to earlier termination as provided in

Section 5 hereof, the term of Executive's employment under this Agreement shall

commence as of the date hereof and shall continue for a period (the "INITIAL

EMPLOYMENT PERIOD") ending on January 31, 2008. Notwithstanding anything

contained herein to the contrary, if the Stockholder's Note (as defined in the

Merger Agreement) has not been paid in full or otherwise discharged prior to the

expiration of the Initial Employment Period or, if the term of Executive's

employment under this Agreement shall have been extended as provided herein,

prior to the end such term, then Executive may, by written notice given to

Employer at least ninety (90), but not more than one hundred and eighty (180),

days prior to the date this Agreement would otherwise expire, elect to extend

the term of his employment hereunder until (a) the first anniversary of the date

the Initial Employment Period would expire or, if the term of Executive's

employment under this Agreement shall have been extended as provided herein, the

first anniversary of the date such term would have otherwise expired or (b) such

earlier date as may be specified in such notice; provided, however, that no

extension shall be effective to extend Executive's employment hereunder beyond

the date the Stockholder's Note is paid in full or otherwise discharged. As used

herein, "EMPLOYMENT PERIOD" means the Initial Employment Period plus any

extension of the term of Executive's employment under this Agreement that has

been made as provided above.





<PAGE>



     2.2 Employment Year. As used herein, an "EMPLOYMENT YEAR" means the period

commencing on the date hereof and ending on January 31, 2004 and each successive

twelve month period commencing on February 1st and ending on the following

January 31st.



3.   DUTIES AND RESPONSIBILITIES; PLACE OF PERFORMANCE



     3.1 Duties and Responsibilities. During the Employment Period, Executive

shall have the titles of, and shall serve as, President of Employer. During the

Employment Period, Executive shall devote all of his business time to Employer

and its subsidiaries (if any) and to his duties and responsibilities hereunder

and shall perform such duties and obligations (not inconsistent with his

positions as President of Employer) as may be assigned to him from time to time

by the Employer's Board of Directors (such Board of Directors, the "BOARD") or

by the Chairman or Chief Executive Officer of NAC. During the Employment Period,

Executive shall (subject to the next following sentence) have authority and

responsibility to manage all day-to-day business and operations of Employer and

its subsidiaries (if any), including the hiring of all personnel, but all

decisions with respect to the firing or other termination of personnel shall be

made jointly by Executive and by the Board or the Chairman or Chief Executive

Officer of NAC, with neither side to unreasonably withhold or delay his or its

consent. Notwithstanding anything contained herein to the contrary, Executive

shall not have authority or responsibility, without the consent or approval of

the Board or the Chairman or Chief Executive Officer of NAC, to cause Employer

(or any subsidiary of Employer) to take (or allow or permit Employer (or any

subsidiary of Employer) to take), and Executive shall not cause Employer (or any

subsidiary of Employer) to take (or allow or permit Employer (or any subsidiary

of Employer) to take), any of the following actions: (a) terminate or cease any

business or line of business of Employer (or such subsidiary) if such business

or line of business has generated revenues of at least fifty thousand dollars

($50,000) during the preceding Fiscal Year (as hereinafter defined); (b)

commence any new business or line of business or acquire any new business or

line of business from any Person (as hereinafter defined); (c) grant any

security interest in, or lien on, any of the assets or property of Employer (or

such subsidiary); (d) sell, transfer or otherwise dispose of any of the assets

or property of Employer (or such subsidiary) other than in the ordinary course

of its business consistent with past practices (which shall, to the extent

applicable, include the past practices of the ORA); (e) loan or advance any

funds (exclusive of the advancing of funds for travel and other business

expenses in accordance with Employer's Policies And Practices (as hereinafter

defined)); (f) guaranty or otherwise act as a surety with respect to any

obligations of any other Person; (g) borrow any funds or money; (h) make any

expenditure (other than a capital expenditure) in excess of one hundred thousand

dollars ($100,000); (i) make any capital expenditure (including, without

limitation, pursuant to any capitalized lease) in excess of fifty thousand

dollars ($50,000) (with it being agreed, however, that consent to capital

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