Exhibit  10.1

                                 PROMISSORY NOTE
                                 ---------------


$  3,500,000.00                    January  3,  2006


     FOR VALUE RECEIVED FTS Group, Inc., a Nevada corporation, having a place of
business  at  7610  West Hillsborough Avenue, Tampa, Florida 33615 (the "Payor")
hereby unconditionally promises to pay, without defalcation or offset and except
as  may otherwise be provided, without notice or demand, to the order of Richard
E.  Miller,  and/or  his successors, assigns, heirs and personal representatives
having  an  address at 229 3rd Avenue, Homer City, Pennsylvania 15748 ("Payee"),
or  at  such other place as the holder hereof may from time to time designate in
writing,  the  principal  sum  of Three Million Five Hundred Thousand and No/100
($3,500,000.00)  Dollars,  in  lawful  money  of the United States of America in
accordance  with  the  terms  of  this  Note.

                            ARTICLE 1  PAYMENT TERMS
                                       -------------

     Payor  agrees  to  pay sums due under this Note in installments as follows:

     (a)     Payments;  Term  of the Loan.  Commencing on the third (3rd) day of
             ----------------------------
April,  2006  (the  "First Payment Date"), and continuing every three (3) months
thereafter,  a  total  of  seven (7) quarterly equal payments each in the sum of
two-hundred  fifty  thousand  dollars  ($250,000.00).  Payor  shall  make  an
additional  payment  of  one million dollars ($1,000,000.00) on January 3, 2007.
Payor shall further make a final payment of seven hundred fifty thousand dollars
($750,000.00)  to  Payee  on  April  3,  2008  (the  "Installments").

     (b)     Maturity.  On  April 3, 2008 (the "Maturity Date"), this Note shall
             --------
mature  and the entire unpaid principal balance hereof, and all other sums which
may  be  due  and  payable  shall  become  due  and  payable  in  full.

     (c)     Place and Manner of Payments.  All payments (including prepayments)
             ----------------------------
to  be  made  in  respect of principal, interest or other amounts due from Payor
hereunder  shall  be  payable by 2:00 p.m., Eastern time, at Payee's address set
forth  on page 1 of this Note (or such other address as Payee may designate from
time  to  time)  on  the  day when due.  Such payments shall be made to Payee in
lawful  money  of the United States of America in funds immediately available at
such  office without setoff, counterclaim or other deduction of any nature.  Any
such  payment  received by Payee after 2:00 p.m., Eastern time, on any day shall
be  deemed  to  have  been  received  on  the  next  succeeding Business Day (as
hereinafter  defined).  Whenever  any  payment to be made under this Note or any
other  Loan  Document shall be stated to be due on a day which is not a Business
Day,  such  payment  shall  be  made on the next following business Day and such
extension of time shall be included in computing interest, if any, in connection
with  such  payment.  To  the  extent  permitted  by law, after there shall have
become due beyond all applicable cure periods (by acceleration of otherwise) any
other amounts due from Payor hereunder or under, such amount shall bear interest
for  each  day until paid (before and after judgment), payable on demand, at the
Default  Rate  (as  hereinafter  defined).

     (d)     Application  of  Payments.  All  payments  shall  be applied to the
             -------------------------
reduction  of  principal.

                               ARTICLE 2  INTEREST
                                          --------

     The  Note  will  not  bear  any  interest.

                       ARTICLE 3  DEFAULT AND ACCELERATION
                                  ------------------------

     Upon  the  occurrence  of  an  Event  of  Default  (as defined in the Stock
Purchase  Agreement of even date herewith): (a) the entire unpaid balance of the
Loan,  and all other sums paid by any holder hereof to or on behalf of Payor, or
any  successor  in  interest  to  the Payor, pursuant to the terms of this Note,
together  with  late  charges thereon, including interest at the Default Rate as
applicable, at the option of Payee or the then holder hereof and without notice,
shall  become  immediately  due  and  payable,  and  one  or more executions may
forthwith  issue on any judgment or judgments obtained by virtue hereof; and (b)
Payee  or  the  then  holder  hereof may exercise all of its rights and remedies
provided it in the Stock Purchase Agreement, at law or in equity.  No failure on
the  part  of any holder hereof to exercise any of the rights hereunder or under
the  Stock  Purchase Agreement shall be deemed a waiver of such rights or of any
Event  of  Default  hereunder  or  thereunder.

