EXHIBIT 10.8


                                 LOAN AGREEMENT


This agreement (the "Agreement") sets forth the conditions upon which Forval
Corporation ("Forval") will provide a loan to PPOL, Inc. ("PPOL") to be used for
PPOL's operating funds.

1.       Forval will provide a loan to PPOL in the amount of 90,000,000 Yen on
         June 2, 2004.

         1)       PPOL has requested that a portion of the remittance be made in
                  US Dollars. This request has been accepted by Forval.
         2)       Forval will remit a portion of the 90,000,000 Yen in US
                  Dollars minus a remittance fee, and remit the remaining amount
                  of the loan in Yen. This offer is accepted by PPOL.
         3)       Regardless of the remittance date, the foregoing date (June 2,
                  2004) will serve as the loan execution date, as well as the
                  date of reckoning.

2        Repayment of the Loan

         1)       If by the due date of December 30, 2004, PPOL successfully
                  raises funds through the allocation of new shares to a third
                  party, PPOL will make a lump-sum full payment of the remaining
                  loan to Forval by said date.
         2)       If PPOL is unable to raise fund by the allocation of new
                  shares to a third party, PPOL may pay off the outstanding loan
                  by issuing new shares of equivalent value to Forval.
         3)       The issuing share price will be the market value, based on the
                  share's OTCBB closing price from the preceding day.

3        The interest rate will be at 2% per annum. PPOL will pay the interest
         by the end of September for the period beginning on the loan execution
         date through the end of September. PPOL will pay by the date of full
         payment the interest for the period beginning October 1, 2004 through
         the date of full payment to an account designated by Forval.

4        PPOL forfeits its payment period advantages and must make payments
         immediately, without any notice from Forval, if any of the following
         apply:

         1)       Actions such as a provisional attachment, a provisional
                  injunction or a seizure or public auction are taken against
                  PPOL, or PPOL declares corporate rehabilitation, corporate
                  reorganization, bankruptcy or settlement.



         2)       PPOL's payments are suspended or if it issues drafts or checks
                  with insufficient funds. 3) PPOL experiences any remarkable
                  deterioration of credit or a breach of trust.

This constitutes a loan agreement between Forval and PPOL. Both parties will
sign and seal two (2) copies of this agreement and each party will keep one (1)
original copy.

June 2, 2004

_______________________________________
Hideo Ohkubo
CEO, Forval Corporation
5-52-2 Jingu-mae, Shibuya-ku, Tokyo, Japan


_______________________________________
Nobuo Takada
CEO, PPOL, Inc.
One City Boulevard West, Suite 870
Orange, California, USA

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