Exhibit 10.1




--------------------------------------------------------------------------------
                   (Space Above This Line For Recording Data)

LOAN NUMBER: 417-8820517

                         COMMERCIAL REAL ESTATE MORTGAGE
     FUTURE ADVANCES AND FUTURE OBLIGATIONS ARE SECURED BY THIS REAL ESTATE
                                    MORTGAGE

This COMMERCIAL REAL ESTATE MORTGAGE  ("Security  Instrument") is made on August
18, 2006 between Robcor,  LLC, a Kentucky  Limited  Liability,  whose address is
3505  Castlegate  Court,  Lexington,  Kentucky  40502;  the  "Mortgagor(s)"  and
Republic Bank & Trust Company  whose address is 661 S.  Hurstbourne  Pkwy/PO Box
70749,  Louisville,  Kentucky  40222-5040  ("Lender"),  which is  organized  and
existing under the laws of the state of Kentucky.  Mortgagor in consideration of
loans  extended  by  Lender  up to a maximum  principal  amount of Four  Hundred
Seventy-seven  Thousand and 00/100  Dollars  ($477,000.00)  ("Maximum  Principal
Indebtedness"),  and for other valuable  consideration,  the receipt of which is
acknowledged, hereby mortgages, grants and conveys to Lender, its successors and
assigns,  the  following  described  property  located in the County of Fayette,
State of Kentucky:

Address: 293 and 301 Blue Sky Pkwy, Lexington, Kentucky 40509
Legal Description: See Exhibit A

Together  with  all  easements,   appurtenances  abutting  streets  and  alleys,
improvements,  buildings, fixtures, tenements, hereditaments,  equipment, rents,
income,  profits and royalties,  personal goods of whatever  description and all
other rights and  privileges  including all minerals,  oil,  gas,  water,  water
wells,  ditches,  reservoirs,  reservoir  sites and dams located thereon and all
riparian and water rights and water stock associated therewith,  payment awards,
amounts  received  from  eminent  domain,  amounts  received  from  any  and all
insurance payments,  and timber which may now or later be located,  situated, or
affixed on and used in connection therewith (hereinafter called the "Property").

RELATED  DOCUMENTS.  The words "Related  Documents"  mean all promissory  notes,
security  agreements,  prior mortgages,  business loan agreements,  construction
loan   agreements,    resolutions,    guaranties,    environmental   agreements,
subordination  agreements,  assignments  of  leases  and  rents  and  any  other
documents or  agreements  executed in connection  with this Security  Instrument
whether now or hereafter existing.  The Related Documents are hereby made a part
of this Security Instrument by reference thereto, with the same force and effect
as if fully set forth herein.

INDEBTEDNESS.  This Security Instrument secures the principal amount shown above
as may be evidenced by a promissory  note or notes of even,  prior or subsequent
date hereto,  including future advances and every other  indebtedness of any and
every kind now or hereafter owing from Mortgagor to Lender, howsoever created or
arising, whether primary, secondary or contingent, together with any interest or
charges  provided  in or  arising  out of  such  indebtedness,  as  well  as the
agreements and covenants of this Security  Instrument and all Related  Documents
(hereinafter all referred to as the "Indebtedness").


<PAGE>


MATURITY DATE. The Indebtedness,  if not paid earlier,  shall be due and payable
on August 18, 2016.

FUTURE ADVANCES.  To the extent permitted by law, this Security  Instrument will
secure  future  advances  as if such  advances  were  made  on the  date of this
Security  Instrument  regardless of the fact that from time to time there may be
no balance due under the note and  regardless of whether the Lender is obligated
to make such future advances.

CROSS  COLLATERALIZATION.  It is the  expressed  intent  of  Mortgagor  to cross
collateralize  all of its Indebtedness and obligations to the Lender,  howsoever
arising and whensoever incurred.

WARRANTIES.   Mortgagor,  for  itself,  its  heirs,  personal   representatives,
successors, and assigns, represents. warrants, covenants and agrees with Lender,
its successors and assigns, as follows:

      Performance  of  Obligations.  Mortgagor  promises  to perform  all terms,
      conditions,   and  covenants  of  this  Security  Instrument  and  Related
      Documents in accordance with the terms contained therein.

