<PAGE>

                                                                   Exhibit 10.26

                               IMPORTANT NOTICE

         THIS INSTRUMENT CONTAINS A CONFESSION OF JUDGMENT PROVISION WHICH
CONSTITUTES A WAIVER OF IMPORTANT RIGHTS YOU MAY HAVE AS A DEBTOR AND ALLOWS THE
CREDITOR TO OBTAIN A JUDGMENT AGAINST YOU WITHOUT ANY FURTHER NOTICE.


Baltimore, Maryland                           $21,072,860.62
February 1, 1999

               THIRD CONSOLIDATED, AMENDED AND RESTATED REVOLVING
               --------------------------------------------------
                 AND ACQUISITION LINE OF CREDIT PROMISSORY NOTE
                 ----------------------------------------------

     FOR VALUE RECEIVED, the undersigned, PRECISION AUTO CARE, INC., a Virginia
corporation ("PAC"), WE JAC CORPORATION, a Delaware corporation; PRECISION
BUILDING SOLUTIONS INCORPORATED, formerly known as LUBE VENTURES, INC., a
Delaware corporation; ROCKY MOUNTAIN VENTURES II, INC., a Colorado corporation;
MIRACLE PARTNERS, INC., a Delaware corporation; RALSTON CAR WASH, LTD., an Ohio
limited liability company; PREMA PROPERTIES, LTD., an Ohio limited liability
company; MIRACLE INDUSTRIES, INC., an Ohio corporation; KBG, LLC, a Colorado
limited liability company; PTW, INC., a Washington corporation; NATIONAL 60
MINUTE TUNE, INC., a Washington corporation; HYDRO-SPRAY CAR WASH EQUIPMENT CO.,
LTD., an Ohio limited liability company; PRECISION TUNE AUTO CARE, INC., a
Virginia corporation; WORLDWIDE DRYING SYSTEMS, INC., a Colorado corporation;
PAC MEXICAN DELAWARE HOLDING COMPANY, INC., a Delaware corporation; PAC MEXICAN
HOLDING COMPANY, LLC, a Virginia limited liability company; PRECISION AUTO CARE
MEXICO II, S. de R.L. de C.V., a Mexican limited liability company; PRECISION
AUTO CARE MEXICO I, S. de R.L. de C.V., a Mexican limited liability company; and
INDY VENTURES, L.L.C., an Indiana limited liability company (PAC and each of
such Persons are sometimes hereafter referred to individually as a "Borrower"
and collectively as the "Borrowers"), jointly and severally promise to pay to
the order of FIRST UNION NATIONAL BANK, successor by merger to Signet Bank (the
"Bank"), at the Bank's offices at 1970 Chain Bridge Road, McLean, Virginia
22102, or at such other place as the holder of this Promissory Note (the
"Promissory Note") may from time to time designate, the principal sum of Twenty-
One Million Seventy-Two Thousand Eight Hundred Sixty Dollars and Sixty-Two Cents
($21,072,860.62), or so much of the principal sum as may have been advanced or
readvanced by the Bank, and borrowed or reborrowed by the Borrowers, and which
remains outstanding and unpaid pursuant to the terms and conditions of a Loan
and Security Agreement dated November 12, 1997, as amended (as the same has been
and hereafter may be amended, extended, modified, renewed, restated or replaced
from time to time, the "Loan Agreement") and various other agreements,
documents, instruments and certificates executed and delivered in connection
therewith (collectively, the "Loan Documents"), providing to the Borrowers a
Line of Credit and an Acquisition Line of Credit (the "Loans"), together with
interest thereon at the rate hereafter specified and any and all other sums
which may be owing to the holder of this Promissory Note by the Borrowers, on
September 30, 1999, the final and absolute due date (the "Maturity Date"),
subject to acceleration as herein provided.  All
<PAGE>

capitalized terms not otherwise defined herein shall have the meanings assigned
to those terms in the Loan Agreement. The following terms shall apply to this
Promissory Note:

     1.  Interest Rate, Additional Charges, Deemed Election and Term.

         1.1   Interest Rate.  For the period from the date of this Promissory
               -------------
Note until all sums due hereunder have been paid in full, interest on the
outstanding and unpaid principal balance existing from time to time shall accrue
at the annual rate of the one-month LIBOR Rate, plus 4.75%.  The Borrowers shall
pay interest monthly in arrears as provided below.