     Payor  hereby  releases  Payee  from  all  errors and defects whatsoever in
entering an action on account of such Event of Default and any judgment obtained
pursuant  thereto.

                           ARTICLE 4  DEFAULT INTEREST
                                      ----------------

     Notwithstanding  the stated Interest Rate above, from and after the date of
any  Event  of  Default  (as hereinafter defined) until such Event of Default is
cured, and after the maturity hereof, the Loan shall bear interest at a rate per
annum  equal  to  the  highest  interest  rate  permitted  under the laws of the
Commonwealth  of  Pennsylvania (the "Default Rate"); which Default Rate shall be
effective  before  and  after  judgment.

                             ARTICLE 5  LATE CHARGE
                                        -----------

     In  addition to the foregoing, in the event any installment of principal is
not paid within ten (10) days of the due date thereof, Payor shall, upon demand,
pay  a  late charge on the over due Installment(s), only as determined by Payee,
not  to  exceed  five (5%) percent  of any such overdue payment, as compensation
for  the  additional  services  resulting from such overdue payment, which "late
charge"  shall  be  payable on demand.  This charge shall be in addition to, and
not  in  lieu of, any other remedy Payee may have and is in addition to any fees
and  charges  of  any agents or attorneys which Payee is entitled to employ upon
the  occurrence  of any default hereunder, whether authorized herein, or by law.

                              ARTICLE 6  PREPAYMENT
                                         ----------

     Payor  shall  have the right to prepay the principal indebtedness, in whole
or  in  part,  at  anytime  without  penalty.

                       ARTICLE 7  STOCK PURCHASE AGREEMENT
                                  ------------------------

     This  Note evidences the amount payable by Payor hereunder and/or under the
Stock  Purchase Agreement.  This Note is secured by and entitled to the benefits
of  a  Stock  Escrow  Agreement  of  even  date  herewith  (the  "Stock  Escrow
Agreement").

                       ARTICLE 8  TAXES AND REVENUE STAMPS
                                  ------------------------

     If  at  any  time  the  United  States  Government,  the  Commonwealth  of
Pennsylvania,  or  any  subordinate  political  subdivision  thereof,  or  any
department  or  bureau  thereof  shall require Internal Revenue stamps, assess a
personal  property tax, or levy any similar tax, fee or assessment on this Note,
then and in such event upon demand from Payee, the Payor shall pay for same; and
upon default in such payment within fifteen (15) days after demand for same, the
holder  of  this  Note may pay for such stamps and add the amount so paid to the
principal debt evidenced by this Note and secured by the Stock Escrow Agreement,
and  said additional principal shall bear interest at the Default Interest Rate.
If  any  law  or  ordinance adopted hereafter imposes a tax on the holder hereof
with  respect to this Note, the holder shall have the right at its election from
time  to  time  to  require Payor, upon thirty (30) days notice, to pay such tax
and,  if  not  so  paid,  the  holder  hereof  may pay such sum, which sum shall
thereafter  be added to the principal debt evidenced by this Note and secured by
the Stock Escrow Agreement, and said additional principal shall bear interest at
the  Default  Interest  Rate.  All  of the obligations herein contained shall be
absolute  and  unconditional, without regard to the liability of any other party
hereto.  Anything  to  the  contrary herein notwithstanding, Payor shall have no
obligation  to  pay  any  income,  excess  profits  or  similar tax based on and
measured by net profits or gross profits levied on Payee or other holder hereof.

                              ARTICLE 9  INDEMNITY
                                         ---------

     Payor  hereby  indemnifies  and agrees to save and hold Payee harmless from
and  against  any  and  all liability, claim, loss or cost whatsoever, including
reasonable  attorney's  fees and expenses, arising from any action of any nature
whatsoever  taken  against  Payor  as  the owner of See World Satellites, Inc.'s
common stock or against Payee, as successor in title thereto, for any violation,
omission,  situation  or  condition  under  any  law, statute, rule, regulation,
judicial  determination or ordinance now or hereafter in effect.  This indemnity
shall  survive  repayment  of  the  Note  in  full  and  release  of  the  Note.

