EXHIBIT
      10.2 

    9.0%
      CONVERTIBLE NOTE DUE 2011

    


    
      	
              $52,984.39
                

            	
              May
                1, 2008

            


    

    


    For
      value
      received, Fiesta Communications, Inc., a Texas corporation (the “Company”),
      with
      principal offices at 900 North Main, McAllen, Texas 78501, hereby promises
      to
      pay to ATSI Communications, a Nevada corporation with principal offices at
      3201
      Cherry Ridge, Suite C300, San Antonio, Texas 78501, or registered assigns,
      the
      sum of Fifty-two Thousand nine hundred eight-four .39/100 ($52,984.39). Prior
      to
      maturity, this Note will bear interest at a rate equal to 9% per annum,
      commencing on May 1, 2008. All past due payments shall bear interest at the
      rate
      of 18% per annum from the date due until paid. Principal of this Note shall
      be
      paid at the principal offices of the Company in twelve (12) equal quarterly
      payments consisting of $5,088.56
      on August 1, 2008 (See Exhibit A) and continuing each quarterly period
      thereafter. Interest on this Note shall be computed on the amount of principal
      outstanding from time to time and paid annually in arrears commencing on May
      1,
      2008 and on each quarterly period thereafter until all accrued and unpaid
      interest has been paid. 

    


    1. DEFINITIONS.
      . The following terms have the meanings indicated: 

    


    “Affiliate”
of
      the
      Company means any person or entity, which, directly or indirectly, is in control
      of, is controlled by, or is under common control with, the Company. For purposes
      of this definition, “control” of a person or entity means the power, directly or
      indirectly, to direct or cause the direction of the management and policies
      of
      such Person, whether through the ownership of voting securities, by contract
      or
      otherwise; and the terms “controlling” and “controlled” have meanings
      correlative of the foregoing.

    


    “Capitalized
      Lease Obligation”
means
      the obligations of the Company under a lease that are required to be classified
      and accounted for as capital lease obligations under GAAP and, for purposes
      of
      this definition, the amount of such obligations at any date shall be the
      capitalized amount of such obligations at such date, determined in accordance
      with GAAP.

    


    “Common
      Stock”
means
      any and all shares, interests, or other participations in, and other equivalents
      (however designated and whether voting or non-voting) of the Company’s common
      stock, par value $0.001 per share, whether outstanding on the date hereof
      or issued after the date hereof, and includes, without limitation, all series
      and classes of such common stock.

     

    “Company”
means
      Fiesta Communications, Inc., a Texas corporation, as defined above, and includes
      any corporation, which shall succeed to or assume the obligations of the Company
      under this Note. 

    


    “Conversion
      Date”
means
      the date on which any principal of, or interest on, this Note is deemed to
      be
      converted to Common Stock pursuant to Section 2 or Section 3
      hereof.

    


    “Conversion
      Price”
means
      $0.35 per share. The Conversion Price is subject to adjustment as provided
      herein. 

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    “Conversion
      Stock”
means
      the shares of the Company’s Common Stock, issuable upon conversion of any
      principal of, or interest on, this Note. The number and character of shares
      of
      Conversion Stock are subject to adjustment as provided herein, and the term
      “Conversion Stock” shall include stock and other securities and property at any
      time receivable or issuable upon conversion of any principal of, or interest
      on,
      this Note in accordance with its terms. 

    


    “Currency
      Agreement”
means
      any foreign exchange contract, currency swap agreement or other similar
      agreement or arrangement designed to protect the Company against fluctuations
      in
      currency values.

    


    “Note”
means
      this Convertible Note. 

    


    ““GAAP”
means
      generally accepted accounting principles set forth in the opinions and
      pronouncements of the Accounting Principles Board of the American Institute
      of
      Certified Public Accountants and statements and pronouncements of the Financial
      Accounting Standards Board or in such other statements by such other entity
      as
      may be approved by a significant segment of the accounting profession of the
      United States, as in effect from time to time.

