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**EXHIBIT 4(a)**

 

**10W. Jeffrey Fulton [#089527]Law Offices of W. Jeffery Fulton1545 Hotel Circle South, Suite 140San Diego, California 9108(619) 688-0018Attorney for Plaintiff Lyon Financial Services, Inc.A Minnesota corporation**

 

 

**SUPERIOR COURT OF CALIFORNIA**

**COUNTY OF SAN DIEGO, CENTER DISTRICT**

**LYON FINANCIAL SERVICES, INC.,a                                            )            Case Number: GIC 795728Minnesota corporation formerly knownas                                           )STELLER FINANCIAL COMPANY now                                           )dba U.S. BANCORPPORTFOLIO                                                      )            STIPULATION FOR ENTRY OFSERVICES,                                                                                           )            JUDGMENT AND DISMISSAL,                                                                                                                )             ORDERTHEREON                                           Plaintiff,                                                      )**                                                                                                                )**vs.                                                                                                           )                                                                                                                )THUNDERBIRD GREELY INC., a                                                    )Colorado corporation; INTERNATIONAL                                         )THUNDERBIRD CORPORATION, a                                                )Canadian corporation; and DOES 1 through                                        )25, inclusive,                                                                                           )                                                                                                                 )                                           Defendants.                                                 )                                                                                                                  )**

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            It is herebystipulated by and between Plaintiff Lyon Financial Services, Inc. a Minnesotacorporation, by and through its Collection Manager Lori Scheeval and DefendantsThunderbird Greely, Inc., a Colorado corporation, by and through its ChiefOperating Officer Albert Atallah and International Thunderbird Corporation, aCanadian corporation, also by and through its Chief Operating Officer AlbertAtallah, that Plaintiff have and recover against said Defendants, jointly andseverally, the sum of $730,000.00, interest at 13% per annum from and afterOctober 1, 2002, attorney fees pursuant to the court's default schedule on theoutstanding principal balance, and Court costs of $249.00.

            Theparties herein acknowledge that Plaintiff will file this Stipulation by judgmentwill not be entered forthwith. A Dismissal without prejudice will be filed,reserving the court's power to set aside the dismissal and order entry ofjudgment upon a showing of default in payments by the defendant. The court alsoreserves jurisdiction to enter a dismissal with prejudice following the entry ofdismissal without prejudice upon request.

            Pursuantto this Stipulation, Plaintiff will not take any action to enter or enforce thejudgment Stipulated to herein provided Defendants shall pay $730,000.00 asfollows: $10,000.00 upon execution of this Stipulation [not later than October4, 2002] and $10,000.00 per month commencing November 1, 202 and continuing onthe 1st day of each month thereafter for an additional 71 months.

            Allpayments as set forth above must be by check made payable to U.S. BancorpPortfolio Services and must be received at 1310 Madrid St., Marshall, Minnesota56258 on the dates set forth above. If any date falls on a legal holiday or onSaturday or Sunday, the following business day will be the date payment is due.

            If paymentis not made as set forth above on or before its due date, Plaintiff may sendwritten notice of default by facsimile to Defendants' attorney's office. Saidnotice is deemed made at the time the facsimile is sent. Twenty days afternotice of default Plaintiff may seek entry of judgment as stipulated to hereinwithout further notice to Defendants or their attorney. Any payments receivedpursuant to the stipulation will be credited first to accrued interest andsecond to principal on the date received. If any payment is not received at theabove address within five calendar days of its due date, the late payment shallbe subject to daily interest of $3.61 from its due date until the date actuallyreceived at the above address.

            Uponcompletion of the payments set forth above, Plaintiff will apply to the court tohave dismissal with prejudice entered and provide Defendants' attorney with aconformed copy thereof.

            Thisstipulation represents settlement of the above entitled matter. Only the termsand conditions herein survive execution by the parties and dismissal withoutprejudice save and except for the terms and conditions of the parties' SecurityAgreement and Assignment of Lease, each dated May 14, 1997. It is intended thatthis exception preserve any and all rights of Plaintiff to certain gamingmachines and certain equipment lease between Defendant International ThunderbirdCorporation and Twenty-nine Palms Band of Mission Indians dba Spotlight 29Enterprises dated November 3, 1995 as collateral for enforcement of the paymentsterms set forth herein.

            It isfurther stipulated that Defendants shall not contest any entry of judgmentpursuant to this stipulation, except for fraud or error in calculation of theamount of costs, fees, and amounts due. Defendant waives any rights they mayhave to contest or delay entry of judgment, including but not limited to any ofthe following:

            a.)    trial and/or appeal;

            b.)    motion of reconsideration and/or stay of judgment and/or stay of execution;

            c.)    dismissal for delay in prosecution pursuant to California Code of civilProcedure Section 583 et seq; and

            d.)    the time for any trial or pretrial proceedings to be had as extended to the fullextent permitted by law and to facilitate the settlement.

            It isfurther stipulated that all parties at all times material hereto have had theopportunity to consult with legal counsel of their own choosing concerning theirrights with respect to the form and content of this stipulation and theadvisability of executing the same.

            It isfurther stipulated that no changes or additions to, or modifications of thisstipulation shall be valid unless set forth in writing and executed by allparties hereto.

            It isfurther stipulated that all parties agree that any commissioner of the Courtwherein the action is filed may hear any proceeding arising out of thestipulation, including entry of judgment pursuant to the stipulation.

            It isfurther stipulated that this stipulation may be signed in counterpart whichcounterparts shall constitute one agreement between the parties.

            It isfurther stipulated that this stipulation shall be binding upon and inure to thebenefit of the parties hereto and their respective successors, assigns, heirs,and personal representatives.

            It isfurther stipulated that in the event that any of the provisions of thisstipulation (or portions thereof) is held by a Court of competent jurisdictionto be invalid for any reason, the validity and enforceability of the remainingof any such provisions or portions thereof and the remaining provisions of thisstipulation shall not be effected.

            It isfurther stipulated that each individual signing this stipulation and any otherdocuments executed in connection with this stipulation, whether signedindividually or on behalf of a person or entity, warrants and represents that heor she has full authority to so execute the stipulation on behalf of the partieson whose behalf he or she so signs. Each separately acknowledges and representsat this representation and warranty is an essential and material provision ofthis stipulation and shall survive execution hereof. The parties hereto eachrespectively represent that any attorney signing this stipulation and thatdocuments executed with this stipulation on their behalf respectively, have beenduly authorized and empowered to do so.

            It isfurther stipulated that copies of the stipulation may be used in lieu of theoriginal for all purposes. 

Date: October 28, 2002                                                                    ___/s/_*Lori Scheeval*________________                                                                                                           Lyon Financial Services, Inc. dba U.S.                                                                                                           Bancorp Portfolio Services, by Lori                                                                                                           Scheeval, its Collection Manager 

Date: October 28, 2002                                                                    ___/s/_*Albert Atallah*________________                                                                                                           Thunderbird Greely Inc., by Albert                                                                                                           Atallah, its Chief Operating OfficerDate: October 28, 2002                                                                    __/s/__*Albert Atallah*________________                                                                                                           International Thunderbird Corporation,                                                                                                           by Albert Atallah, its Chief Operating Officer