                       ARTICLE 10  CONFESSION OF JUDGEMENT
                                   -----------------------

     PAYOR  DOES  HEREBY  EMPOWER ANY ATTORNEY OF ANY COURT OF RECORD WITHIN THE
UNITED STATES UPON THE OCCURRENCE OF AN EVENT OF DEFAULT (AS DEFINED IN THE LOAN
AGREEMENT  OF  EVEN  DATE  HEREWITH)  TO  APPEAR  FOR PAYOR AND, WITH OR WITHOUT
DECLARATION  FILED,  CONFESS  JUDGMENT  AGAINST PAYOR AND IN FAVOR OF PAYEE, ITS
SUCCESSORS  AND ASSIGNS, FOR SUCH SUMS AS SHALL HAVE BECOME DUE UNDER THIS NOTE,
BY  ACCELERATION  OR OTHERWISE, AND FOR SUCH SUMS DUE BY REASON OF ANY BREACH BY
PAYOR  OF  ANY  COVENANT  OR  CONDITION  OF  THIS NOTE, WITH COSTS OF SUIT AND A
REASONABLEATTORNEYS'  COMMISSION  FOR  COLLECTION, AND FORTHWITH ISSUE A WRIT OR
WRITS  OF  EXECUTION  THEREON,  WITH  RELEASE OF ALL ERRORS, AND WITHOUT STAY OF
EXECUTION,  AND  INQUISITION AND EXTENSION UPON ANY LEVY ON THE STOCK ARE HEREBY
EXPRESSLY WAIVED, AND EXEMPTION OF ANY AND ALL STOCK FROM LEVY OR SALE BY VIRTUE
OF  ANY  EXEMPTION  LAW  NOW  IN FORCE OR WHICH MAY HEREAFTER BE ENACTED IS ALSO
EXPRESSLY  WAIVED BY PAYOR.  PAYOR FURTHER AUTHORIZES AND EMPOWERS ANY ATTORNEY,
EITHER  IN ADDITION TO OR WITHOUT SUCH JUDGMENT FOR SPECIFIC SUMS DUE UNDER THIS
NOTE,  AS  HEREINABOVE  PROVIDED,  TO  APPEAR FOR PAYOR AND FOR ANY OTHER PERSON
CLAIMING  UNDER,  BY  OR  THROUGH  PAYOR, AND CONFESS JUDGMENT FORTHWITH AGAINST
PAYOR  AND  SUCH  OTHER  PERSONS AND IN FAVOR OF PAYEE, WITH ALL THE CONDITIONS,
FEES,  RELEASES,  WAIVERS  OF  STAY  OF  EXECUTION  AND  WAIVER  OF EXEMPTION TO
ACCOMPANY  SAID CONFESSION OF JUDGMENT FOR AMOUNTS DUE.  IF A COPY OF THIS NOTE,
VERIFIED  BY  AFFIDAVIT  OF PAYEE, OR SOMEONE ON PAYEE'S BEHALF, SHALL HAVE BEEN
FILED  IN  SUCH  ACTION,  IT SHALL NOT BE NECESSARY TO FILE THE ORIGINAL OF THIS
NOTE  AS  A  WARRANT  OF  ATTORNEY.  THE  ENTRY  OF JUDGMENT UNDER THE FOREGOING
WARRANT  SHALL  NOT EXHAUST THE WARRANT, BUT SUCCESSIVE JUDGMENTS MAY BE ENTERED
THEREUNDER  FROM TIME TO TIME AS OFTEN AS AN EVENT OF DEFAULT OCCURS.  PAYEE MAY
FORTHWITH  ISSUE A WRIT OR WRITS OF EXECUTION FOR THE AMOUNT OF ANY JUDGMENT AND
COSTS,  WITHOUT LEAVE OF COURT.  PAYOR ACKNOWLEDGES THAT IT HAS BEEN REPRESENTED
BY LEGAL COUNSEL IN CONNECTION WITH THE EXECUTION AND DELIVERY OF THIS NOTE, THE
STOCK  PURCHASE  AGREEMENT  AND  ANY  OTHER  MATERIAL  DOCUMENTS.  PAYOR  HEREBY
EXPRESSLY  WAIVES ITS RIGHT TO NOTICE AND HEARING WITH RESPECT TO THE CONFESSION
OF  JUDGMENT  PROVISIONS  SET  FORTH  HEREIN.

