**Exhibit10.13**

**GREAT BASIN BANK OFNEVADAPROMISSORY NOTE**
| **Principal**     | ** ** | **Loan Date** | ** ** | **Maturity**   | ** ** | **Loan No** | ** ** | **Call / Coll** | ** ** | **Account** | ** ** | **Officer** | ** ** | **Initials** | ** ** |
|-------------------|------------|--------------------|------------|----------------|------------|------------------|------------|---------------------------|------------|-------------|------------|-------------|------------|--------------|------------|
| **$1,500,000.00** | ** ** | **02-21-2006**     | ** ** | **03-01-2008** | ** ** | **7015103**      | ** ** | **1E / 45**               | ** ** | ** **  | ** ** | **BFM**     | ** ** | ** **   | ** ** |

References in theshaded area are for Lender’s use only and do not limit the applicability ofthis document to any particular loan or item. Any item above containing “***”has been omitted due to text length limitations.
| **Borrower:** | **AWI GAMING, INC.   675 GRIER DRIVE   LAS VEGAS, NV 89119-3738** | **Lender:** | **GREAT BASIN BANK OF NEVADA   ELKO OFFICE   487 RAILROAD STREET   P.O. BOX 2808   ELKO, NV 89801****(775) 753-3800** |
|---------------|-------------------------------------------------------------------|-------------|-----------------------------------------------------------------------------------------------------------------------|

 

| **Principal Amount: $1,500,000.00** |   | **Initial  Rate: 9.500%** |   | **Date of  Note: February 21, 2006** |
|-------------------------------------|--------|---------------------------|--------|--------------------------------------|

**PROMISETO PAY. AWI GAMING, INC. (“Borrower”) promises to pay to GREAT BASIN BANK OFNEVADA (“Lender”), or order, in lawful money of the United States of America,the principal amount of One Million Five Hundred Thousand & 00/100 Dollars($1,500,000.00) or so much as may be outstanding, together with interest on theunpaid outstanding principal balance of each advance. Interest shall becalculated from the date of each advance until repayment of each advance.**

**PAYMENT.Borrower will pay this loan in one payment of all outstanding principal plusall accrued unpaid interest on March 1, 2008. In addition, Borrower will payregular monthly payments of all accrued unpaid interest due as of each paymentdate, beginning April 1, 2006, with all subsequent interest payments to be dueon the same day of each month after that. Unless otherwise agreed or requiredby applicable law, payments will be applied first to any unpaid collectioncosts; then to any late charges; then to any accrued unpaid interest; and thento principal. The annual interest rate for this Note is computed on a 365/360basis; that is, by applying the ratio of the annual interest rate over a yearof 360 days, multiplied by the outstanding principal balance, multiplied by theactual number of days the principal balance is outstanding. Borrower will payLender at Lender’s address shown above or at such other place as Lender maydesignate in writing.**

**VARIABLEINTEREST RATE.** The interest rate on this Note is subject tochange from time to time based on changes in an independent index which is thePrime Rate as published in the Wall Street Journal. When a range of rates ispublished, the higher of the rates will be used (the “Index”). The Index is notnecessarily the lowest rate charged by Lender on its loans. If the Indexbecomes unavailable during the term of this loan, Lender may designate asubstitute index after notice to Borrower. Lender will tell Borrower thecurrent Index rate upon Borrower’s request. The interest rate change will notoccur more often than each month on the first day of the month. Borrowerunderstands that Lender may make loans based on other rates as well. **The Index currently is 7.500% per annum. The interestrate to be applied to the unpaid principal balance of this Note will be at arate of 2.000 percentage points over the Index, resulting in an initial rate of9.500% per annum.** NOTICE: Under no circumstances will the interestrate on this Note be more than the maximum rate allowed by applicable law.

**PREPAYMENT;MINIMUM INTEREST CHARGE.** Borrower agrees that all loan feesand other prepaid finance charges are earned fully as of the date of the loanand will not be subject to refund upon early payment (whether voluntary or as aresult of default), except as otherwise required by law. In any event, evenupon full prepayment of this Note, Borrower understands that Lender is entitledto a **minimum interest charge of $15.00.**Other than Borrower’s obligation to pay any minimum interest charge, Borrowermay pay without penalty all or a portion of the amount owed earlier than it isdue. Early payments will not, unless agreed to by Lender in writing, relieveBorrower of Borrower’s obligation to continue to make payments of accruedunpaid interest. Rather, early payments will reduce the principal balance due.Borrower agrees not to send Lender payments marked “paid in full”, “withoutrecourse”, or similar language. If Borrower sends such a payment, Lender mayaccept it without losing any of Lender’s rights under this Note, and Borrowerwill remain obligated to pay any further amount owed to Lender. All writtencommunications concerning disputed amounts, including any check or otherpayment instrument that indicates that the payment constitutes “payment in full”of the amount owed or that is tendered with other conditions or limitations oras full satisfaction of a disputed amount must be mailed or delivered to: GREATBASIN BANK OF NEVADA, P.O. BOX 2808 ELKO, NV 89803.

