THE
      SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE
      SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE. THE
      SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE SOLD, ASSIGNED,
      TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH SUCH ACT AND
      LAWS. 

    


     

    AMENDED
      AND RESTATED

    SECURED
      PROMISSORY NOTE

    


    
      	$_____________	
               ___________,
                2007

            

 

    FOR
      VALUE RECEIVED,
      the
      undersigned, SENTRA
      CONSULTING CORP., a
      Nevada
      Corporation (the “Maker”), promises to pay to _________________,
      (the
“Payee”), on or before January 31, 2008 (the “Payment Date”) the principal sum
      of ________________ and 00/100 ($________) Dollars (the “Principal
      Amount”).

    


    Interest
      shall accrue on the unpaid balance of the Principal Amount at a rate of one
      and
      one-half percent (1.5%) per month (the “Interest Rate”). All interest payable
      hereunder shall be computed on the basis of actual days elapsed and shall be
      due
      and payable on the Payment Date.

    


    Maker
      shall have the right to prepay all or any portion of the Outstanding Principal
      Amount and accrued interest thereon at any time without penalty or premium.
      All
      payments hereunder when paid shall be applied first to the payment of all
      accrued interest and the balance shall be applied to principal.

    


    Notwithstanding
      any provision contained herein, the total liability of Maker for payment of
      interest pursuant hereto, including late charges, shall not exceed the maximum
      amount of such interest permitted by law to be charged, collected, or received
      from Maker, and if any payments by Maker include interest in excess of such
      a
      maximum amount, Payee shall apply such excess to the reduction of the unpaid
      principal amount due pursuant hereto, or if none is due, such excess shall
      be
      refunded.

    


    Upon
      the
      occurrence and continuance of an Event of Default (hereafter defined) (whatever
      the reason for such Event of Default and whether it shall be voluntary or
      involuntary or be effected by operation of law or pursuant to any judgment,
      decree or order of any court or any order, rule or regulation of any
      administrative or governmental body), interest shall accrue on the unpaid
      balance of the Principal Amount at a rate of two percent (2%) per month (the
      “Default Interest Rate”).

    


    1. Events
      of Default.
      In case
      one or more of the following events (each, an “Event of Default”) (whatever the
      reason for such Event of Default and whether it shall be voluntary or
      involuntary or be effected by operation of law or pursuant to any judgment,
      decree or order of any court or any order, rule or regulation of any
      administrative or governmental body) shall have occurred and be
      continuing:

    


    
      
         

      

      
         

        
          

        

      

      
         

      

    

    a. Default
      in the payment, when due or declared due, of any principal or interest payments
      hereunder.

    


    b. Maker
      makes a general assignment for the benefit of creditors; or, in the absence
      of
      such application, consent, acquiescence or action, a trustee, receiver or other
      custodian is appointed for Maker; or for a substantial part of the property
      of
      Maker; or any bankruptcy, reorganization, debt arrangement or other proceeding
      under any bankruptcy or insolvency law, or any dissolution or liquidation
      proceeding, is authorized or instituted by, or instituted against, Maker; or
      any
      warrant of attachment or similar legal process is issued against any substantial
      part of the property of Maker.

    


    c. Any
      representation or warranty made by Maker under this Note shall be untrue or
      misleading in any material respect when made.

    


    d. Maker
      shall have breached any of its covenants and agreements hereunder.

    


    then,
      in
      each case where an Event of Default occurs, the Payee, by notice in writing
      to
      Maker shall inform Maker of such Event of Default and if such default is not
      cured within sixty business days from the date such notice is received by Maker,
      then Payee, may, at its option, declare the outstanding Principal Amount to
      be
      due and payable immediately, and upon any such declaration the same shall become
      immediately due and payable. 

    


    As
      additional consideration for the execution and delivery of this Note, on the
      Payment Date Maker shall pay Payee an additional one percent (1%) of the
      Principal Amount.

    


    2. Representations
      of Payee. The
      Payee
      hereby acknowledges, represents and warrants to, and agrees with, the Maker
      as
      follows:

    


    a.
      The
      Payee
      is executing the transactions contemplated by this Note and the Warrant
      Agreement dated ________________, 2007 between the Maker and Payee (the “Warrant
      Agreement”; capitalized terms used herein not otherwise defined shall have the
      meanings ascribed to such terms in the Warrant Agreement), for his own account
      as principal, not as a nominee or agent, for investment purposes only, and
      not
      with a view to, or for, resale, distribution, or fractionalization thereof,
      in
      whole or in part, and no other person has a direct or indirect beneficial
      interest in this Note, the Warrants or the Warrant Shares or any portion
      thereof. Further, the Payee does not have any contract, undertaking agreement
      or
      arrangement with any person to sell, transfer or grant participations to such
      person or to any third person, with respect to the Note, the Warrants or the
      Warrant Shares (collectively, the “Securities”) in whole or in
      part.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

    


    b.
      The
      Payee
      is not investing in the Securities as a result of, or subsequent to, any
      advertisement, article, notice, or other communication published in any
      newspaper, magazine or similar media or broadcast over television or radio,
      or
      presented at any seminar or meeting, or any solicitation of a subscription
      by a
      person other than the officers of the Maker.

