EXHIBIT 10.20

THIS NOTE HAS NOT BEEN REGISTERED  UNDER THE SECURITIES ACT OF 1933, AS AMENDED,
OR ANY APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED,  SOLD, OR
OTHERWISE  TRANSFERRED,  PLEDGED  OR  HYPOTHECATED  EXCEPT  PURSUANT  TO  (i)  A
REGISTRATION  STATEMENT WITH RESPECT TO SUCH NOTE WHICH IS EFFECTIVE  UNDER SUCH
ACT,  (ii)  RULE  144  UNDER  SUCH  ACT,  OR  (iii)  ANY  OTHER  EXEMPTION  FROM
REGISTRATION  UNDER SUCH ACT RELATING TO THE  DISPOSITION OF SECURITIES.  IN THE
CASE OF TRANSFERS  OR OTHER  DISPOSITIONS  MADE  OTHERWISE  THAN  PURSUANT TO AN
EFFECTIVE  REGISTRATION  STATEMENT UNDER SUCH ACT, THE HOLDER SHALL, AT DEBTOR'S
REQUEST,   PROVIDE   OPINION  OF  COUNSEL   SATISFACTORY  TO  DEBTOR  THAT  SUCH
REGISTRATION IS NOT REQUIRED.

                               AURA SYSTEMS, INC.
                             SECURED PROMISSORY NOTE


                              $250,000 No._________

                                                               January 23, 2002
                                                        Los Angeles, California

                  AURA SYSTEMS, INC., a Delaware corporation (the "Debtor"), for
value received  hereby  promises to pay to The Carl Albert Trust,  dated July 7,
1991, Carl Albert, Trustee, or its registered assigns (the "Holder"), the sum of
Two Hundred Fifty Thousand  Dollars  ($250,000),  or such lesser amount as shall
then equal the  outstanding  principal  amount  hereof  and any  unpaid  accrued
interest hereon, as set forth below, which shall be due and payable upon written
demand by the Holder to the Debtor (the "Maturity Date").

1. Interest and Payment.  This Note shall bear interest on the unpaid  principal
balance hereof at a rate of ten percent (10%) per annum (the  "Interest  Rate"),
compounded monthly on the first day of each month.  Interest shall be calculated
on the  basis  of a 360 day year  and  charged  for the  actual  number  of days
elapsed.  Interest on the unpaid principal balance of this Note shall be due and
payable  on the  Maturity  Date  or at the  time  of  any  prepayment  permitted
hereunder. Payment of the principal of, and interest on, this Note shall be made
in cash,  in lawful  money of the United  States of America,  at such address as
Holder shall designate; provided that if no later than the Maturity Date or five
(5) days prior to any prepayment permitted hereunder, as applicable,  Debtor and
Holder  have  agreed  upon the value of options to  purchase  shares of Debtor's
common stock (the  "Interest  Options") or a procedure  for valuing the Interest
Options,  then  Holder  may elect (in lieu of cash) to  receive  payment  of the
principal of, or interest on, this Note (or both) in Interest Options.

2. Events of Default.  If any of the events  specified  in this  Section 2 shall
occur (herein individually referred to as an "Event of Default"),  the Holder of
the Note may, so long as such condition exists, declare the entire principal and
unpaid accrued  interest hereon  immediately due and payable  together with such
amounts due and payable under Section 3 hereof, by notice in writing to Debtor:

          (a) If Debtor shall have failed to pay the full amount of  outstanding
     principal due under this Note and any unpaid accrued interest hereon, as of
     5:00 p.m. Los Angeles,  California time on the first business day following
     the Maturity Date; or

          (b) The  institution  by Debtor of  proceedings  to be  adjudicated as
     bankrupt or insolvent, or the consent by it to institution of bankruptcy or
     insolvency  proceedings  against it or the  filing by it of a  petition  or
     answer or  consent  seeking  reorganization  or release  under the  federal
     Bankruptcy  Act,  or any other  applicable  federal  or state  law,  or the
     consent by it to the filing of any such  petition or the  appointment  of a
     receiver,  liquidator,  assignee,  trustee  or other  similar  official  of
     Debtor, or of any substantial part of its property,  or the making by it of
     an  assignment  for the benefit of  creditors,  or the taking of  corporate
     action by Debtor in furtherance of any such action; or

          (c) If, (i) within sixty (60) days after the commencement of an action
     against  Debtor (and service of process in connection  therewith on Debtor)
     seeking   any   bankruptcy,   insolvency,   reorganization,    liquidation,
     dissolution or similar relief under any present or future  statute,  law or
     regulation,  such  action  shall not have been  dismissed  or all orders or
     proceedings  thereunder  affecting the operations or the business of Debtor
     stayed,  or (ii) the stay of any such order or proceeding  shall thereafter
     be set aside, or (iii) within sixty (60) days after the appointment without
     the  consent  or  acquiescence  of  Debtor  or  any  trustee,  receiver  or
     liquidator of Debtor or of all or any substantial part of the properties of
     Debtor, such appointment shall not have been vacated.