**LATECHARGE.** If a payment is 15 days or more late, Borrower willbe charged **5.000% of the unpaid portion ofthe regularly scheduled payment or $15.00, whichever is greater.**

**INTERESTAFTER DEFAULT.** Upon default, including failure to pay uponfinal maturity, Lender, at its option, may, if permitted under applicable law,increase the variable interest rate on this Note to 4.000 percentage pointsover the Index. The interest rate will not exceed the maximum rate permitted byapplicable law.

**DEFAULT.**Each of the following shall constitute an event of default (“Event of Default”)under this Note:

**Payment Default.**Borrower fails to make any payment when due under this Note.

**Other Defaults.**Borrower fails to comply with or to perform any other term, obligation,covenant or condition contained in this Note or in any of the related documentsor to comply with or to perform any term, obligation, covenant or conditioncontained in any other agreement between Lender and Borrower.

**False Statements.**Any warranty, representation or statement made or furnished to Lender byBorrower or on Borrower’s behalf under this Note or the related documents isfalse or misleading in any material respect, either now or at the time made orfurnished or becomes false or misleading at any time thereafter.

**Insolvency.** Thedissolution or termination of Borrower’s existence as a going business, theinsolvency of Borrower, the appointment of a receiver for any part of Borrower’sproperty, any assignment for the benefit of creditors, any type of creditorworkout, or the commencement of any proceeding under any bankruptcy orinsolvency laws by or against Borrower.

**Creditor or Forfeiture Proceedings.**Commencement of foreclosure or forfeiture proceedings, whether by judicialproceeding, self-help, repossession or any other method, by any creditor ofBorrower or by any governmental agency against any collateral securing theloan. This includes a garnishment of any of Borrower’s accounts, includingdeposit accounts, with Lender. However, this Event of Default shall not applyif there is a good faith dispute by Borrower as to the validity orreasonableness of the claim which is the basis of the creditor or forfeitureproceeding and if Borrower gives Lender written notice of the creditor orforfeiture proceeding and deposits with Lender monies or a surety bond for thecreditor or forfeiture proceeding, in an amount determined by Lender, in itssole discretion, as being an adequate reserve or bond for the dispute.

**Events Affecting Guarantor.**Any of the preceding events occurs with respect to any Guarantor of any of theindebtedness or any Guarantor dies or becomes incompetent, or revokes ordisputes the validity of, or liability under, any guaranty of the indebtednessevidenced by this Note. In the event of a death, Lender, at its option, may,but shall not be required to, permit the Guarantor’s estate to assumeunconditionally the obligations arising under the guaranty in a mannersatisfactory to Lender, and, in doing so, cure any Event of Default.

**Change In Ownership.**Any change in ownership of twenty-five percent (25%) or more of the commonstock of Borrower.

**Adverse Change.** Amaterial adverse change occurs in Borrower’s financial condition, or Lenderbelieves the prospect of payment or performance of this Note is impaired.

**Cure Provisions.** Ifany default, other than a default in payment is curable and if Borrower has notbeen given a notice of a breach of the same provision of this Note within thepreceding twelve (12) months, it may be cured if Borrower, after receivingwritten notice from Lender demanding cure of such default: (1) cures thedefault within fifteen (15) days; or (2) if the cure requires more than fifteen(15) days, immediately initiates steps which Lender deems in Lender’s solediscretion to be sufficient to cure the default and thereafter continues andcompletes all reasonable and necessary steps sufficient to produce complianceas soon as reasonably practical.

**LENDER’SRIGHTS.** Upon default,Lender may declare the entire unpaid principal balance on this Note and allaccrued unpaid interest immediately due, and then Borrower will pay thatamount.

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**ATTORNEYS’FEES; EXPENSES.**Lender may hire or pay someone else to helpcollect this Note if Borrower does not pay. Borrower will pay Lender thatamount. This includes, subject to any limits under applicable law, Lender’sattorneys’ fees and Lender’s legal expenses, whether or not there is a lawsuit,including attorneys’ fees, expenses for bankruptcy proceedings (includingefforts to modify or vacate any automatic stay or injunction), and appeals. Ifnot prohibited by applicable law, Borrower also will pay any court costs, inaddition to all other sums provided by law.

**GOVERNINGLAW. This Note will be governed by federal law applicable to Lender and, to theextent not preempted by federal law, the laws of the State of Nevada withoutregard to its conflicts of law provisions. This Note has been accepted byLender in the State of Nevada.**

**CHOICEOF VENUE.**If there is a lawsuit, Borrower agrees upon Lender’srequest to submit to the jurisdiction of the courts of ELKO County, State of Nevada. **(Initial Here /s/ TL)**

**DISHONOREDITEM FEE.**Borrower will pay a fee to Lender of $20.00 ifBorrower makes a payment on Borrower’s loan and the check or preauthorizedcharge with which Borrower pays is later dishonored.

