VOTING AGREEMENT



      This VOTING AGREEMENT (the "Agreement") is made and entered into as of

June 27, 2005, between and among FIRST MONTUAK FINANCIAL CORP., a New Jersey

corporation ("FMFK"), and the undersigned stockholder (the "Stockholder") of

OLYMPIC CASCADE FINANCIAL CORPORATION, a Delaware corporation ("OLYMPIC"). All

capitalized terms herein not otherwise defined shall have the meaning ascribed

to them in the Merger Agreement (as defined below).



                                    RECITALS



      WHEREAS, pursuant to an Amended and Restated Agreement and Plan of Merger

dated as of the date hereof (the "Merger Agreement") by and among OLYMPIC, OLY

Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of FMFK

("MERGER SUB"), and FMFK, MERGER SUB is merging with and into OLYMPIC (the

"Merger") and OLYMPIC, as the surviving corporation of the Merger, will thereby

become a wholly owned subsidiary of FMFK;



      WHEREAS, the Stockholder is the beneficial owner (as defined in Rule 13d-3

under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) of

shares of the outstanding (i) common stock, $0.02 par value per share, and/or

(ii) Series A Preferred Stock, $0.01 par value per share, of OLYMPIC in the

amounts indicated on the final page of this Agreement (the "Shares"); and



      WHEREAS, in consideration of the execution of the Merger Agreement by

FMFK, and as a condition to such execution, the Stockholder agrees (i) not to

transfer or otherwise dispose of any of such Stockholder's Shares or New Shares

(as defined below), or any and all other shares or securities of OLYMPIC issued,

issuable, exchanged or exchangeable in respect of any Shares or New Shares

(collectively with respect to each Stockholder, the "Securities"), and (ii)

agrees to vote such Stockholder's Securities as set forth herein.



      NOW, THEREFORE, in contemplation of the foregoing and in consideration of

the mutual agreements, covenants, representations and warranties contained

herein and intending to be legally bound hereby, the parties agree as follows:



      1. Agreement to Retain Shares.



            1.1 Transfer and Encumbrance. The Stockholder agrees to be subject

to such Stockholder's Proxy (as defined in Section 3) and agrees that it will

not take or permit any action to, directly or indirectly, (i) transfer, sell,

assign, give, pledge, exchange or pledge, or otherwise dispose of or encumber

the Stockholder's Securities prior to the Expiration Date, or to make any offer

or agreement relating thereto, at any time prior to the Expiration Date; (ii)

deposit any of the Stockholder's Securities into a voting trust or enter into a

voting agreement or arrangement with respect to such Stockholder's Securities or



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grant any proxy or power of attorney with respect thereto, in each case, in a

manner that conflicts or may conflict with the Stockholder's obligations

hereunder, or (iii) enter into any contract, option or other arrangement or

undertaking with respect to the direct or indirect sale, assignment, transfer,

exchange or other disposition of or transfer of any interest in or the voting of

any of the Stockholder's Securities, in each case, in a manner that conflicts or

may conflict with the Stockholder's obligations hereunder. As used herein, the

term "Expiration Date" shall mean the earlier to occur of (i) the Effective Time

(as such terms is defined in the Merger Agreement), and (ii) the date on which

the Merger Agreement is terminated in accordance with its terms (including any

extensions to the Merger Agreement, as provided for therein).



            1.2 New Shares. The Stockholder agrees that any shares or securities

of the capital stock of OLYMPIC that the Stockholder purchases or with respect

to which the Stockholder otherwise acquires beneficial ownership after the date

of this Agreement and prior to the Expiration Date (the "New Shares"), and any

and all other shares or securities of OLYMPIC issued, issuable, exchanged or

exchangeable in respect of any New Shares, shall be subject to the terms and

conditions of this Agreement to the same extent as if they constituted Shares.



      2. Agreement to Vote. At every meeting of the stockholders of OLYMPIC

called with respect to any of the following, and at every adjournment thereof,

and on every action or approval by written consent of the stockholders of

OLYMPIC with respect to any of the following, the Stockholder agrees to vote

such Stockholder's Securities: (i) in favor of approval of the Merger Agreement,

the Merger, the transactions contemplated thereby and any matter that could

reasonably be expected to facilitate the Merger; (ii) in favor of any

alternative structure as may be agreed upon by OLYMPIC and FMFK to effect the

acquisition of OLYMPIC by FMFK or of control of OLYMPIC; provided that such

alternative structure is on terms in the aggregate no less favorable to

OLYMPIC's stockholders than the terms of the Merger set forth in the Merger

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