                       ARTICLE 11  WAIVER OF TRIAL BY JURY
                                   -----------------------

     PAYOR  AND  PAYEE, BY ACCEPTANCE OF THIS NOTE, HEREBY WAIVE, TO THE FULLEST
EXTENT PERMITTED BY LAW, THE RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR
COUNTERCLAIM,  WHETHER  IN  CONTRACT,  TORT  OR  OTHERWISE, RELATING DIRECTLY OR
INDIRECTLY  TO  THE  LOAN  EVIDENCED  BY THIS NOTE, THE APPLICATION FOR THE LOAN
EVIDENCED  BY THIS NOTE OR THE OTHER SECURITY DOCUMENTS OR ANY ACTS OR OMISSIONS
OF  PAYEE  OR  PAYOR.

                       ARTICLE 12  SUCCESSORS AND ASSIGNS
                                   ----------------------

     This  obligation  shall  bind Payor and its successors and assigns, and the
benefits  hereof  shall  inure  to  Payee  and  its  successors and assigns, and
subsequent  holders  hereof.

                            ARTICLE 13  GOVERNING LAW
                                        -------------

     This  note  shall  be governed by, and construed and enforced in accordance
with,  the  laws  of  the  Commonwealth  of  Pennsylvania  without regard to its
principles  of  choice  of  law.

                         ARTICLE 14  PARTIAL INVALIDITY
                                     ------------------

     In  case  any  term or provision of this Note or the application thereof to
any  Person (as hereinafter defined) or any circumstances shall to any extent be
unenforceable  or  invalid  for  any  reason, the remainder of this Note, or the
application  of  such  term  or provision to Persons or circumstances other than
those as to which it is invalid or unenforceable, shall not be impaired thereby,
and  such  provision  shall  be  deemed  modified  to the extent necessary to be
enforceable,  or  if such modification is not practicable, shall be deleted from
this  Note.

                             ARTICLE 15  DEFINITIONS
                                         -----------

     All  capitalized  terms  used  herein and not defined herein shall have the
same  meaning  as set forth in the Stock Purchase Agreement.  The word "Business
                                                                        --------
Day"  shall mean any day other than a Saturday, Sunday, public holiday under the
 --
laws  of  the  commonwealth  of  Pennsylvania  or  other  day  on  which banking
institutions  are  authorized  or  obligated to close in Pennsylvania.  The word
"Payor"  shall  mean  the corporation named in this Note, and the successors and
   ---
assigns  of  Payor.  The  word  "Person"  shall mean an individual, corporation,
                                 ------
partnership,  trust,  unincorporated  association,  joint  venture,  joint-stock
company,  government  (including political subdivisions), governmental authority
or  agency,  or  any  other  entity.


                            ARTICLE 16  AUTHORIZATION
                                        -------------

     The  Persons  exceeding  this instrument for and on behalf of Payor, hereby
warrant,  covenant,  represent  and  confirm  that  they  are  duly  and legally
designated  and  authorized  to  execute  and  deliver  this  Note and that this
instrument  is  valid  and  binding on Payor and the Land in accordance with its
terms  by  reason  of  such  execution.

                     ARTICLE 17  PAYEE"S RECORDS CONTROLLING
                                 ---------------------------

     The  unpaid  principal  amount  of  this  Note, the unpaid interest accrued
hereon,  the  interest  rate or rates applicable to such unpaid principal amount
and  the  duration  of such applicability shall at all times be ascertained from
the  records  of  Payee,  which  shall  be  conclusive  absent  manifest  error.

                               ARTICLE 18  WAIVERS
                                           -------

     Except  as  expressly  provided  herein  or therein, Payor hereby expressly
waives presentment, demand, notice, protest and all other demands and notices in
connection with the delivery, acceptance, performance, default or enforcement of
this  Note,  the  Stock Purchase Agreement, the Stock Escrow Agreement and other
Material  Documents, and an action for amounts due hereunder or thereunder shall
immediately  accrue.
                               ARTICLE 19  NOTICES
                                           -------

     All  notices,  requests,  demands,  directions  and  other  communications
(collectively, "Notices") under the provisions hereof shall be in writing unless
otherwise  expressly permitted hereunder, shall be sent as provided in the Stock
Purchase  Agreement and shall be effective when received.  Payee may rely on any
notice  purportedly  made  by  or  on behalf of Payor, and shall have no duly to
verify  the  identity  or  authority  of  the  person  giving  such  notice.