         As used herein, the term "LIBOR Rate" applicable to any Interest Period
means that rate per annum, determined solely by the Bank, equal to the rate
quoted by the Bank in its sole discretion on the first day of such Interest
Period, as the London Interbank Offered Rate (adjusted to reflect the cost of
reserve requirements as they exist from time to time) as published by Bloomberg
or Dow Jones-Telerate, as BBA LIBOR on page 3750 (or by Reuters Monitor Money
Rates Service (LIBOR page), if Bloomberg or Dow Jones-Telerate is not
available), or such other page as may replace that page on that service for the
purpose of displaying rates or prices comparable to that rate (rounded upwards,
if necessary, to the next higher 1/100%) for deposits in United States Dollars
for a period of one (1) month.  If more than one such rate appears for the one-
month rate on such page or its replacement, LIBOR Rate shall be the arithmetic
mean of such rates.  In the event the first day of the Interest Period is not a
Business Day, the applicable LIBOR Rate shall be the rate in effect on the
immediately preceding Business Day.  "Interest Rate" means, initially, the
period commencing on January 1, 1998, and ending one month thereafter; and after
the initial Interest Period, each period commencing on the day immediately
following the last day of the preceding Interest Period (an "Effective Date")
and ending on the corresponding day one month thereafter, provided, however,
that no Interest Period shall extend beyond the Maturity Date.  Further, the
LIBOR Rate shall be effective as the rate of interest throughout such Interest
Period even if Borrowers reduce the outstanding and unpaid principal balance to
zero and thereafter during such Interest Period borrow or reborrow hereunder.

         1.2.  Additional Charges.
               -------------------

         The Borrowers shall, from time to time, pay to the Bank on demand such
amount as the Bank may reasonably determine to be necessary to compensate it for
any increased costs attributable to its making or maintaining the Loan which
result from any change in applicable law, regulation or directive, or in the
interpretation or application thereof, including specifically, without
limitation, any reserve, capital or other requirements that may be imposed by
law, regulation or guidelines adopted by any state or federal regulatory agency.
In the event that any demand for increased costs is made by the Bank, the Bank
shall provide the Borrowers with a written calculation of the increased costs
attributable to the Loan.

         1.3.  Interest Rate Election.  (intentionally deleted)
               ----------------------

         1.4.  Interest Rate and Unused Line Fee Term.  (intentionally deleted)
               --------------------------------------

                                      -2-
<PAGE>

     2.  Calculation of Interest.  Interest shall be calculated on the basis of
         -----------------------
a three hundred sixty (360) days per year factor applied to the actual days on
which there exists an outstanding and unpaid principal balance.

     3.  Repayment.  The Borrowers shall pay to the Bank, on the first day of
         ---------
each month, commencing on the first day of March, 1999, accrued interest as
hereinabove set forth, computed on the daily outstanding and unpaid principal
balance of this Promissory Note.  The principal amount of each Advance under the
Acquisition Line of Credit shall be repaid in consecutive equal monthly
principal installments commencing in the month following the month in which such
Advance was made and extending over a term not be exceed sixty (60) months, as
elected by PAC at the time such Advance is requested; provided, however, that in
the absence of any requested repayment term by PAC the repayment term shall be
sixty (60) months.  Notwithstanding the foregoing (a) subject to the provisions
of clauses (b) and (c) below, the entire outstanding and unpaid principal
balance due under this Promissory Note (whether consisting of Advances under the
Acquisition Line of Credit, under the Line of Credit, or otherwise), together
with accrued interest thereon to the date of payment, and any and all other sums
due and owing under this Promissory Note shall be immediately due and payable on
the Maturity Date, (b) upon the occurrence of an "Event of Default" under the
Loan Agreement or any Loan Document, the terms of which are incorporated herein
by this reference, and subject to any applicable grace or cure period, the
entire outstanding and unpaid principal balance, together with the accrued
interest thereon to the date of payment, and any and all other sums due and
owing under this Promissory Note shall be immediately due and payable at the
option of the Bank, and (c) reference is made to the Loan Agreement, the
provisions of which are incorporated by reference herein, for additional
provisions with respect to the repayment and/or prepayment hereof prior to
Maturity.  The Bank shall record on its books and records (i) the date and
amount of each Advance under the Line of Credit, (ii) the date, amount and
repayment schedule of each Advance under the Acquisition Line of Credit, (iii)
the date of each payment made by the Borrowers with respect to each Advance, and
such books and records shall be prima facie evidence of the matters recited
therein; provided, however, that any failure to record such dates, amounts or
terms of repayment shall not relieve the Borrowers of their obligation of
repayment under this Promissory Note.