    


    “Holder”
means
      ATSI Communications, Inc., the registered holder of this Note. 

    


    “Indebtedness”
means,
      without duplication, (i) all Obligations of the Company for borrowed money,
      (ii)
      all Obligations of the Company evidenced by bonds, notes, or other similar
      instruments, (iii) all Capitalized Lease Obligations of the Company, (iv) all
      Obligations of the Company issued or assumed as the deferred purchase price
      of
      property (but excluding trade accounts payable and other accrued liabilities
      arising in the ordinary course of business that are not overdue by 180 days
      or
      more or are being contested in good faith by appropriate proceedings), (v)
      all
      Obligations for the reimbursement of any obligor on any letter of credit,
      banker’s acceptance or similar credit transaction, (vi) guarantees and other
      contingent Obligations in respect of indebtedness of other persons or entities
      of the type referred to in clauses (i) through (v) above and clause (viii)
      below, (vii) all Obligations of any other person or entity of the type referred
      to in clauses (i) through (vi) which are secured by any lien on any property
      or
      asset of the Company, the amount of such Obligation being deemed to be the
      lesser of the fair market value of such property or asset or the amount of
      the
      Obligation so secured, and (viii) all Obligations under Currency Agreements
      and
      Interest Swap Obligations of the Company.

    


    “Interest
      Swap Obligations”
means
      the Obligations of the Company pursuant to any arrangement with any other person
      or entity, whereby, directly or indirectly, the Company is entitled to receive
      from time to time periodic payments calculated by applying either a floating
      or
      a fixed rate of interest on a stated notional amount in exchange for periodic
      payments made by such other person or entity calculated by applying a fixed
      or a
      floating rate of interest on the same notional amount and shall include, without
      limitation, interest rate swaps, caps, floors, collars and similar
      agreements.

    


    
      
        
        

      

      
        -
          2
          -

        
          

        

      

      
        
        

      

    

    


    “Maturity
      Date”
means
      May 1, 2011. 

    


    “Obligations”
means
      all obligations for principal, premium, interest, penalties, fees, commissions,
      indemnifications, reimbursements, damages and other liabilities payable under
      the documentation governing any Indebtedness.

    


    2. CONVERSION.
      

    


    2.1 Conversion.
      Upon
      mutual agreement between the Holder and the Company, the principal amount of
      this Note, and all accrued and unpaid interest thereon, may be converted at
      any
      time into shares of Conversion Stock at the Conversion Price. The number of
      shares of Common Stock issuable upon conversion of this Note shall equal the
      principal amount hereof (and accrued interest thereon) divided by the Conversion
      Price. 

    


    2.2 Exercise
      of Conversion Privilege.
      In
      order to convert this Note, the Holder or the Company shall present this Note
      to
      the other party accompanied by written notice of election to convert this Note.
      As soon as practicable after the receipt of such notice, the presentation of
      this Note, and mutual agreement between the parties, the Company shall issue
      to
      the Holder a certificate or certificates for the number of shares of Conversion
      Stock issuable upon the conversion of the principal amount of this Note and
      the
      accrued and unpaid interest thereon. The effective date of such conversion
      shall
      be the close of business on the date on which such notice shall have been
      received and the mutual agreement is signed between the parties. 

    


    3. ISSUANCE
      OF CONVERSION STOCK. As soon as practicable after conversion of this Note,
      any
      installment of principal, or any interest accrued hereon, the Company, at its
      expense, will cause to be issued in the name of and delivered to the Holder,
      a
      certificate or certificates for the number of shares of Conversion Stock to
      which the Holder shall be entitled upon such conversion (bearing such legends
      as
      may be required by applicable state and federal securities laws in the opinion
      of legal counsel of the Company), together with any other securities and
      property to which the Holder is entitled upon such conversion under the terms
      of
      this Note or such interest. No fractional shares will be issued upon conversion
      of this Note; any installment of principal, or any interest accrued hereon.
      If
      upon any conversion of this Note, any installment of principal, or any interest
      accrued hereon, a fraction of a share would otherwise result, then in lieu
      of
      such fractional share the Company will pay the cash value of that fractional
      share, calculated on the basis of the applicable Conversion Price. 