      Defense and Title to Property.  At the time of  execution  and delivery of
      this  instrument,  Mortgagor  is  lawfully  seised  of the  estate  hereby
      conveyed and has the exclusive right to mortgage, grant, convey and assign
      the Property.  Mortgagor  covenants that the Property is unencumbered  and
      free of all liens, except for encumbrances of record acceptable to Lender.
      Further,  Mortgagor  covenants  that  Mortgagor  will  warrant  and defend
      generally the title to the Property against any and all claims and demands
      whatsoever, subject to the easements,  restrictions, or other encumbrances
      of record  acceptable  to  Lender,  as may be listed  in the  schedule  of
      exceptions to coverage in any abstract of title or title insurance  policy
      insuring Lender's interest in the Property.

      Condition of Property. The Mortgagor promises at all times to preserve and
      to maintain the  Property  and every part thereof in good repair,  working
      order,  and  condition  and will from time to time,  make all  needful and
      proper  repairs so that the value of the Property  shall not in any way be
      impaired.

      Removal of any Part of the Property.  Mortgagor promises not to remove any
      part of the Property from its present  location,  except for  replacement,
      maintenance and relocation in the ordinary course of business.

      Alterations  to the  Property.  Mortgagor  promises  to  abstain  from the
      commission of any waste on the Property.  Further, Mortgagor shall make no
      material  alterations,  additions or  improvements of any type whatever to
      the  Property,  regardless  of  whether  such  alterations,  additions  or
      improvements  would increase the value of the Property,  nor permit anyone
      to do so except for tenant  improvements  and completion of items pursuant
      to approved  plans and  specifications,  without  Lender's  prior  written
      consent,  which consent may be withheld by Lender in its sole  discretion.
      Mortgagor  will  comply  with  all  laws  and  regulations  of all  public
      authorities  having  jurisdiction  over the premises  relating to the use,
      occupancy and maintenance  thereof and shall upon request  promptly submit
      to Lender evidence of such compliance.

      Due on Sale - Lender's Consent. Mortgagor shall not sell, further encumber
      or  otherwise  dispose of,  except as herein  provided,  any or all of its
      interest in any part of or all of the Property without first obtaining the
      written consent of Lender. If any encumbrance,  lien,  transfer or sale or
      agreement  for these is created,  Lender may declare  immediately  due and
      payable, the entire balance of the Indebtedness.

      Insurance.  Mortgagor  promises to keep the Property  insured against such
      risks  and in such form as may  within  the sole  discretion  of Lender be
      acceptable,  causing  Lender to be named as loss payee or if  requested by
      Lender,  as mortgagee.  The insurance company shall be chosen by Mortgagor
      subject to Lender's  approval,  which shall not be unreasonably  withheld.
      All  insurance  policies must provide that Lender will get a minimum of 10
      days notice prior to cancellation.  At Lender's discretion,  Mortgagor may
      be required to produce receipts of paid premiums and renewal policies.  If
      Mortgagor  fails to obtain  the  required  coverage,  Lender  may do so at
      Mortgagor's  expense.  Mortgagor  hereby directs each and every insurer of
      the  Property to make  payment of loss to Lender  with the  proceeds to be
      applied,  only at Lender's  option,  to the repair and  replacement of the
      damage or loss or to be applied to the Indebtedness  with the surplus,  if
      any, to be paid by Lender to Mortgagor.


<PAGE>


      Payment of Taxes and Other Applicable  Charges.  Mortgagor promises to pay
      and to discharge liens, encumbrances,  taxes, assessments,  lease payments
      and any other  charges  relating to the  Property  when levied or assessed
      against Mortgagor or the Property.

      Environmental  Laws and Hazardous or Toxic Materials.  Mortgagor and every
      tenant  have  been,  are  presently  and  shall  continue  to be in strict
      compliance with any applicable local, state and federal environmental laws
      and  regulations.   Further,   neither  Mortgagor  nor  any  tenant  shall
      manufacture,  store,  handle,  discharge  or dispose of hazardous or toxic
      materials  as may be defined by any state or federal law on the  Property,
      except to the extent the existence of such  materials  has been  presently
      disclosed in writing to Lender.  Mortgagor will immediately  notify Lender
      in writing of any  assertion or claim made by any party as to the possible
      violation of applicable state and federal environmental laws including the
      location of any  hazardous or toxic  materials  on or about the  Property.
      Mortgagor  indemnifies  and holds Lender  harmless  from any  liability or
      expense of whatsoever  nature incurred  directly or indirectly as a result
      of  Mortgagor's   violation  of  applicable   local,   state  and  federal
      environmental  laws  and  regulations  or  Mortgagor's   involvement  with
      hazardous or toxic materials.

      Financial  Information.  Mortgagor  agrees to supply Lender such financial
      and other information  concerning its affairs and the status of any of its
      assets as Lender,  from time to time,  may reasonably  request.  Mortgagor
      further agrees to permit Lender to verify  accounts as well as to inspect,
      copy and to examine the books, records and files of Mortgagor.