    


    c.
      Payee
      understands that the Securities have not been registered under the Securities
      Act of 1933, as amended (the “Securities Act”) or registered or qualified under
      any the securities laws of any state or other jurisdiction, and are “restricted
      securities,” and cannot be resold or otherwise transferred unless they are
      registered under the Securities Act, and registered or qualified under any
      other
      applicable securities laws, or an exemption from such registration and
      qualification is available. 

    


    d.
      Payee
      is
      an “accredited investor” as that term is defined in Rule 501 of the General
      Rules and Regulations under the Securities Act by reason of Rule
      501(3).

    


    e.
      Payee
      is
      (i) experienced in making investments of the kind described herein and in the
      Warrant Agreement and related documents, (ii) able, by reason of the business
      and financial experience of its officers (if an entity) and professional
      advisors (who are not affiliated with or compensated in any way by the Maker
      or
      any of its affiliates or selling agents), to protect his own interests with
      respect to the Securities, and (iii) able to afford the entire risk of loss
      of
      his investment in the Securities.

    


    f.
      Payee
      has
      the financial ability to bear the economic risk of his investment in the
      Securities, has adequate means for providing for his current needs and personal
      contingencies and has no need for liquidity with respect to any investment
      made
      pursuant to this Note and the Warrant Agreement. Payee has such knowledge and
      experience in financial and business matters as to be capable of evaluating
      the
      merits and risks of the prospective investment in the Securities.

    


    g.
      Payee
      has
      reviewed or received copies of all reports and other documents filed by Maker
      with the Securities and Exchange Commission and any other documents or
      information requested by Payee.  

    


    h.
      Other
      than as set forth herein, Payee is not relying upon any other information,
      representation or warranty by Maker, or any officer, employee, agent or
      affiliate of Maker in determining to invest in the Securities.  Payee has
      consulted, to the extent deemed appropriate by Payee, with the Payee’s own
      advisers as to the financial, tax, legal and related matters concerning an
      investment in the Securities and on that basis believes that his investment
      in
      the Securities is suitable and appropriate for Payee.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

    


    3.
      Miscellaneous.

    


    a. This
      Note
      shall be binding upon and inure to the benefit of and be enforceable by the
      respective successors and assigns of the Maker and Payee.

    


    b. All
      notices, requests, claims, demands and other communications given or made
      pursuant hereto shall be in writing and shall be deemed to have been duly given
      if delivered in person against written receipt, by facsimile transmission,
      overnight courier prepaid, or mailed by prepaid first class registered or
      certified mail, postage prepaid, return receipt requested to the respective
      parties at the following addresses (or at such other address for a party as
      shall be specified in a notice given in accordance with this
      Section):

    


    
      	
              (a)

            	
              If
                to the Maker:

            
	 	 
	 	
              Sentra
                Consulting Corp. 

            
	 	
              466
                Central Avenue, 2nd Floor

            
	 	
              Cedarhurst,
                New York 11516

            
	 	
              Telecopy:
                (516) ___________ 

            
	 	 
	
              (b)

            	
              With
                copies to:

            
	 	 
	 	
              David
                Lubin & Associates, PLLC

            
	 	
              26
                East Hawthorne Avenue

            
	 	
              Valley
                Stream, NY 11580

            
	 	
              Telecopy:
                (516) 887-8250

            
	 	 
	
              (c)

            	
              If
                to Payee:

            
	 	 
	 	
              __________________________

            
	 	
              __________________________

            
	 	
              __________________________

            
	 	
              __________________________

            
	 	 
	
              (d)

            	
              With
                copies to:

            
	 	 
	 	
              __________________________

            
	 	
              __________________________

            
	 	
              __________________________

            
	 	
              __________________________

            


    

     

    All
      such
      notices, requests and other communications will (i) if delivered personally
      to
      the address as provided in this Section, be deemed given upon delivery, (ii)
      if
      delivered by facsimile transmission to the facsimile number as provided in
      this
      Section, be deemed given upon receipt, (iii) if delivered by overnight courier
      to the address as provided in this Section, be deemed given on the earlier
      of
      the first business day following the date sent by such overnight courier or
      upon
      receipt or (iv) if delivered by mail in the manner described above to the
      address provided in this Section, be deemed given on the earlier of the third
      business day following mailing or upon receipt.

    


    
      
         

      

      
         

        
          

        

      

      
         

      

    

    c. This
      Note
      is to be governed by and construed in accordance with the laws of the State
      of
      New York. In any action brought under or arising out of this Note, the Maker
      hereby consents to the in personam jurisdiction of any state or federal court
      sitting in New York, New York, waives any claim or defense that such forum
      is
      not convenient or proper, and consents to service of process by any means
      authorized by New York law.

    


    


    
      	 	
              SENTRA
                CONSULTING CORP.

            
	 	 
	 	 
	 	
              By:
                _____________________________

            
	 	
              Name:
                

            
	 	
              Title:
                

            
	 	 
	 	 
	 	 
	 	
              _________________________________