Exhibit 10.5
                                 PROMISSORY NOTE

$ 50,000.00

Date: August 15, 2003
Albuquerque, New Mexico

     Payable as noted below,  waiving notice,  protest and suit, the undersigned
(hereinafter referred to collectively as "maker"), for value received,  promises
to pay to the order of John E. Doherty,  plus  simple  interest  upon the unpaid
balance at the rate of five percent  (5.0%) per annum from the date hereof until
paid in full,  and if the same is not paid when due,  maker  promises to pay all
costs of collection, including reasonable attorneys' fees, if suit be brought on
this note, or if attorneys are employed to collect the same.

     This note is payable on written demand  delivered to maker. The maker shall
have the right to prepay all or any part of the unpaid principal  balance at any
time without  penalty.  All payments  shall be first applied to interest and the
balance to principal.

     If maker is in default of a demand payment after 3 days of written  demand,
the holder of the note shall give the maker  notice by  certified  mail,  return
receipt  requested,  of such default and if the same is not paid within ten (10)
days of mailing of such notice,  the holder may  accelerate  the maturity of the
entire unpaid principal balance and accrued interest.

     If a payment is not made on or before 13 days of written demand (i. e., and
within the demand period and the grace period of ten (10) days thereafter), then
a late charge of ten percent (10%) of the demand  payment shall be added thereto
and shall be payable to the holder of this note.

                                               Protalex, Inc.


                                               By: Don Dean
                                                   -------------------
                                                   Don Dean, Treasurer

                                 PROMISSORY NOTE

$ 50,000.00

Date: August 15, 2003
Albuquerque, New Mexico

     Payable as noted below,  waiving notice,  protest and suit, the undersigned
(hereinafter referred to collectively as "maker"), for value received,  promises
to pay to the order of Steven H.  Kane,  plus  simple  interest  upon the unpaid
balance at the rate of five percent  (5.0%) per annum from the date hereof until
paid in full,  and if the same is not paid when due,  maker  promises to pay all
costs of collection, including reasonable attorneys' fees, if suit be brought on
this note, or if attorneys are employed to collect the same.

     This note is payable on written demand  delivered to maker. The maker shall
have the right to prepay all or any part of the unpaid principal  balance at any
time without  penalty.  All payments  shall be first applied to interest and the
balance to principal.

     If maker is in default of a demand payment after 3 days of written  demand,
the holder of the note shall give the maker  notice by  certified  mail,  return
receipt  requested,  of such default and if the same is not paid within ten (10)
days of mailing of such notice,  the holder may  accelerate  the maturity of the
entire unpaid principal balance and accrued interest.

     If a payment is not made on or before 13 days of written demand (i. e., and
within the demand period and the grace period of ten (10) days thereafter), then
a late charge of ten percent (10%) of the demand  payment shall be added thereto
and shall be payable to the holder of this note.

                                               Protalex, Inc.


                                               By: Don Dean
                                                   -------------------
                                                   Don Dean, Treasurer