      Lender's  Right to Enter.  The Lender or  Lender's  agents  shall have the
      right and access to inspect the Property at all reasonable  times in order
      to attend to Lender's  interests and ensure  compliance  with the terms of
      this  Security  Instrument.  If the Property,  or any part thereof,  shall
      require  inspection,  repair or maintenance which the Mortgagor has failed
      to  provide,  the  Lender,  after  reasonable  notice,  may enter upon the
      Property to effect such obligation; and the cost thereof shall be added to
      the Indebtedness and paid on the Lender's demand by the Mortgagor.

ASSIGNMENT OF LEASES AND RENTS.  As  additional  security for the payment of the
Indebtedness and the performance of the covenants  contained  herein,  Mortgagor
hereby  assigns  and  transfers  over to Lender  all rents,  income and  profits
("Rents")  under any  present or future  leases,  subleases  or  licenses of the
Property, including any guaranties,  extensions, amendments or renewals thereof,
from the use of the Property. So long as Mortgagor is not in default,  Mortgagor
may receive,  collect and enjoy all Rents  accruing from the  Property,  but not
more  than  one  month in  advance  of the due  date.  Lender  may also  require
Mortgagor,  tenant and any other user of the Property to make  payments of Rents
directly to Lender. However, by receiving any such payments,  Lender is not, and
shall not be considered, an agent for any party or entity. Any amounts collected
may,  at the  Lender's  sole  discretion,  be applied to  protect  the  Lender's
interest in the Property,  including but not limited to the payment of taxes and
insurance  premiums and to the  Indebtedness.  At Lender's sole discretion,  all
leases, subleases and licenses must first be approved by Lender.

CONDEMNATION.  Mortgagor  shall  give  Lender  notice  of any  action  taken  or
threatened to be taken by private or public entities to appropriate the Property
or any part thereof,  through condemnation,  eminent domain or any other action.
Further,  Lender shall be permitted  to  participate  or intervene in any of the
above  described  proceedings  in any  manner  it shall  at its sole  discretion
determine. Lender is hereby given full power, right and authority to receive and
receipt  for any and all  damages  awarded  as a result  of the full or  partial
taking or appropriation and in its sole discretion,  to apply said awards to the
Indebtedness, whether or not then due or otherwise in accordance with applicable
law. Unless Lender otherwise  agrees in writing,  any application of proceeds to
the  Indebtedness  shall not extend or postpone the due date of the payments due
under the Indebtedness or change the amount of such payments.

MORTGAGOR'S  ASSURANCES.  At any time, upon a request of Lender,  Mortgagor will
execute and deliver to the Lender,  and if  appropriate,  cause to be  recorded,
such further mortgages,  assignments.  assignments of leases and rents, security
agreements,  pledges, financing statements, or such other document as Lender may
require, in Lender's sole discretion, to effectuate,  complete and to perfect as
well as to  continue  to  preserve  the  Indebtedness,  or the lien or  security
interest created by this Security Instrument.


<PAGE>

ATTORNEY-IN-FACT.  Mortgagor  appoints Lender as  attorney-in-fact  on behalf of
Mortgagor.  If Mortgagor fails to fulfill any of Mortgagor's  obligations  under
this Security  Instrument or any Related Documents,  including those obligations
mentioned in the preceding paragraph, Lender as attorney-in-fact may fulfill the
obligations  without  notice to Mortgagor.  This power of attorney  shall not be
affected by the disability of the Mortgagor.

EVENTS OF DEFAULT.  The  following  events shall  constitute  default under this
Security Instrument (each an "Event of Default"):

      (a)   Failure to make required payments when due under Indebtedness;
      (b)   Failure  to perform or keep any of the  covenants  of this  Security
            Instrument or a default under any of the Related Documents;
      (c)   The  making of any oral or written  statement  or  assertion  to the
            Lender  that is false  or  misleading  in any  material  respect  by
            Mortgagor or any person obligated on the Indebtedness;
      (d)   The  death,  dissolution,  insolvency,  bankruptcy  or  receivership
            proceeding of Mortgagor or of any person or entity  obligated on the
            Indebtedness;
      (e)   Any  assignment by the Mortgagor for the benefit of the  Mortgagor's
            creditors;
      (f)   A  material  adverse  change  occurs  in  the  financial  condition,
            ownership or management of Mortgagor or any person  obligated on the
            Indebtedness; or
      (g)   The Lender deems itself insecure for any reason whatsoever.

