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                                                                    EXHIBIT 10.3

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<S>                     <C>                            <C>                      <C>                      <C>
      LOAN NUMBER                  LOAN NAME               ACCT. NUMBER               NOTE DATE                  INITIALS
                              Georgia Trust Bank                                       03/11/04                     JG
                                (in Organization)

      NOTE AMOUNT              INDEX (W/MARGIN)                RATE                 MATURITY DATE              LOAN PURPOSE
      $600,000.00          Wall Street Journal Prime          3.000%                   03/11/05                 Commercial
                                   minus 1.0%
                                                         Creditor Use Only
</TABLE>


                                 PROMISSORY NOTE
                      (Commercial - Draw - Variable Rate)

-------------------------------------------------------------------------------


DATE AND PARTIES. The date of the Promissory Note (Note) is March 11, 2004. The
parties and their addresses are

         LENDER:
                  NEXITY BANK
                  300 ParkBrooke Place
                  Suite 370
                  Woodstock, Georgia  30189
                  Telephone:  (678) 556-0700

         BORROWER:
                  GEORGIA TRUST BANK (IN ORGANIZATION)
                  a Financial Institution
                  3570 Financial Center Way
                  Suite 2
                  Buford, Georgia  30519

1.       DEFINITIONS.  As used in this Note, the terms have the following
meanings:

         A.       PRONOUNS. The pronouns "I," "me," and "my" refer to each
                  Borrower signing this Note, individually and together with
                  their heirs, successors and assigns, and each other person or
                  legal entity (including guarantors, endorsers, and sureties)
                  who agrees to pay this Note. "You" and "Your" refer to the
                  Lender, with its participants or syndicators, successors and
                  assigns, or any person or company that acquires an interest in
                  the Loan.

         B.       NOTE. Note refers to this document, and any extensions,
                  renewals, modifications and substitutions of this Note.

         C.       LOAN. Loan refers to this transaction generally, including
                  obligations and duties arising from the terms of all documents
                  prepared or submitted for this transaction such as
                  applications, security agreements, disclosures or notes, and
                  this Note.

         D.       PROPERTY. Property is any property, real, personal or
                  intangible, that secures my performance of the obligations of
                  this Loan.

         E.       PERCENT. Rates and rate change limitations are expressed as
                  annualized percentages.

2.       PROMISE TO PAY. For value received, I promise to pay you or your order,
at your address, or at such other location as you may designate, amounts
advanced from time to time under the terms of this Note up to the maximum total
principal balance of $600,000.00 (Principal), plus Interest from the date of
disbursement, on the unpaid outstanding Principal balance until this Note
matures or this obligation is accelerated.


Georgia Trust Bank (in Organization)                         Initials _________





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All advances made will be made subject to all other terms and conditions of this
Loan.

3.       INTEREST. Interest will accrue on the unpaid Principal balance of this
Note at the rate of 3.000 percent (Interest Rate) until March 12, 2004, after
which time it may change as described in the Variable Rate subsection.

         A.       INTEREST AFTER DEFAULT. If you declare a default under the
                  terms of this Loan, including for failure to pay in full at
                  maturity, you may increase the Interest Rate payable on the
                  outstanding Principal balance of this Note. In such event,
                  Interest will accrue on the outstanding Principal balance at
                  18.000 percent until paid in full.

         B.       MAXIMUM INTEREST AMOUNT. Any amount assessed or collected as
                  Interest under the terms of this Note or obligation will be
                  limited to the Maximum Lawful Amount of Interest allowed by
                  state or federal law. Amounts collected in excess of the
                  Maximum Lawful Amount will be applied first to the unpaid
                  Principal balance. Any remainder will be refunded to me.

         C.       STATUTORY AUTHORITY. The amount assessed or collected on this
                  Note is authorized by the Georgia usury laws under Ga. Code
                  title 7, ch. 4.

         D.       ACCRUAL. During the scheduled term of this Loan Interest
                  accrues using an Actual/360 days counting method.

         E.       VARIABLE RATE. The Interest Rate may change during the term of
                  this transaction.

                  (1)      Index. Beginning with the first Change Date, the
                           Interest Rate will be based on the following Index:
                           the highest base rate on corporate loans posted by at
                           least 75% of the nation's 30 largest banks that The
                           Wall Street Journal publishes as the Prime Rate.

                  (2)      Change Date. Each date on which the Interest Rate may
                           change is called a Change Date. The Interest Rate may
                           change March 12, 2004 and daily thereafter.

                  (3)      Calculation of Change. On each Change Date, you will
                           calculate the Interest Rate, which will be the
                           Current index minus 1.0 percent. The result of this
                           calculation will be rounded up to the nearest .001
                           percent. Subject to any limitations, this will be the
                           Interest Rate until the next Change Date. The new
                           Interest Rate will become effective on each Change
                           Date. The Interest Rate and other charges on this
                           Note will never exceed the highest rate or charge
                           allowed by law for this Note.