**RIGHTOF SETOFF.**To the extent permitted by applicable law, Lenderreserves a right of setoff in all Borrower’s accounts with Lender (whetherchecking, savings, or some other account). This includes all accounts Borrowerholds jointly with someone else and all accounts Borrower may open in thefuture. However, this does not include any IRA or Keogh accounts, any trustaccounts for which setoff would be prohibited by law, or monies in any accountsthat were received pursuant to the federal Social Security Act, including,without limitation, retirement and survivors’ benefits, supplemental securityincome benefits and disability insurance benefits. Borrower authorizes Lender,to the extent permitted by applicable law, to charge or setoff all sums owingon the indebtedness against any and all such accounts.

**COLLATERAL.**Borrower acknowledges this Note is secured by the followingcollateral described in the security instruments listed herein:

(A)      a Deed of Trust datedFebruary 21, 2006, to a trustee in favor of Lender on real property located inPERSHING County, State of Nevada.

(B)      collateraldescribed in a Commercial Security Agreement dated February 21, 2006.

**LINEOF CREDIT.**This Note evidences a straight line of credit.Once the total amount of principal has been advanced, Borrower is not entitledto further loan advances. Advances under this Note, as well as directions forpayment from Borrower’s accounts, may be requested orally or in writing byBorrower or by an authorized person. Lender may, but need not, require that alloral requests be confirmed in writing. Borrower agrees to be liable for allsums either: (A) advanced in accordance with the instructions of an authorizedperson or (B) credited to any of Borrower’s accounts with Lender. The unpaidprincipal balance owing on this Note at any time may be evidenced byendorsements on this Note or by Lender’s internal records, including dailycomputer print-outs. Lender will have no obligation to advance funds under thisNote if: (A) Borrower or any guarantor is in default under the terms of thisNote or any agreement that Borrower or any guarantor has with Lender, includingany agreement made in connection with the signing of this Note; (B) Borrower orany guarantor ceases doing business or is insolvent; (C) any guarantor seeks,claims or otherwise attempts to limit, modify or revoke such guarantor’sguarantee of this Note or any other loan with Lender; or  (D) Borrower has applied funds providedpursuant to this Note for purposes other than those authorized by Lender.

**ANNUALSUBMISSION OF FINANCIAL INFORMATION.**Borrower to furnishLender, as soon as available, but in no event later than sixty (60) days afterthe end of each fiscal year, Borrower’s Balance Sheet and Income Statement forthe year ended satisfactory to the Lender. All Financial Reports required to beprovided under this agreement shall be prepared in accordance with generallyaccepted accounting principles, applied on a consistent basis, and certified byBorrower as being true and correct. Within thirty (30) days of completion,Borrower to furnish Lender with copies of Borrower’s and Guarantor’s TaxReturns. Within thirty (30) days of Borrower’s fiscal year-end, each Guarantorshall furnish Lender with a current Personal Financial Statement in a formsatisfactory to the Lender.

**SUCCESSORINTERESTS.**The terms of this Note shall be binding uponBorrower, and upon Borrower’s heirs, personal representatives, successors andassigns, and shall inure to the benefit of Lender and its successors and assigns.

**GENERALPROVISIONS.**If any part of this Note cannot be enforced, thisfact will not affect the rest of the Note. Lender may delay or forgo enforcingany of its rights or remedies under this Note without losing them. Borrower andany other person who signs, guarantees or endorses this Note, to the extentallowed by law, waive presentment, demand for payment, and notice of dishonor.Upon any change in the terms of this Note, and unless otherwise expresslystated in writing, no party who signs this Note, whether as maker, guarantor,accommodation maker or endorser, shall be released from liability. All suchparties agree that Lender may renew or extend (repeatedly and for any length oftime) this loan or release any party or guarantor or collateral; or impair,fail to realize upon or perfect Lender’s security interest in the collateral;and take any other action deemed necessary by Lender without the consent of ornotice to anyone. All such parties also agree that Lender may modify this loanwithout the consent of or notice to anyone other than the party with whom themodification is made. The obligations under this Note are joint and several.

**PRIORTO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THISNOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THETERMS OF THE NOTE.**

**BORROWERACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE.**

**BORROWER:**

 
| **AWI GAMING, INC.** |       |
|----------------------|------------|
| ** **           |       |
| ** **           |       |
| **By:**              | ** ** | /s/ Timothy F. Lockinger |   |
| ** **           | ** ** | **TIMOTHY F LOCKINGER, Director of AWI GAMING,  INC.** |   |

 

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