EXHIBIT 10.35

                                 PROMISSORY NOTE

$12,500.00                                                    November 17, 2006
Dallas, Texas

        Media & Entertainment Holdings, Inc. (the "Maker") promises to pay to
the order of Bruce Maggin (the "Payee") the principal sum of TWELVE THOUSAND
FIVE HUNDRED and 00/100 dollars ($12,500.00) in lawful money of the United
States of America on the terms and conditions described below.

1)   PRINCIPAL. The principal balance of this Note shall be repayable on the
earlier of (i) November 17, 2007 or (ii) the date on which Maker consummates an
initial public offering of its securities.

2)   INTEREST. No interest shall accrue on the unpaid principal balance of this
Note.

3)   APPLICATION OF PAYMENTS. All payments shall be applied first to payment in
full of any costs incurred in the collection of any sum due under this Note,
including (without limitation) reasonable attorneys' fees, then to the payment
in full of any late charges and finally to the reduction of the unpaid principal
balance of this Note.

4)   EVENTS OF DEFAULT. The following shall constitute Events of Default:

     a) Failure to Make Required Payments. Failure by Maker to pay the principal
     of or accrued interest on this Note within five (5) business days following
     the date when due.

     b) Voluntary Bankruptcy, Etc. The commencement by Maker of a voluntary case
     under the Federal Bankruptcy Code, as now constituted or hereafter amended,
     or any other applicable federal or state bankruptcy, insolvency,
     reorganization, rehabilitation or other similar law, or the consent by it
     to the appointment of or taking possession by a receiver, liquidator,
     assignee, trustee, custodian, sequestrator (or other similar official) of
     Maker or for any substantial part of its property, or the making by it of
     any assignment for the benefit of creditors, or the failure of Maker
     generally to pay its debts as such debts become due, or the taking of
     corporate action by Maker in furtherance of any of the foregoing.

     c) Involuntary Bankruptcy, Etc. The entry of a decree or order for relief
     by a court having jurisdiction in the premises in respect of Maker in an
     involuntary case under the Federal Bankruptcy Code, as now or hereafter
     constituted, or any other applicable federal or state bankruptcy,
     insolvency or other similar law, or appointing a receiver, liquidator,
     assignee, custodian, trustee, sequestrator (or similar official) of Maker
     or for any substantial part of its property, or ordering the winding-up or
     liquidation of the affairs of Maker, and the continuance of any such decree
     or order unstayed and in effect for a period of 60 consecutive days.
<PAGE>

5)   REMEDIES.

     a) Upon the occurrence of an Event of Default specified in Section 4(a),
     Payee may, by written notice to Maker, declare this Note to be due and
     payable, whereupon the principal amount of this Note, and all other amounts
     payable thereunder, shall become immediately due and payable without
     presentment, demand, protest or other notice of any kind, all of which are
     hereby expressly waived, anything contained herein or in the documents
     evidencing the same to the contrary notwithstanding.

     b) Upon the occurrence of an Event of Default specified in Sections 4(b)
     and 4(c), the unpaid principal balance of, and all other sums payable with
     regard to, this Note shall automatically and immediately become due and
     payable, in all cases without any action on the part of Payee.

6)   WAIVERS. Maker and all endorsers and guarantors of, and sureties for, this
Note waive presentment for payment, demand, notice of dishonor, protest, and
notice of protest with regard to the Note, all errors, defects and imperfections
in any proceedings instituted by Payee under the terms of this Note, and all
benefits that might accrue to Maker by virtue of any present or future laws
exempting any property, real or personal, or any part of the proceeds arising
from any sale of any such property, from attachment, levy or sale under
execution, or providing for any stay of execution, exemption from civil process,
or extension of time for payment; and Maker agrees that any real estate that may
be levied upon pursuant to a judgment obtained by virtue hereof, on any writ of
execution issued hereon, may be sold upon any such writ in whole or in part in
any order desired by Payee.

7)   UNCONDITIONAL LIABILITY. Maker hereby waives all notices in connection with
the delivery, acceptance, performance, default, or enforcement of the payment of
this Note, and agrees that its liability shall be unconditional, without regard
to the liability of any other party, and shall not be affected in any manner by
any indulgence, extension of time, renewal, waiver or modification granted or
consented to by Payee, and consents to any and all extensions of time, renewals,
waivers, or modifications that may be granted by Payee with respect to the
payment or other provisions of this Note, and agrees that additional makers,
endorsers, guarantors, or sureties may become parties hereto without notice to
them or affecting their liability hereunder.

8)   NOTICES. Any notice called for hereunder shall be deemed properly given if
(i) sent by certified mail, return receipt requested, (ii) personally delivered,
(iii) dispatched by any form of private or governmental express mail or delivery
service providing receipted delivery, (iv) sent by telefacsimile or (v) sent by
e-mail, to the following addresses or to such other address as either party may
designate by notice in accordance with this Section:

     If to Maker:

     Media & Entertainment Holdings, Inc.
     4429 Edmondson Avenue
     Dallas, TX 75205
     Attn:  Herbert A. Granath, Chief Executive Officer
<PAGE>

     If to Payee:

     Bruce Maggin
     c/o H.A.M. Media Group, LLC
     305 Madison Avenue
     New York, NY 10017

9)   Notice shall be deemed given on the earlier of (i) actual receipt by the
receiving party, (ii) the date shown on a telefacsimile transmission
confirmation, (iii) the date on which an e-mail transmission was received by the
receiving party's on-line access provider (iv) the date reflected on a signed
delivery receipt, or (vi) two (2) Business Days following tender of delivery or
dispatch by express mail or delivery service.

10)  CONSTRUCTION. This Note shall be construed and enforced in accordance with
the domestic, internal law, but not the law of conflict of laws, of the State of
Texas.

11)  SEVERABILITY. Any provision contained in this Note which is prohibited or
unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective
to the extent of such prohibition or unenforceability without invalidating the
remaining provisions hereof, and any such prohibition or unenforceability in any
jurisdiction shall not invalidate or render unenforceable such provision in any
other jurisdiction.

     IN WITNESS WHEREOF, Maker, intending to be legally bound hereby, has caused
this Note to be duly executed by its Chief Operating Officer the day and year
first above written.

                                    MEDIA & ENTERTAINMENT HOLDINGS, INC.




                                    By:   /s/ Harvey M. Seslowsky
                                          -----------------------
                                    Name:  Harvey M. Seslowsky
                                    Title: Chief Operating Officer