Exhibit 10.21

                              Envision Capital LLC
                                  P O Box 2112
                            Fort Lauderdale, FL 33303
                           866.399.FUND ? 954.525.6215
                                954.525.6216 Fax

                              "Envision the Future"

                                 PROMISSORY NOTE

$240,000                                                       February 10, 2006

     FOR VALUE RECEIVED, Millenium Holding Group, a Nevada Corporation (together
with its  successors or assigns  ("Company")  with its  principal  address at 12
Winding  Road,  Henderson  NV  89052,  hereby  promises  to pay to the  order of
Envision  Capital,  LLC  (hereinafter  "Envision") the sum of  Two-hundred-forty
Thousand Dollars  ($240,000)  (hereinafter  "Principal")  with interest accruing
from the date hereof on all unpaid principal at the rate of six percent (6%) per
annum (together "Note") on the following terms and conditions:

     1.  PRINCIPAL AND INTEREST:  The  principal  balance  together with accrued
interest shall be paid  immediately,  in full, upon receipt of the first Company
funding  secured  by  Envision,  or in no  event  later  than May 31,  2006.  In
addition,  it is mutually understood and agreed to that the execution of Note by
the parties hereto is hereby made in respect to a proposed financing.

     2. BRIDGE FUNDING: Upon the execution of this Promissory Note Envision will
promptly wire an additional  $35,000 to Millenium  Holding  Group's bank account
and $15,000 to  Dutchess  Advisors on behalf of Company to secure an Equity Line
of Credit.  The total monies wired to and on behalf of Company  totals  $197,300
("The  Bridge") to accounts  designated  by Company.  The  $197,300  shall be an
advance  to be loaned  in  accordance  with the  terms set forth  herein so that
Company  shall take  certain  steps to secure the  acquisition  of property  and
Company  agrees that it will not use any of the  proceeds of The Bridge to repay
the indebtedness of any current officer, director or 10% share of Company.

     3.  COMMITMENT  SHARES:   Envision  shall  receive  Five-Hundred   Thousand
(500,000)  shares of common  stock in Company  which  trades on the OTC Bulletin
Board  under the symbol  MNHG.  Company  shall issue the shares  immediately  to
Envision with a customary Restricted Legend.  Envision shall be entitled to have
"piggy-back" registration rights on any future registration statement filed with
the Securities and Exchange Commission ("SEC").

     4. USE OF PROCEEDS:  Immediately  following  receipt of principal,  Company
shall  consummate  the  transaction  corresponding  to  the  escrow  deposit  of
principal initiated by Envision.

     5. OBLIGATIONS OF COMPANY:  In  consideration  for the making of The Bridge
Company  agrees to enter into a Fee  Agreement  with Envision for the purpose of
securing  addition  funding from NIR Group and Dutchess  Advisors.  Furthermore,
Company  shall pay  Principal  to  Envision  upon the  selling  of any assets of
Company, or the securing of funding of any type, from any source.

     6. OBLIGATIONS OF ENVISION AND COMPANY: Envision shall use its best efforts
to secure funding for Company in an amount of Two Million  Dollars  ($2,000.000)
to be paid in three separate payments  {"Tranches") to fund the sales operations
of Company going forward  ("Additional  Funding")  from hedge funds and/or other
sources of funding known to Envision,  and if so requested Company shall use its
best efforts to assist Envision in said efforts.  Company shall pay this Note in
full immediately upon receipt of any Additional Funding plus any fees associated
with said funding.

     7. PLACE OF  PAYMENT:  Principal  and  interest on Note shall be payable to
Envision at the address  designated  by Envision  under  paragraph 8, or at such
other place as Envision may designate to the Company in writing.
<PAGE>
     8.  NOTICES:  All notices and other  communications  which are  required or
which may be given under the  provisions of this  Agreement  shall be in writing
and may be delivered to a party by personal service,  Federal Express, UPS or by
United States mail, first class postage paid, at the indicated  address,  or may
be sent by facsimile  to the party as set forth  below.  Either party may change
its  address  at any time by  written  notice  to the  other  party as set forth
herein. All notices and communications  shall be deemed to have been received by
the party to whom it was  addressed on the tenth (10th)  business day  following
the date of sending.

     If to Company:                         If to Envision:

     Company                                Envision Capital, LLC
     12 Winding Road                        PO Box 2112
     Henderson NV 89052                     Fort Lauderdale, FL 33303
     Phone:  702.492.7721                   Phone:  954.525.6215
     Fax:    702.492.7728                   Fax:    954.5256216
     Email:  rham@mnhginc.com               Email:  eric@envisioncapital.biz

     7. EVENTS OF DEFAULT:  The  principal  amount due  hereunder  together with
accrued  interest  will, at the option of Envision,  accelerate and become fully
due and payable if an "Event of Default" (as  hereinafter  defined)  occurs.  An
"Event of Default"  shall  exist  under this Note if (a) the  Company  admits in
writing the  inability to pay the debt  evidenced by this Note,  (b) the Company
makes a general  assignment  for the  benefit of  creditors,  (c) the Company is
adjudicated  bankrupt or  insolvent,  (d) the Company files  voluntarily  or has
filed against it a petition in bankruptcy,  (e) the Company fails to comply with
the terms,  covenants and/or conditions  contained herein and/or (f) the Company
fails to pay any amount of  principal  and/or  interest  on the due date  and/or
dates set forth hereunder.  Upon the occurrence of an Event of Default, interest
shall then accrue at the rate of an additional  three  percent  (3.0%) per month
until all amounts owing hereunder are paid in full.

     8.  SUCCESSORS AND ASSIGNS:  The rights and  obligations of Company and the
Envision of this Note shall be binding upon and benefit the successors, assigns,
heirs, administrators and transferees of the parties.

     9.   GOVERNING   LAW:   This  Note  shall  be  governed  as  to   validity,
interpretation,  construction,  and effect and in all other respects by the laws
and decisions of the State of New York. The Company,  Envision and any sureties,
endorsers and guarantors shall submit to the personal jurisdiction of all courts
in New York,  whether Federal or state, and agree that any action  pertaining to
this Note shall be brought in a New York Court.

     10. Each of the Company and  Envision  represent  and warrant to each other
that:

     A.   this Note has been duly authorized by its board of directors;
     B.   this Note constitutes a valid and binding agreement;
     C.   this Note has been duly executed by a duly authorized officer
     D.   this Note supersedes all previous Notes


THE COMPANY                                 ENVISION






By: _____________________________           By: _____________________________
             Signature                                    Signature
    Richard Ham, CEO                            Eric Noveshen, Managing Director