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                                                                    EXHIBIT 10.7

                                 PROMISSORY NOTE

$150,000.00                                                      October 7, 2004

     FOR VALUE RECEIVED, the undersigned, U.S Gas & Electric, Inc., a Delaware
corporation ("Maker"), promises to pay to the order of Big Apple Energy, LLC, a
Nevada limited liability company ("Holder"), which term shall herein in every
instance refer to any owner or holder of this Note, the sum of One Hundred Fifty
Thousand and No/100 Dollars ($150,000.00) ("Principal Amount"), or so much of
the principal amount as shall be outstanding, together with interest on the
principal hereof from time to time outstanding from the date hereof until
maturity at the per annum rate hereinafter stated, said principal and interest
being payable in lawful money of the United States of America at the offices of
Holder, or at such other place which Holder may hereafter designate in writing.

     The unpaid principal amount from time to time outstanding on this Note
shall bear interest at a fixed per annum rate of seven percent (7.00 %) per
annum. After maturity (whether by acceleration in the event of default or
otherwise), all amounts outstanding hereunder shall bear interest at the highest
rate permitted by applicable law. Interest on this Note shall be calculated on a
per annum basis of 365 or 366 days, as the case may be.

     All sums paid hereon shall be applied first to accrued and unpaid interest,
and the remainder, if any, to the reduction of the principal balance hereof.

     All accrued and unpaid interest hereunder shall be due and payable
hereunder on the last business day of each and every consecutive month during
the term of this Note, commencing on the last day of October, 2004.

     The outstanding principal balance of this note, plus all accrued and unpaid
interest hereunder, shall be due and payable on October 6, 2005.

     Maker shall have the privilege to prepay this Note at any time, and from
time to time, in whole or in part, without penalty or fee. Any prepayment of
principal under this Note shall include accrued interest to the date of
prepayment on the principal amount being prepaid.

     In the case of an Event of Default (as defined below) this Note shall be
automatically due and payable, upon which no demand or declaration shall be
required, whereupon the entire unpaid principal balance of this Note and all
accrued and unpaid interest thereon shall thereupon at once mature and become
due and payable without presentment, demand, protest or notice of any kind
(including, but not limited to, notice of intention to accelerate or notice of
acceleration), all of which are hereby expressly waived by Maker.

     The occurrence of any one or more of the following events with regard to
Maker shall constitute an Event of Default hereunder:

     (A)  Maker shall fail to pay when due the principal or interest hereunder;
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     (B)  Maker shall admit its inability to pay its debts as they mature or
          shall make any assignment for the benefit of itself or any of its
          creditors; or

     (C)  A receiver or trustee shall be appointed for the Maker or for any
          substantial part of its assets, or any proceedings shall be instituted
          for the dissolution or the full or partial liquidation of the Maker
          and such receiver or trustee shall not be discharged within sixty (60)
          days of his appointment, or Maker shall discontinue business or
          materially change the nature of its business.

     It is the intention of the parties hereto to conform strictly to applicable
usury laws as in effect from time to time during the term of this Note.
Accordingly, it is agreed that, notwithstanding any provision of this Note to
the contrary, if any transaction or transactions contemplated hereby would be
usurious under applicable law (including the laws of the United States of
America, or of any other jurisdiction whose laws may be mandatorily applicable),
then, in that event, notwithstanding anything to the contrary in this Note, or
any agreement entered into in connection with this Note, it is agreed as
follows: (i) the provisions of this paragraph shall govern and control; (ii) the
aggregate of all interest under applicable law that is contracted for, charged
or received under this Note shall under no circumstances exceed the maximum
amount of interest allowed by applicable law, and any excess shall be promptly
credited to Maker by Holder (or, if such consideration shall have been paid in
full, such excess shall be promptly refunded to Maker by Holder); (iii) neither
Maker nor any other person or entity now or hereafter liable in connection with
this Note shall be obligated to pay the amount of such interest to the extent
that it is in excess of the maximum interest permitted by the applicable usury
laws; and (iv) the effective rate of interest shall be ipso facto reduced to the
Highest Lawful Rate (defined below). All sums paid, or agreed to be paid, to
Holder for the use, forbearance and detention of the indebtedness of Maker to
Holder shall, to the extent permitted by applicable law, be amortized, pro
rated, allocated and spread throughout the full term of the indebtedness
described in this Note, until payment in full so that the actual rate of
interest does not exceed the Highest Lawful Rate in effect at any particular
time during the full term thereof. The maximum lawful interest rate, if any,
referred to in this paragraph that may accrue pursuant to this Note is referred
to herein as the "Highest Lawful Rate."

     Maker agrees to pay, in addition to all other amounts owing hereunder, all
of Holder's expenses and costs of collection of this Note, including reasonable
attorneys' fees and paralegal fees incurred by Holder, including incurred in all
bankruptcy proceedings and in all appeals.

     If any payment of principal or interest on this Note shall become due on a
Saturday, Sunday or legal banking holiday, such payment shall be made on the
next succeeding business day and such extension of time shall in such case be
included in computing interest in connection with such payment.

     This Note shall be construed in accordance with and governed by the laws of
the State of Florida and of the United States of America, without giving effect
to principals of conflict of laws.

     THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT
EITHER MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION OR CLAIM BASED
HEREIN, OR ARISING OUT OF, UNDER OR IN


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CONNECTION WITH THIS NOTE AND ANY AGREEMENT CONTEMPLATED TO BE EXECUTED IN
CONJUNCTION THEREWITH, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS
(WHETHER VERBAL OR WRITTEN) OR ACTIONS OF EITHER PARTY. THIS PROVISION IS A
MATERIAL INDUCEMENT FOR HOLDER ENTERING INTO THE LOAN EVIDENCED BY THIS NOTE.

                                        MAKER:

                                        U.S. GAS & ELECTRIC, INC.


                                        By:  /s/ Doug Marcille
                                            ------------------------------------
                                            Doug Marcille

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