PIONEER FINANCIAL SERVICES INC
GMBH TRANSFER OF SHARES
<DOCUMENT>
<TYPE>EX-10.7
<SEQUENCE>4
<FILENAME>pfs-gmbhsharetransfer_615661.txt
<DESCRIPTION>GMBH TRANSFER OF SHARES
<TEXT>
                                                                    Exhibit 10.7
                                      Done

                                     in this
                             Free and Hanseatic City
                                   of Hamburg

On this 26th day of November 2003

Before me,

               the notary public Dr. Adam Freiherr von Kottwitz
                   residing at Neuer Wall 75, 20354 Hamburg

appeared today.

The attorney Dr. Gernot Stenger, born March 29, 1957 in Ewersbach,  domiciled at
Colonnaden 5, 20354 Hamburg,

personally known to me.

The appeared declared not to act in his own name, but on behalf of

1.   The company Pioneer Financial  Industries,  Inc., a company duly registered
     under the laws of Nevada (USA) with its principal  place of business at 955
     S. Virginia,  Ste. 116, Reno, NV 89502,  duly  represented by its President
     Mr. William D. Sullivan.

                                                hereinafter referred to as "PFI"
                                                                            ---

and

2.   The company  Pioneer  Financial  Services,  Inc, a company duly  registered
     under the laws of Missouri  (USA) with its  principal  place of business at
     4700 Belleview,  Kansas City, MO 64112,  duly  represented by its President
     Mr. Thomas Holcom.

                                                hereinafter referred to as "PFS"
                                                                            ---


<PAGE>

Acting without proper power of attorney, the appeared declared and promised that
he will submit power of  attorney/respectively  confirmation documents from both
companies without undue delay.

The appeared then declared the following:

                               TRANSFER OF SHARES

                                      ss. 1
                                Corporate matters
                                -----------------

1.   PFI is the  owner of one share in the  amount  of DM 49.000 in the  company
     Pioneer  Sales  Services   Gesellschaft  mit   beschrankter   Haftung  (the
     "Company"),  a company  duly  established  under the laws of Germany,  with
     registered  seat in Hanau,  registered with the trade register of the Lower
     Court in Hanau under number HRB 5619.  A further  share in the amount of DM
     1.000 is being held by PFS.

2.   The registered share capital of the Company amounts to DM 50.000. There are
     no outstanding  shares and no  resolutions on a capital  increase have been
     made or filed.

3.   All shares have been fully paid in.


                                      ss. 2
                                 Share transfer
                                 --------------

1.   PFI hereby  transfers  and  assigns to PFS its share in the  Company in the
     amount of DM 49.000 per the effective date (ss. 3).

     PFS agrees and accepts the transfer and the  assignment  of the share of DM
     49.000.

2.   PFI and PFS  agree  that the  share  transfer  shall  be made as a  capital
     contribution  to PFS which will be effected  within the United  States by a
     separate deed. No consideration shall be payable by PFS.



<PAGE>

                                      ss. 3
                                 Effective date
                                 --------------

The effective date for the share transfer shall be September 30, 2003.


                                      ss. 4
                                   Warranties
                                   ----------

PFI  represents  and warrants that the share in the amount of DM 49.000 has been
fully paid in, is not  encumbered or pledged or charged in any other way. PFI is
fully entitled to transfer the share as effected by this deed.


                                      ss. 5
                            Shareholders resolutions
                            ------------------------

1.   PFI and PFS hereby  declare that under waiver of all statutory  formalities
     and all  formalities  under the articles of association of the Company they
     both give  their  explicit  consent  to the share  transfer.  The  managing
     director of the Company is hereby  instructed  to issue a document  whereby
     the Company itself gives its consent.

2.   Since PFS is now the sole  shareholder  of all shares in the  Company it is
     furthermore  hereby resolved that the shares in the amount of DM 49.000 and
     DM 1.000 shall be merged into one single share in the amount of DM 50.000.

3.   Together with the share PFS acquires all rights with respect to profits and
     any undisbursed dividends.



                                      ss. 6
                                  Miscellaneous
                                  -------------

1.   The costs of this deal shall be born by PFI.

2.   Should  one or  several  provisions  of  this  agreement  be  invalid  or
     impracticable  in whole or in part then the  remainder of the  provisions
     of  this  agreement  shall  be  unaffected  thereby.  In  lieu of such an
     invalid or impractical  provision such provision  shall be deemed to have
     been replaced by a valid and practical  provision  which  corresponds  to


<PAGE>

     the spirit and the purpose of the invalid or  impracticable  provision to
     the  maximum  extent  possible.  The same shall  apply if this  agreement
     should contain omissions.

3.   This agreement shall be governed by the laws of Germany.


Read, signed and sealed



/s/ William D. Sullivan, Chief Executive Officer

</TEXT>
</DOCUMENT>