    


    4. ADJUSTMENT
      PROVISIONS. The number and character of shares of Conversion Stock issuable
      upon
      conversion of this Note, any installment of principal, or any interest accrued
      hereon (or any shares of stock or other securities or property at the time
      receivable or issuable upon conversion of this Note, any installment of
      principal, or any interest accrued hereon), and the Conversion Price therefore,
      are subject to adjustment upon occurrence of the following events after the
      date
      this Note is issued: 

     

    
      
        
        

      

      
        -
          3
          -

        
          

        

      

      
        
        

      

    

     

    4.1 Stock
      Dividends, Splits, Combinations and Reclassifications.
      If the
      Company shall (i) declare a dividend or other distribution payable in securities
      of the Company, (ii) split its outstanding Common Stock into a larger number,
      (iii) combine its outstanding Common Stock into a smaller number, or (iv)
      increase or decrease the number of shares of its Common Stock in a
      reclassification of the Common Stock (including any such reclassification in
      connection with a merger, consolidation or other business combination in which
      the Company is the continuing entity), then the Conversion Price in effect
      immediately prior to such dividend or other distribution, split, combination
      or
      reclassification, as the case may be, shall forthwith be proportionally
      adjusted. Successive adjustments to the Conversion Price shall be made upon
      each
      such dividend or other distribution, split, combination or
      reclassification.

    


    4.2 Adjustment
      for Other Dividends and Distributions.
      In case
      the Company shall make or issue, or shall fix a record date for the
      determination of eligible holders entitled to receive, a dividend or other
      distribution payable in respect to the Conversion Stock that is payable in
      (a)
      securities of the Company (other than issuances with respect to which adjustment
      is made under Section 5.1), or (b) assets (other than cash dividends paid or
      payable solely out of retained earnings), then, and in each such case, the
      Holder, upon conversion of this Note, any installment of principal, or any
      interest accrued hereon, at any time after the consummation, effective date
      or
      record date of such event, shall receive, in addition to the shares of
      Conversion Stock issuable upon such conversion, the securities or such other
      assets of the Company to which the Holder would have been entitled upon such
      date if the Holder had converted this Note, any installment of principal, or
      such interest immediately prior thereto (all subject to further adjustment
      as
      provided in this Note). 

    


    4.3 Adjustment
      for Merger, Consolidation Etc. Other Than Acquisition.
      In the
      event of any merger, consolidation or other similar transaction, then the
      Holder, upon the conversion of this Note, any installment of principal, or
      any
      interest accrued hereon, at any time after the consummation of such transaction,
      shall be entitled to receive, in lieu of the stock or other securities and
      property receivable upon the conversion of this Note or such interest prior
      to
      such consummation, the stock or other securities or property to which the Holder
      would have been entitled upon the consummation of such transaction if the Holder
      had converted this Note, any installment of principal, or such interest
      immediately prior thereto, all subject to further adjustment as provided in
      this
      Note, and the successor or purchasing corporation or other entity in such
      transaction (if other than the Company) shall duly execute and deliver to the
      Holder a supplement hereto acknowledging such corporation’s or other entity’s
      obligations under this Note; and in each such case, the terms of the Note shall
      be applicable to the shares of stock or other securities or property receivable
      upon the conversion of this Note, any installment of principal, or any interest
      accrued hereon, after the consummation of such transaction. 

