EXHIBIT 10.12
                                 REVOLVING NOTE



$75,000                                                    As of August 3, 2004
                                                                 Houston, Texas


     Coastal Bancshares  Acquisition Corp., a Delaware corporation (the "Maker")
promises  to pay to the order of  Coastal  Acquisition,  LLC (the  "Payee")  the
principal  sum of Seventy  Five  Thousand  Dollars($75,000)  lawful money of the
United  States of America or such lesser amount as may have been advanced and be
outstanding hereunder, on the terms and conditions described below.

1.   Principal.  The  principal  balance of this Note shall be  repayable on the
     later of (i) October  31, 2004 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.   Advancement  of Funding.  Maker shall have the right to request  from Payee
     advances  under this Note and Payee shall make advances under this Note, up
     to an  aggregate  amount  funded at any time of Seventy  Five  Thousand and
     No/100 Dollars ($75,000.00).

4.   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.

5.   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

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          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 its  affairs,  and  the
          continuance  of any such decree or order  unstayed and in effect for a
          period of 60 consecutive days.

6.   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.

7.   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.

8.   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

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     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 agree that  additional  makers,  endorsers,  guarantors,  or
     sureties  may become  parties  hereto  without  notice to them or affecting
     their liability hereunder.

9.   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:      Coastal Bancshares Acquisition Corp.
                                    9821 Katy Freeway, Suite 500
                                    Houston, Texas 77024
                                    Attn:   Mr. W. Donald Brunson


                  If to Payee:      Coastal Acquisition, LLC
                                    9821 Katy Freeway, Suite 500
                                    Houston, Texas 77024
                                    Attn:   Mr. Cary M. Grossman

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 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.


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

                                         COASTAL BANCSHARES ACQUISITION
                                         CORP.


                                         By: /s/ Cary M. Grossman
                                         ------------------------
                                         Cary M. Grossman,
                                         Co-Chief Executive Officer