                           ARTICLE 20  ATTORNEYS' FEES
                                       ---------------

     If this Note is placed in the hands of an attorney at law for collection by
reason  of  an Event of Default on the part of Payor, Payor hereby agrees to pay
to  Payee,  in  addition  to  the  sums  stated  above, the costs of collection,
including  reasonably  attorneys'  fees  incurred  in  connection  therewith.

                        ARTICLE 21  NO ORAL MODIFICATION
                                    --------------------

     This  Note may not be amended, modified or supplemented orally, but only by
an  agreement  in  writing  signed  by  the  parties.
                    ARTICLE 22  JOINT AND SEVERAL OBLIGATIONS
                                -----------------------------

     The  obligations  of  each  person or entity comprising Payor hereunder and
under the Stock Purchase Agreement and Stock Escrow Agreement shall be joint and
several  obligations.

                     ARTICLE 23  COMPLIANCE WITH USURY LAWS
                                 --------------------------

     It  is  the intention of the parties to conform strictly to the usury laws,
whether  state  or  federal,  which are applicable to this Note.  All agreements
between  Payee  and Payor, whether now existing or hereafter arising and whether
oral or written, are hereby expressly limited so that in no contingency or event
whatsoever,  whether  by acceleration of maturity hereof or otherwise, shall the
amount  paid or agreed to be paid to Payee or the holder hereof, or collected by
Payee  or  such holder, for the use, forbearance or detention of the money to be
loaned hereunder or otherwise, or for the payment or performance of any covenant
or  obligation  contained  herein,  or  in any of the Loan Documents, exceed the
maximum  amount  permissible  under  applicable federal or state usury laws.  If
under any circumstances whatsoever fulfillment of any provision hereof or of the
Loan  Documents,  at  the time performance of such provision shall be due, shall
involve  exceeding  the limit of validity prescribed by law, then the obligation
to be fulfilled shall be reduced to the limit of such validity; and if under any
circumstances  Payee  or other holder hereof shall ever receive an amount deemed
interest  by  applicable  law,  which would exceed the highest lawful rate, such
amount  that  would  be  excessive interest under applicable usury laws shall be
applied  to  the  reduction  of the principal amount owing hereunder or to other
indebtedness  secured  by the Loan Documents and not the payment of interest, or
if  such  excessive  interest  exceeds  the unpaid balance of principal and such
other  indebtedness,  the  excess shall be deemed to have been a payment made by
mistake  and  shall  be  refunded  to  Payor  or to any other person making such
payment  on  Payor's  behalf.  All  sums paid or agreed to be paid to the holder
hereof  for  the  use,  forbearance  or  detention  of the indebtedness of Payor
evidenced  hereby,  outstanding from time to time shall, to the extent permitted
by  applicable  law, and to the extent necessary to preclude exceeding the limit
of  validity  prescribed  by  law, be amortized, pro-rated, allocated and spread
from the date of disbursement of the proceeds of this Note until payment in full
of  the Loan evidenced hereby and thereby so that the actual rate of interest on
account  of such indebtedness is uniform throughout the term hereof and thereof.
The  terms  and  provisions  of this paragraph shall control and supersede every
other  provision  of all agreements between Payor, any endorser or Guarantor and
Payee.
                            ARTICLE 24  DEFINED TERMS
                                        -------------
     Capitalized  terms  used  herein  and  not otherwise defined shall have the
meanings  ascribed  to  such  terms  in  the  Stock  Purchase  Agreement.

IN  WITNESS  WHEREOF,  Payor has duly executed and delivered this Note as of the
day  and  year  first  above  written.



ATTEST:     FTS  Group,  Inc.,  a  Nevada  corporation



____________________________     By:  __/s/  Scott  Gallagher_____________
                                      Scott  Gallagher,  President  &  CEO