    


    4.4 Conversion
      of Stock.
      In case
      all of the authorized Common Stock of the Company is converted, pursuant to
      the
      Company’s Certificate of Incorporation, into other securities or property, or
      the Common Stock otherwise ceases to exist, then, in such case, the Holder,
      upon
      conversion of this Note, any installment of principal, or any interest accrued
      hereon, at any time after the date on which the Common Stock is so converted
      or
      ceases to exist (the “Termination
      Date”),
      shall
      receive, in lieu of the number of shares of Common Stock that would have been
      issuable upon such exercise immediately prior to the Termination Date, the
      stock
      and other securities and property to which the Holder would have been entitled
      to receive upon the Termination Date if the Holder had converted this Note,
      any
      installment of principal, or such interest immediately prior to the Termination
      Date (all subject to further adjustment as provided in this Note). 

     

    
      
        
        

      

      
        -
          4
          -

        
          

        

      

      
        
        

      

    

     

    4.5 Exception
      to Anti-dilution Adjustments.
      No
      adjustment to the Conversion Price will be made (i) upon the exercise of any
      warrants, options or convertible securities granted, issued and outstanding
      on
      the date of the Closing; (ii) upon the grant or exercise of any stock options
      under any employee benefit plan or otherwise issued to employees or other
      Affiliates of the Company; (iii) upon issuances of securities in an underwritten
      public offering; and (iv) upon issuances of securities as consideration for
      a
      merger, consolidation or purchase of assets in connection with any strategic
      alliance, relationship, partnership or joint venture, or in connection with
      the
      disposition or acquisition of a business, product, line of business or license
      by the Company.

     

    4.6 Notice
      of Adjustments.
      The
      Company shall promptly give written notice to the Holder of each adjustment
      or
      readjustment of the Conversion Price or the number of shares of Common Stock
      or
      other securities issuable upon conversion of this Note, or any interest accrued
      hereon. The notice shall describe the adjustment or readjustment and show in
      reasonable detail the facts on which the adjustment or readjustment is based.
      

    


    4.7 No
      Change Necessary.
      The
      form of this Note need not be changed because of any adjustment in the
      Conversion Price or in the number of shares of Common Stock issuable upon
      conversion. 

    


    4.8 Reservation
      of Stock.
      If at
      any time the number of shares of Common Stock or other securities issuable
      upon
      conversion of this Note, any installment of principal, or any interest accrued
      hereon, shall not be sufficient to effect the conversion of this Note, any
      installment of principal, or such interest, the Company will take such corporate
      action as may, in the opinion of its counsel, be necessary to increase its
      authorized but unissued shares of Common Stock or other securities issuable
      upon
      conversion of this Note, any installment of principal, or any interest accrued
      hereon, as shall be sufficient for such purpose. 

    


    5. NO
      RIGHTS
      OR LIABILITIES AS STOCKHOLDER. This Note does not by itself entitle the Holder
      to any voting rights or other rights as a stockholder of the Company. In the
      absence of conversion of this Note, any installment of principal, or any
      interest accrued hereon, no provisions of this Note, and no enumeration herein
      of the rights or privileges of the Holder, shall cause the Holder to be a
      stockholder of the Company for any purpose. The Company will not, by amendment
      of its Certificate of Incorporation or Bylaws, or through reorganization,
      consolidation, merger, dissolution, issue or sale of securities, sale of assets
      or any other voluntary action, willfully avoid or seek to avoid the observance
      or performance of any of the terms of this Note, but will at all times in good
      faith assist in the carrying out of all such terms and in the taking of all
      such
      action as may be necessary or appropriate in order to protect the rights of
      the
      Holder under this Note against wrongful impairment. 

     

    
      
        
        

      

      
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          5
          -

        
          

        

      

      
        
        

      

    

     

    
      
        6.
          SECURITY.

      

    

    


    6.1 Property.

     

    (a) Company
      assigns to the Secured Party, and creates in the Secured Party for its benefit,
      a security interest for such time until the Obligations are paid in full, in
      and
      to all of the property of the Company as set forth in Exhibit "B"
      attached
      hereto and the products thereof and the proceeds of all such items
      (collectively, the "Property"):

     

    (b) Simultaneously
      with the execution and delivery of this Agreement, the Company shall make,
      execute, acknowledge, file, record and deliver to the Secured Party any
      documents reasonably requested by the Secured Party to perfect its security
      interest in the Property. Simultaneously with the execution and delivery of
      this
      Agreement, the Company shall make, execute, acknowledge and deliver to the
      Secured Party such documents and instruments, including, without limitation,
      financing statements, certificates, affidavits and forms as may, in the Secured
      Party's reasonable judgment, be necessary to effectuate, complete or perfect,
      or
      to continue and preserve, the security interest of the Secured Party in the
      Property, and the Secured Party shall hold such documents and instruments as
      secured party, subject to the terms and conditions contained
      herein.

