COST U LESS, INC.
                             MANAGER BONUS PROGRAM

                                        

     Effective January 1, 1998, the following MANAGER BONUS PROGRAM will be in
effect and supersede any prior bonus agreement either oral or written.  The
objective of this bonus program is to provide an incentive for key employees in
meeting the profit goals of the Company.

PARTICIPANTS
     Only manager level personnel and above will be eligible for inclusion in
the manager bonus program.  A signed agreement by the CEO or CFO of the Company
will be provided to all participants upon their inclusion in the program.

BONUS COMPUTATION
     The bonus % is to be determined by the Compensation Committee upon the
recommendation of the CEO and CFO.  "Adjusted Net Income" is computed by taking
the net income of the Company and adding back income tax expense, bonus expense
and other non operating income or expenses that Cost U Less Compensation
Committee so determines.

     If "Adjusted Net Income" is less than 80% of budgeted "Adjusted Net
Income", no bonus will be paid.  However, there is no limit on the amount of
income in excess of budget the Company can earn for which bonuses are
determined.

BONUS POOL
     The Bonus Pool is determined under "Bonus Computation" above.  Each
participant will be eligible for a % of the pool amount.  Each participants
percentage will be based upon his or her salary as the numerator and the
denominator being the combined salaries for all participants employed at the end
of the year.  For example, if your salary is $50,000 for the year and salaries
for all bonus participants for the year totals $2 million, your percentage of
the bonus pool would be 2.5%.

PAYMENT
     Payment of bonuses will be made within 60 days of year end, providing
sufficient time to obtain year end income and computation of bonus pool
percentages for each participant.  Payment will be subject to the financial
condition and resources of the Company at the time of calculation.  Payment may
be deferred based upon financial circumstances.

 
                               COST U LESS, INC.
                             MANAGER BONUS PROGRAM

                                        


PLAN TERMINATION

     The Cost U Less Compensation Committee may modify or terminate this
agreement at any time.  Amounts earned through the date of termination or
modification may not be retroactively changed.  If the plan is terminated,
amounts will be paid 45 days after the end of the month in which terminated but
will be subject to the financial condition and resources of the Company at the
time of calculation.  Payment may be deferred based upon the financial
circumstances.

EMPLOYEE TERMINATION

     To be eligible for a bonus, you must be employed at the time the bonuses
are issued.


THE COMPENSATION COMMITTEE HAS SET THE BONUS POOL PERCENTAGE AT 9% FOR 1998.



Allan C. Youngberg, VP-CFO


/s/ Allan C. Youngberg
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Signature

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