3.  Remedies.  Upon the  occurrence of an Event of Default,  and so long as such
Event of Default  continues,  the entire balance of principal  together with all
accrued  interest  shall bear  interest at the Interest  Rate plus three percent
(3%).  No delay or  omission on the part of the Holder in  exercising  any right
under this Note or the Security  Agreement (as defined  below) will operate as a
waiver of such right.

4. Attorneys' Fees. Debtor shall pay the reasonable fees and expenses of counsel
to Holder in connection  with the preparation and execution of this Note and the
Security Agreement. If this Note is not paid when due or if any Event of Default
occurs,  Debtor shall pay all costs of  enforcement  and  collection,  including
without limitation,  reasonable fees and expenses of counsel, whether or not any
action or proceeding is brought to enforce the provisions hereof.

5.  Security.  This  Note is  secured  by the  Security  Agreement  of even date
herewith,  by and between  Debtor and Holder (the "Security  Agreement"),  under
which Holder has been granted a first priority  security interest in the Initial
Collateral (as defined in the Security Agreement).

6. Exchange of Note.  Holder shall be entitled to exchange this Note for another
Note representing the same rights,  upon surrender of this Note at the principal
office of Debtor. Also, on receipt of evidence reasonably satisfactory to Debtor
of the loss,  theft,  destruction  or mutilation of the Note, and in the case of
loss,  theft or destruction,  on delivery of an indemnity  agreement  reasonably
satisfactory  to  Debtor  or,  in the  case  of  mutilation,  on  surrender  and
cancellation  of the  mutilated  Note,  Debtor at its expense  shall execute and
deliver, in lieu of the Note, a new Note of the same form and amount.

7. Prepayment.  Debtor may, without premium or penalty,  prepay all or a portion
of the  outstanding  principal  balance due under this Note,  provided that each
such  prepayment is accompanied  by accrued  interest on the amount of principal
repaid calculated to the date of such prepayment.

8. Waiver.  Debtor hereby  waives  diligence,  presentment,  protest and demand,
notice of protest,  dishonor and nonpayment of this Note,  and expressly  agrees
that, without in any way affecting the liability of Debtor hereunder, Holder may
extend the Maturity Date, accept additional  security,  release any party liable
hereunder and release any security now or hereafter  securing this Note.  Debtor
further waives,  to the extent  permitted by law, the right to plead any and all
statutes  of  limitations  as a defense to any  demand on this  Note,  or on the
Security Agreement or any deed of trust,  security  agreement,  lease agreement,
guaranty or other agreement now or hereafter securing this Note.

9. Amendment.  All amendments to this Note require the written consent of Debtor
and Holder.

10.  Interest  Rate  Limitation.  It is the  intent of Debtor  and Holder in the
execution of this Note and the Security Agreement that the loan evidenced hereby
be exempt  from the  restrictions  of the usury laws of the State of  California
pursuant to Section 25118 of the California Corporations Code. Debtor and Holder
stipulate and agree that none of the terms and provisions contained herein or in
the Security Agreement shall ever be construed to create a contract for the use,
forbearance  or  detention of money  requiring  payment of interest at a rate in
excess of the maximum  interest rate  permitted to be charged by the laws of the
State of California.  If Holder  collects  monies which are deemed to constitute
interest which would otherwise increase the effective interest rate on this Note
to a rate in excess of the maximum  rate  permitted to be charged by the laws of
the State of California,  all such sums deemed to constitute  interest in excess
of such maximum rate will,  at the option of Holder,  be credited to the payment
of the sums due hereunder or returned to Debtor.

11.  Signatures.  If this Note bears the signatures of individuals  who were the
proper  officers of Debtor at the time of signing,  such  signatures  shall bind
Debtor, notwithstanding that any such individuals shall have ceased to hold such
offices prior to the delivery of this Note.

12.  Notices.  All  notices to Debtor  under  this Note shall be in writing  and
addressed to Debtor at 2335 Alaska Avenue, El Segundo,  California 90245,  Attn:
General Counsel and Corporate  Secretary,  or to other such address of Debtor as
Debtor may notify Holder.

13. Governing Law. This Note shall be construed, interpreted and governed by the
laws  of the  State  of  California,  without  regard  to  its  conflicts-of-law
provisions.

14.  Headings.  All headings used herein are used for convenience only and shall
not be used to construe or interpret this Note.

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          In witness whereof,  Debtor has caused this Note to be executed by its
     Chairman  and  attested by its  Secretary,  as of this 23rd day of January,
     2002.

                                                  Aura Systems, Inc.


                                            By  ______________________________
                                                Harry Kurtzman
                                                Chairman and CEO



                                            By  ______________________________
                                                Michael Froch
                                                Secretary