     

    6.2 Rights;
      Interests; Etc.

     

    (a) So
      long
      as no Event of Default (as hereinafter defined) shall have occurred and be
      continuing:

     

    (i)
      the
      Company shall be entitled to exercise any and all rights pertaining to the
      Property or any part thereof for any purpose not inconsistent with the terms
      hereof; and

     

    (ii)
      the
      Company shall be entitled to receive and retain any and all payments paid or
      made in respect of the Property.

     

    (b) Upon
      the
      occurrence and during the continuance of an Event of Default:

     

    (i)
      All
      rights of the Company to exercise the rights which it would otherwise be
      entitled to exercise pursuant to Section 2.2 hereof shall be
      suspended, and all such rights shall thereupon become vested in the Secured
      Party who shall thereupon have the sole right to exercise such rights and to
      receive and hold as Property such payments; provided, however, that if the
      Secured Party shall become entitled and shall elect to exercise its right to
      realize on the Property pursuant to Article 5 hereof, then all cash sums
      received by the Secured Party, or held by Company for the benefit of the Secured
      Party and paid over pursuant to Section 2.2 hereof, shall be applied
      against any outstanding Obligations; and

     

    (ii)
      All
      interest, dividends, income and other payments and distributions which are
      received by the Company contrary to the provisions of
      Section 2.2 hereof shall be received in trust for the benefit of the
      Secured Party, shall be segregated from other property of the Company and shall
      be forthwith paid over to the Secured Party; or 

     

    
      
        
        

      

      
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          6
          -

        
          

        

      

      
        
        

      

    

     

    (iii)
      the
      Secured Party in its sole discretion shall be authorized to sell
      any
      or all of the Property at public or private sale in order to recoup all of
      the
      outstanding principal plus accrued interest owed pursuant to the Note as
      described herein

     

    6.3 Events
      of Default.

     

    The
      following events shall be deemed “Events of Default”:

     

    
      	
              a)

            	
              Failure
                of the Company to pay any amount arising under this Note when due,
                or
                within 10 business days after it is
                due.

            


    

     

    
      	
              b)

            	
              The
                Company files, or consents by answer or otherwise to the filing against
                it
                of, a petition for relief or reorganization or arrangement or any
                other
                petition in bankruptcy, seeking to adjudicate it as bankrupt or insolvent,
                for liquidation or to take advantage of any bankruptcy, insolvency,
                reorganization, moratorium, or other similar law of any jurisdiction,
                makes a general assignment for the benefit of its creditors, or consents
                to the appointment of a custodian, receiver, trustee or other officer
                with
                similar powers with respect to it or with respect to all or substantially
                all of its property; or

            


    

     

    
      	
              c)

            	
              A
                court or governmental authority of competent jurisdiction enters
                into an
                order appointing, without consent by ATSI, a custodian, receiver,
                trustee
                or other officer with similar powers with respect to it or with respect
                to
                any of its subsidiaries or any substantial part of its property,
                or
                constituting an order for relief or approving a petition for relief
                or
                reorganization or any other petition in bankruptcy or insolvency
                law in
                any jurisdiction, or ordering the dissolution, winding-up or liquidation
                of ATSI or any of its subsidiaries, or petition for any action (including
                a petition in bankruptcy or seeking to adjudicate ATSI as bankrupt
                or
                insolvent) shall be filed against ATSI and such petition shall not
                be
                dismissed within 90 days.