                  (4)      Effect of Variable Rate. A change in the Interest
                           Rate will have the following effect on the payments:
                           The amount of scheduled payments and the amount of
                           the final payment will change.

         4.       REMEDIAL CHARGES. In addition to interest or other finance
         charges, I agree that I will pay these additional fees based on my
         method and pattern of payment. Additional remedial charges may be
         described elsewhere in this Note.

                  A.       LATE CHARGE. If a payment is more than 10 days late,
                           I will be charged 5.000 percent of the Unpaid Portion
                           of Payment. I will pay late charge promptly but only
                           once for each late payment.

         5.       GOVERNING AGREEMENT. This Note is further governed by the
         Commercial Loan Agreement executed between you and me as part of this
         Loan, as modified, amended or supplemented. Upon execution of this
         Note, I represent that I have reviewed and am in compliance with the
         terms contained in the Commercial Loan Agreement.

         6.       PAYMENT. I agree to pay this Note in installments of accrued
         interest beginning April 11, 2004, and the on the 11th day of each
         month thereafter. I agree to pay the entire unpaid Principal and any
         accrued but unpaid interest on March 11, 2005.

         Payments will be rounded up to the nearest $.01. With the final payment
         I also agree to pay any additional fees or charges owing and the amount
         of any advances you have made to others on my behalf. Payments
         scheduled to be paid on the 29th, 30th or 31st day of a month that
         contains no such day will, instead, be made on the last day of such
         month.


Georgia Trust Bank (in Organization)                         Initials _________


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         7.       PREPAYMENT. I may prepay this Loan in full or in part at any
         time. Any partial prepayment will not excuse any later scheduled
         payments until I pay in full.

         8.       LOAN PURPOSE.  This is a business-purpose loan transaction.

         9. ADDITIONAL TERMS. Financial Reports: Upon Nexity's request,
         Borrower, if a business entity agrees to furnish within one
         hundred-twenty days after each of its fiscal year-ends during the term
         of this loan, its balance sheet and the related statements of income
         and retained earnings. The reports shall be audited, if available, or
         supplemented by the Borrower's tax return, if not audited. Borrower and
         guarantors also agree to provide any other financial information as may
         be requested by Nexity from time to time. If the Borrower is an
         individual, Borrower is required to provide Nexity financial
         information as requested, and in any event a current personal financial
         statement and tax return annually. In the event an extension has been
         filed, a copy will be provided to Nexity. Failure to comply with this
         request could result in the acceleration of the loan and/or demand for
         payment in full.

         10.      WAIVERS AND CONSENT. To the extent not prohibited by law, I
         waive protest, presentment for payment, demand, notice of acceleration,
         notice of intent to accelerate and notice of dishonor.

                  A.       ADDITIONAL WAIVERS BY BORROWER. In addition, I, and
                           any party to this Note and Loan, to the extent
                           permitted by law, consent to certain actions you may
                           take, and generally waive defenses that may be
                           available based on those actions or based on the
                           status of a party to this Note.

                           (1)      You may renew or extend payments on the
                                    Note, regardless of the number of such
                                    renewals or extensions.

                           (2)      You may release any Borrower, endorser,
                                    guarantor, surety, accommodation maker or
                                    any other co-signer.

                           (3)      You may release, substitute or impair any
                                    Property securing this Note.

                           (4)      You, or any institution participating in
                                    this Note, may invoke your right of set-off.

                           (5)      You may enter into any sales, repurchases or
                                    participations of this Note to any person in
                                    any amounts and I waive notice of such
                                    sales, repurchases or participations.

                           (6)      I agree that any of us signing this Note as
                                    a Borrower is authorized to modify the terms
                                    of this Note or any instrument securing,
                                    guarantying or relating to this Note.

                           (7)      I agree that you may inform any party who
                                    guarantees the Loan of any Loan
                                    accommodations, renewals, extensions,
                                    modifications, substitutions or future
                                    advances.

                  B. NO WAIVER BY LENDER. Your course of dealing, or your
                  forbearance from, or delay in, the exercise of any of your
                  rights, remedies, privileges or right to insist upon my strict
                  performance of any provisions contained in this Note, or other
                  Loan documents, shall not be construed as a waiver by you,
                  unless any such waiver is in writing and is signed by you.

         11.      APPLICABLE LAW. This Note is governed by the laws of Georgia,
         the United States of America and to the extent required, by the laws of
         the jurisdiction where the Property is located. In the event of a
         dispute, the exclusive forum, venue and place of jurisdiction will be
         in Georgia, unless otherwise required by law.

         12.      JOINT AND INDIVIDUAL LIABILITY AND SUCCESSORS. My obligation
         to pay this Loan is independent of the obligation of any other person
         who has also agreed to pay it. You may sue me alone, or anyone else who
         is obligated on this Loan, or any number of us together, to collect
         this Loan. Extending this Loan or new obligations under this Loan, will
         not affect my duty under this Loan and I will still be obligated to pay
         this Loan. The duties and benefits of this Loan will bind and benefit
         the successors and assigns of you and me.