REMEDIES ON DEFAULT.  Upon the  occurrence  of an Event of Default,  Lender may,
without demand or notice, pay any or all taxes, assessments, premiums, and liens
required to be paid by Mortgagor, effect any insurance provided for herein, make
such  repairs,  cause the abstracts of title or title  insurance  policy and tax
histories of the Property to be certified to date,  or procure new  abstracts of
title or title  insurance and tax  histories in case none were  furnished to it,
and procure title reports covering the Property,  including surveys. The amounts
paid for any such  purposes  will be added  to the  Indebtedness  and will  bear
interest at the rate of interest  otherwise  accruing on the Indebtedness  until
paid. In the event of  foreclosure,  the  abstracts of title or title  insurance
shall  become  the  property  of the  Lender.  All  abstracts  of  title,  title
insurance,  tax  histories,  surveys,  and  other  documents  pertaining  to the
Indebtedness  will remain in Lender's  possession until the Indebtedness is paid
in full.  IN THE  EVENT OF THE SALE OF THIS  PROPERTY  UNDER THE  PROCEDURE  FOR
FORECLOSURE OF A SECURITY INSTRUMENT BY ADVERTISEMENT, AS PROVIDED BY APPLICABLE
LAW, OR IN THE EVENT THE LENDER  EXERCISES  ITS RIGHTS UNDER THE  ASSIGNMENT  OF
LEASES AND RENTS, THE MORTGAGOR HEREBY WAIVES ANY RIGHT TO ANY NOTICE OTHER THAN
THAT PROVIDED FOR  SPECIFICALLY BY STATUTE,  OR TO ANY JUDICIAL HEARING PRIOR TO
SUCH SALE OR OTHER EXERCISE OF RIGHTS.

Upon the  occurrence of an Event of Default,  Lender may,  without notice unless
required by law,  and at its option,  declare  the entire  Indebtedness  due and
payable,  as it may elect,  regardless of the date or dates of maturity  thereof
and, if permitted by state law, is authorized  and empowered to sell or to cause
the  Property  to be sold at public  auction,  and to execute and deliver to the
purchaser or purchasers at such sale any deeds of conveyance good and sufficient
at law,  pursuant to the statute in such case made and provided,  and out of the
proceeds  of the sale to retain  the sums then due  hereunder  and all costs and
charges of the sale,  including  attorneys'  fees,  rendering any surplus to the
party or  parties  entitled  to it. Any such sale or a sale made  pursuant  to a
judgment or a decree for the foreclosure hereof may, at the option of Lender, be
made en masse. The commencement of proceedings to foreclose this Mortgage in any
manner  authorized by law shall be deemed as exercise of the above option.  Upon
the occurrence of an Event of Default,  Lender shall  immediately be entitled to
make  application  for and obtain the appointment of a receiver for the Property
and of the  earnings,  income,  issue and  profits of it, with the powers as the
court making the appointments confers.  Mortgagor hereby irrevocably consents to
such appointment and waives notice of any application therefor.

NO WAIVER. No delay or failure of Lender to exercise any right, remedy, power or
privilege  hereunder  shall affect that right,  remedy,  power or privilege  nor
shall any single or partial exercise thereof preclude the exercise of any right,
remedy,  power or  privilege.  No  Lender  delay or  failure  to  demand  strict
adherence to the terms of this Security Instrument shall be deemed to constitute


<PAGE>

a course of conduct  inconsistent  with  Lender's  right at any time,  before or
after an event of  default,  to  demand  strict  adherence  to the terms of this
Security Instrument and the Related Documents.

JOINT AND SEVERAL  LIABILITY.  If this Security  Instrument  should be signed by
more than one person, all persons executing this Security  Instrument agree that
they shall be jointly and severally bound, where permitted by law.

SURVIVAL.  The Lender's rights in this Security  Instrument will continue in its
successors  and  assigns.  This  Security  Instrument  is  binding on all heirs,
executors, administrators, assigns and successors of the Mortgagor.

NOTICES AND WAIVER OF NOTICE.  Unless otherwise  required by applicable law, any
notice or demand given by Lender to any party is considered effective when it is
deposited in the United States Mail with the appropriate postage,  mailed to the
address of the party given at the beginning of this Security  Instrument  unless
an  alternative  address has been  provided to Lender in writing.  To the extent
permitted  by law,  Mortgagor  waives  notice  of  Lender's  acceptance  of this
Security Instrument,  defenses based on suretyship, any defense arising from any
election by Lender under the United States Bankruptcy Code,  Uniform  Commercial
Code,  as enacted in the state  where the Lender is located or other  applicable
law  or in  equity,  demand,  notice  of  acceleration,  notice  of  nonpayment,
presentment, protest, notice of dishonor and any other notice.