            


    

     

    
      	
              d)

            	
              An
                "Event
                of Default"
                shall be deemed to have occurred under this Agreement upon an Event
                of
                Default under the Note.

            


    

     

    7. NOTICE
      OF
      DEFAULT. The Company shall give written notice to the Secured Party of the
      occurrence of any default or Event of Default under this Agreement, the Note,
      or
      any other agreement of Company for the payment of money, promptly upon the
      occurrence thereof.

     

    8. REDEMPTION.
      This Note may be redeemed, in whole but not in part, upon not less than ten
      (10)
      business days’ notice at any time at the option of the Company, at a price equal
      to 100.0% of the principal amount of this Note then outstanding plus any
      interest accrued but unpaid to the redemption date. On and after the redemption
      date, interest shall cease to accrue on this Note unless the Company defaults
      in
      payment of the redemption price on the redemption date. 

     

    9. WAIVERS.
      The Company and each surety (including all guarantors with respect to this
      Note
      and all persons pledging collateral to secure this Note), if any, hereby waives
      (i) all demands and presentments for payment, (ii) all notices of non-payment,
      intention to accelerate maturity, acceleration of maturity, protest and
      dishonor, and (iii) diligence in taking any action to collect amounts hereunder
      and in the handling of any collateral securing this Note. 

     

    
      
        
        

      

      
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          7
          -

        
          

        

      

      
        
        

      

    

     

    10. ATTORNEYS’
      FEES. In the event the Holder engages the services of attorneys for the purpose
      of enforcing this Note, or any provision thereof, the prevailing party shall
      be
      entitled to recover its reasonable expenses and costs, including attorneys’
fees. 

    


    11.
       DENOMINATIONS,
      TRANSFER AND EXCHANGE. This Note is in registered form, without coupons. A
      Holder shall register the transfer of or exchange of this Note in accordance
      with the Securities Purchase Agreement. The Company, as registrar, may require
      a
      Holder, among other things; to furnish appropriate endorsements and transfer
      documents and to pay certain transfer taxes or similar governmental charges
      payable in connection therewith as required by law and/or as permitted by the
      Securities Purchase Agreement. The registered Holder of this Note shall be
      treated as the owner of the Note for all purposes.

    


    12. GOVERNING
      LAW. THIS NOTE SHALL BE GOVERNED BY AND CONSTRUED UNDER THE INTERNAL LAWS OF
      THE
      STATE OF TEXAS, WITHOUT REFERENCE TO PRINCIPLES OF CONFLICT OF LAWS OR CHOICE
      OF
      LAWS. 

    


    13. HEADINGS.
      The headings and captions used in this Note are used for convenience only and
      are not to be considered in construing or interpreting this Note. 

    


    14. NOTICES.
      Unless otherwise provided, any notice required or permitted under this Note
      shall be given in writing and shall be deemed effectively given upon personal
      delivery to the party to be notified or upon deposit with a recognized
      international courier, fees prepaid and addressed to the Holder at the last
      address furnished to the Company by the Holder in writing or, in the case of
      the
      Company, at the principal offices of the Company, or at such other address
      as
      any party may designate by giving ten (10) days’ advance written notice to the
      other party. 

    


    15. AMENDMENTS
      AND WAIVERS. Any term of this Note may be amended, and the observance of any
      term of this Note may be waived (either generally or in a particular instance
      and either retroactively or prospectively) only with the written consent of
      the
      Company and the holder(s) of a majority of the outstanding principal amount
      of
      the Notes. Any amendment or waiver affected in accordance with this Section
      shall be binding upon the Holder of this Note and each future holder of this
      Note. 

    


    16. SEVERABILITY.
      If one or more provisions of this Note are held to be unenforceable under
      applicable law, such provision(s) shall be enforced to the maximum extent
      permitted by applicable law, and the balance of the Note shall remain in full
      force and effect. 