         13.      AMENDMENT, INTEGRATION AND SEVERABILITY. This Note may not be
         amended or modified by oral agreement. No amendment or modification of
         this note is effective unless made in writing and executed by


Georgia Trust Bank (in Organization)                         Initials _________

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         you and me. This Note is the complete and final expression of the
         agreement. If any provision of this Note is unenforceable, then the
         unenforceable provision will be severed and the remaining provisions
         will still be enforceable.

         14.      INTERPRETATION. Whenever used, the singular includes the
         plural and the plural includes the singular. The section headings are
         for convenience only and are not to be used to interpret or define the
         terms of this Note.

         15.      NOTICE, FINANCIAL, REPORTS AND ADDITIONAL DOCUMENTS. Unless
         otherwise required by law, any notice will be given by delivering it or
         mailing it by first class mail to the appropriate party's address
         listed in the DATE AND PARTIES section, or to any other address
         designed in writing. Notice to one party will be deemed to be notice to
         all parties. I will inform you in writing of any change in my name,
         address or other application information. I agree to sign, deliver, and
         file any additional documents or certifications that you may consider
         necessary to perfect, continue, and preserve my obligations under this
         Loan and to confirm your lien status on any Property. Time is of the
         essence.

         16.      CREDIT INFORMATION. I agree to supply you with whatever
         information you reasonably request. You will make requests for this
         information without undue frequency, and will give me reasonable time
         in which to supply the information.

         17.      ERRORS AND OMISSIONS. I agree, if requested by you, to fully
         cooperate in the correction, if necessary, in the reasonable discretion
         of you of any and all loan closing documents so that all documents
         accurately describe the loan between you and me. I agree to assume all
         costs including by way of illustration and not limitation, actual
         expenses, legal fees and marketing losses for failing to reasonably
         comply with your requests within thirty (30) days.

         18.      AGREEMENT TO ARBITRATE. You or I may submit to biding
         arbitration, any dispute, claim or other matter in question between or
         among you and me that arises out of or relates to this Transaction
         (Dispute), except as otherwise indicated in this section or as you and
         I agree to in writing. For purposes of this section, this Transaction
         includes this Note and any other documents, instruments and proposed
         loans or extensions of credit that relate to this Note. You or I will
         not arbitrate any Dispute within any "core proceedings" under the
         United States bankruptcy laws.

         You and I must consent to arbitrate any Dispute concerning a debt
         secured by real estate at the time of the proposed arbitration. You may
         foreclose or exercise any powers of sale against real property securing
         a debt underlying any Dispute before, during or after any arbitration.
         You may also enforce a debt secured by this real property and
         underlying the Dispute before, during or after any arbitration.

         You or I may seek provisional remedies at any time from a court having
         jurisdiction to preserve the rights of or to prevent irreparable injury
         to you or me. Foreclosing or exercising a power of sale, beginning and
         continuing a judicial action or pursuing self-help remedies will not
         constitute a waiver of the right to compel arbitration.

         The arbitrator will determine whether a Dispute is arbitrable. A single
         arbitrator will resolve any Dispute, whether individual or joint in
         nature, or whether based on contract, tort, or any other matter at law
         or in equity. The arbitrator may consolidate any Dispute with any
         related disputes, claims or other matters in question not arising out
         of this Transaction. Any court having jurisdiction may enter a judgment
         or decree on the arbitrator's award. The judgment or decree will be
         enforced as any other judgment or decree.

         You and I acknowledge that the agreements, transactions or the
         relationships which result from the agreements or transactions between
         and among you and me involve interstate commerce. The United States
         Arbitration Act will govern the interpretation and enforcement of this
         action.

         The American Arbitration Association's Commercial Arbitration Rules, in
         effect on the date of this Note, will govern the selection of the
         arbitrator and the arbitration process, unless otherwise agreed to in
         this Note or another writing.

Georgia Trust Bank (in Organization)                         Initials _________


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         19.      WAIVER OF TRIAL FOR ARBITRATION. You and I understand that the
         parties have the right or opportunity to litigate any Dispute through a
         trial by judge or jury, but that the parties prefer to resolve Dispute
         through arbitration instead of litigation. If any Dispute is
         arbitrated, you and I voluntarily and knowingly waive the right to have
         a trial by jury or judge during the arbitration.

         20.      SIGNATURE. By signing under seal, I agree to the terms
         contained in this Note. I also acknowledge receipt of a copy of this
         Note.


         BORROWER:

                  Georgia Trust Bank (in Organization)


                           By:      /s/ William E. Smith                 (SEAL)
                              -------------------------------------------
                               William E. Smith, Chairman



Georgia Trust Bank (in Organization)                         Initials _________