TO THE EXTENT PERMITTED BY LAW, MORTGAGOR WAIVES ANY RIGHT TO NOTICE, OTHER THAN
THE NOTICE  PROVIDED  ABOVE,  AND WAIVES ANY RIGHT TO ANY  HEARING,  JUDICIAL OR
OTHERWISE, PRIOR TO THE LENDER EXERCISING ITS. RIGHTS UNDER THIS ASSIGNMENT.

WAIVER OF APPRAISEMENT RIGHTS. Mortgagor waives all appraisement rights relating
to the Property to the extent permitted by law.

LENDER'S  EXPENSES.  Mortgagor agrees to pay all expenses  incurred by Lender in
connection with enforcement of its rights under the Indebtedness,  this Security
Instrument or in the event Lender is made party to any litigation because of the
existence of the  Indebtedness  or this  Security  Instrument,  as well as court
costs, collection charges and reasonable attorneys' fees and disbursements.

ASSIGNABILITY.  Lender may assign or otherwise transfer this Security Instrument
or any of Lender's  rights  under this  Security  Instrument  without  notice to
Mortgagor.  Mortgagor may not assign this Security Instrument or any part of the
Security Instrument without the express written consent of Lender.

GOVERNING LAW AND JURISDICTION. This Security Instrument will be governed by the
laws of the State of Kentucky.

SEVERABILITY.  If a court  of  competent  jurisdiction  determines  any  term or
provision of this  Security  Instrument  is invalid or  prohibited by applicable
law, that term or provision will be ineffective to the extent required. Any term
or  provision  that has been  determined  to be  invalid or  prohibited  will be
severed  from the  rest of the  Security  Instrument  without  invalidating  the
remainder of either the affected provision or this Security Instrument.

WAIVER OF JURY TRIAL.  All parties to this Mortgage  waive any right to trial by
jury to the extent  allowed by law. This jury trial waiver applies to any claims
or disputes  related or incidental to the relationship  established  between the
parties to this Mortgage.

ORAL  AGREEMENTS  DISCLAIMER.  This  Security  Instrument  represents  the final
agreement  between the parties and may not be contradicted by evidence of prior,
contemporaneous  or  subsequent  oral  agreements  of the parties.  There are no
unwritten oral agreements between the parties.

By signing  this  Security  Instrument,  each  Mortgagor  acknowledges  that all
provisions have been read and understood. Signed and sealed by Mortgagor (s):


<PAGE>

Robcor, LLC

X__________________________                          X__________________________
By: Michael E Heitz    Date                           By: V Janette Heitz   Date


The above signatures have been Witnessed by:
X__________________________                          X__________________________
Name:                  Date                           Name:                 Date


                            BUSINESS ACKNOWLEDGEMENT

STATE OF      KENTUCKY             )
                                   )ss
COUNTY OF     FAYETTE              )

This instrument was acknowledged on the  ________________________, by:

Michael E Heitz,  Member and V Janette Heitz, Member on behalf of Robcor, LLC, a
Kentucky Limited Liability Company, who personally appeared before me.

In witness whereof, I hereunto set my hand and, if applicable, official seal.

My commission expires: _________                     X__________________________
                                                      State at Large
                                                      Notary Public
(Offical Seal)
________________________________________________________________________________

________________________________________________________________________________


THIS INSTRUMENT WAS PREPARED BY:                   AFTER RECORDING RETURN TO:
Glenn Hoskins PSC                                  Republic Bank & Trust Company
1077 Eastland Drive                                661 S. Hurstbourne Pkwy
Lexington, KY 40555                                Louisville, KY 40222

X_______________________________________

________________________________________________________________________________





<PAGE>

                                   EXHIBIT "A"


All of Lot Nos. A and B, Tract C of Bluesky  Industrial  Estates  Subdivision to
the City of  Lexington  as shown by plat  thereof  of record in Plat  Cabinet A,
Slide 660, in the Fayette County Clerk's  Office;  and known as 293 and 301 BLUE
SKY PARKWAY;  and

BEING the same property  conveyed to Robcor,  LLC, a Kentucky limited  liability
company, by Skilton Enterprises,  LLC, a Kentucky limited liability company (the
successor in interest to Skilton Paving & Construction Company, Inc., a Kentucky
corporation),  through  deed dated  March 9, 2005,  of record in Deed Book 2534,
Page 94, in the Fayette County Clerk's Office.