    


    17. USURY
      SAVINGS CLAUSE. The Company and the Holder intend that the loan evidenced by
      this Note (the “Loan”)
      shall
      be in strict compliance with applicable usury laws. If at any time any interest
      contracted for, charged or received under this Note or otherwise in connection
      with the Loan would be usurious under applicable law, then regardless of any
      provisions of this Note or the Securities Purchase Agreement, or any other
      document or any action or event (including, without limitation, prepayment
      of
      principal hereunder or acceleration of maturity) which may occur with respect
      to
      this Note or the Loan, it is agreed that all sums that otherwise would be
      usurious shall be immediately credited by the Holder as a payment of principal
      hereunder, or if this Note has already been paid, immediately refunded to the
      Company. All compensation which constitutes interest under applicable law in
      connection with the Loan shall be amortized, prorated, allocated and spread
      over
      the full period of time any indebtedness is owing by the Company under the
      Loan,
      to the greatest extent permissible without exceeding the maximum rate of
      interest allowed by applicable law in effect from time to time during such
      period.

     

    
      
        
        

      

      
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          8
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    IN
      WITNESS WHEREOF, the Company has caused this Note to be signed in its name
      as of
      the date first above written. 

    


    
      	
              FIESTA
                COMMUNICATIONS, INC.

            	 
	 	 	 
	
              By:

            	
              /s/
                Arthur L Smith

            	 
	
              Name:

            	
              Arthur
                L Smith

            	 
	
              Title:

            	
              President

            	 
	 	 	 
	
              Date:

            	
              May
                1, 2008

            	 


    

    


    
      
        
        

      

      
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          9
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    EXHIBIT
      A

    

      Fiesta
        Communication

      Amortization
        Schedule

      Convertible
        Note with ATSI (Sale of Telefamilia)

    

    
      
        	 	 	 	 	 
	
                Gross
                  pmt's: 

              	 	
                $

              	
                61,062.68

              	 
	
                 

              	 	 	
                
                

              	 
	
                Quarterly
                  pmt.

              	 	
                $

              	
                5,088.56

              	 
	
                Interest
                  Rate:

              	 	 	
                9.0000

              	
                %

              
	
                Daily
                  rate

              	 	 	
                0.0247

              	
                %

              
	
                Term:

              	 	 	
                12
                  Quarters

              	 


      

    

    


    
      	 	 	 	 	 	 	 	 	 	 	 	 	
              CURRENT

            	 	
              LONG TERM

            	 	 	 
	
              PMT.

            	 	 	 	
              QUARTERLY

            	 	 	 	
              REDUCTION

            	 	
              TOTAL

            	 	
              PORTION

            	 	
              PORTION

            	 	 	 
	
              NO:

            	 	
              DATE

            	 	
              PAYMENT

            	 	
              INTEREST

            	 	
              OBLIGATION

            	 	
              OBLIGATION

            	 	
              OBLIGATION

            	 	
              OBLIGATION

            	 	
              TOTAL

            	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	
              
                May
                  1, 2008

              

            	 	 	
               

            	 	 	
               

            	 	 	
               

            	 	
              $

            	
              52,984.39

            	  	
              $

            	
              16,114.90

            	  	
              $

            	
              36,869.49

            	  	
              $

            	
              52,984.39

            	 
	
              1

            	 	 	
              August
                1, 2008

            	 	
              $

            	
              5,088.56

            	  	
              $

            	
              1,201.70

            	  	
              $

            	
              3,886.86

            	  	
              $

            	
              49,097.53

            	 	
              $

            	
              16,480.46

            	 	
              $

            	
              32,617.07

            	 	
              $

            	
              49,097.53

            	 
	
              2

            	 	 	
              November
                1, 2008

            	 	
              $

            	
              5,088.56

            	 	
              $

            	
              1,113.52

            	 	
              $

            	
              3,975.03

            	 	
              $

            	
              45,122.50

            	 	
              $

            	
              16,854.32

            	 	
              $

            	
              28,268.18

            	 	
              $

            	
              45,122.50

            	 
	
              3

            	 	 	
              February
                1, 2009

            	 	
              $

            	
              5,088.56

            	 	
              $

            	
              1,023.35

            	 	
              $

            	
              4,065.21

            	 	
              $

            	
              41,057.29

            	 	
              $

            	
              17,236.66

            	 	
              $

            	
              23,820.63

            	 	
              $

            	
              41,057.29

            	 
	
              4

            	 	 	
              May
                1, 2009

            	 	
              $

            	
              5,088.56

            	 	
              $

            	
              900.76

            	 	
              $

            	
              4,187.80

            	 	
              $

            	
              36,869.49

            	 	
              $

            	
              17,614.92

            	 	
              $

            	
              19,254.58

            	 	
              $

            	
              36,869.49

            	 
	
              5

            	 	 	
              August
                1, 2009

            	 	
              $

            	
              5,088.56

            	 	
              $

            	
              836.13

            	 	
              $

            	
              4,252.43

            	 	
              $

            	
              32,617.07

            	 	
              $

            	
              18,014.51

            	 	
              $

            	
              14,602.56

            	 	
              $

            	
              32,617.07

            	 
	
              6

            	 	 	
              November
                1, 2009

            	 	
              $

            	
              5,088.56

            	 	
              $

            	
              739.67

            	 	
              $

            	
              4,348.89

            	 	
              $

            	
              28,268.18

            	 	
              $

            	
              18,423.17

            	 	
              $

            	
              9,845.01

            	 	
              $

            	
              28,268.18

            	 
	
              7

            	 	 	
              February
                1, 2010

            	 	
              $

            	
              5,088.56

            	 	
              $

            	
              641.01

            	 	
              $

            	
              4,447.55

            	 	
              $

            	
              23,820.63

            	 	
              $

            	
              18,841.10

            	 	
              $

            	
              4,979.53

            	 	
              $

            	
              23,820.63

            	 
	
              8

            	 	 	
              May
                1, 2010

            	 	
              $

            	
              5,088.56

            	 	
              $

            	
              522.50

            	 	
              $

            	
              4,566.06

            	 	
              $

            	
              19,254.58

            	 	
              $

            	
              19,254.57

            	 	
              $

            	
              0.00

            	 	
              $

            	
              19,254.58

            	 
	
              9

            	 	 	
              August
                1, 2010

            	 	
              $

            	
              5,088.56

            	 	
              $

            	
              436.54

            	 	
              $

            	
              4,652.02

            	 	
              $

            	
              14,602.56

            	 	
              $

            	
              14,602.55

            	 	
              $

            	
              0.00

            	 	
              $

            	
              14,602.56

            	 
	
              10

            	 	 	
              November
                1, 2010

            	 	
              $

            	
              5,088.56

            	 	
              $

            	
              331.01

            	 	
              $

            	
              4,757.55

            	 	
              $

            	
              9,845.01

            	 	
              $

            	
              9,845.00

            	 	
              $

            	
              0.00

            	 	
              $

            	
              9,845.01

            	 
	
              11

            	 	 	
              February
                1, 2011

            	 	
              $

            	
              5,088.56

            	 	
              $

            	
              223.08

            	 	
              $

            	
              4,865.47

            	 	
              $

            	
              4,979.53

            	 	
              $

            	
              4,979.53

            	 	
              $

            	
              0.00

            	 	
              $

            	
              4,979.53

            	 
	
              12

            	 	 	
              May
                1, 2011

            	 	
              $

            	
              5,088.56

            	 	
              $

            	
              109.03

            	 	
              $

            	
              4,979.53

            	 	
              $

            	
              0.00

            	 	
              $

            	
              0.00

            	 	
              $

            	
              0.00

            	 	
              $

            	
              0.00

            	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	
              TOTAL:

            	 	
              $

            	
              61,062.68

            	 	
              $

            	
              8,078.30

            	 	
              $

            	
              52,984.39

            	 	 	  	 	 	  	 	 	  	 	 	  	 


    

    


    
      
        
        

      

      
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