     4.  Prepayment.  The Borrowers may prepay this Promissory Note in whole or
         ----------
in part at any time or from time to time without penalty or additional interest,
and the Borrowers shall immediately and without demand prepay principal as may
be required under Section 2.1.6, Section 2.2.6 and Section 2.4 of the Loan
Agreement.  Prepayment of the principal under the Acquisition Line of Credit
shall be applied to principal installment payments (including any balloon
payment) coming due in the inverse order of their maturity.

     5.  Application of Payments.  Except as otherwise provided in the Loan
         -----------------------
Agreement, all payments made hereunder shall be applied (a) first to late
penalties or other sums owing the holder, (b) then to accrued interest, and (c)
then to principal of Advances under the Line of Credit or to principal of
Advances under the Acquisition Line of Credit, as PAC shall advise the Bank at
the time of the making of such principal payment (or, in the absence of any such
advice, to Advances under the Line of Credit); provided, however, that following
the occurrence of any Event of Default and during the continuance thereof, such
payments shall be applied in such other order or proportion as the holder of
this Promissory Note, in its discretion, may determine.

                                      -3-
<PAGE>

     6.  Late Payment Penalty.  Should any payment of interest, principal, or
         --------------------
principal and interest, or any other sum due hereunder be received by the holder
of this Promissory Note more than ten (10) days after its due date, the
Borrowers shall pay a late payment penalty equal to five percent (5%) of the
amount then due.

     7.  Default Interest Rate.  (intentionally deleted)
         ---------------------

     8.  Confession of Judgment.  Upon the occurrence of any Event of Default
         ----------------------
under the Loan Agreement or a default under this Promissory Note, each of the
Borrowers, individually and collectively, jointly and severally, authorize any
attorney admitted to practice before any court of record in the United States,
on behalf of itself and any or all of the other Borrowers, to then confess
judgment against the Borrower(s) in the full amount of principal, interest and
costs due under this Promissory Note, plus attorneys' fees equal to the lesser
of fifteen percent (15%) of all amounts due, or $50,000, which attorneys' fees
shall relate solely to services in connection with the confession of judgment
action.  The Borrowers consent to the jurisdiction of, and agree that venue
shall be proper in, the Circuit Court for any County or the City of Baltimore,
Maryland, and the United States District Court for the District of Maryland, if
diversity of citizenship or other jurisdictional basis exists; and if such
confession occurs in the Commonwealth of Virginia, the Borrowers, individually,
collectively, jointly and severally, constitute and appoint Gregory A. Baugher,
Douglas A. Carson, John G. Dumm, or any vice president of the Bank their true
and lawful attorney-in-fact for them, or in the name of any one or more of them,
to confess judgment in the Circuit Court for Arlington County, Virginia, the
Circuit Court for Fairfax County, Virginia or the Circuit Court for Loudoun
County, Virginia.  It is understood and agreed that this power of attorney shall
be deemed a power coupled with an interest and cannot be revoked.  The Borrowers
expressly waive summons and other process and the benefit of any and every
statute, ordinance or rule of court which may be lawfully waived conferring upon
any Borrower any right or privilege of exemption, stay of execution, or
supplementary judgment or related proceedings on a judgment.  The authority and
power to appear for and enter judgment against the Borrowers shall not be
extinguished by any judgment entered pursuant hereto; such authority and power
may be exercised on one or more occasions from time to time, in the same or
different jurisdictions, as often as the holder shall deem necessary or
advisable until all sums due under this Promissory Note have been paid in full.

     9.  Interest Rate After Judgment.  If judgment is entered against the
         ----------------------------
Borrowers on this Promissory Note, the amount of the judgment entered (which may
include principal, interest, default interest, late charges, fees, and costs)
shall bear interest at the highest rate authorized under this Promissory Note as
of the date of entry of the judgment.

     10. Expenses of Collection.  The Promissory Note may be referred to an
         ----------------------
attorney for collection, whether or not suit has been filed or judgment
confessed, and the Borrowers shall pay all of the holder's costs, fees, and
expenses, including actual and reasonable attorneys' fees, resulting from such
referral.

     11. Waiver of Protest.  The Borrowers, and all parties to this Promissory
         -----------------
Note, whether maker, endorser, or guarantor, waive demand, presentment, notice
of dishonor and protest.

                                      -4-
<PAGE>

     12. Extensions of Maturity; Waiver.  All parties to this Promissory Note,
         ------------------------------
whether maker, endorser, or guarantor, agree that the Bank, at its option,
exercisable in writing and at its sole and absolute discretion, may extend,
waive, modify or grant indulgences with respect to any payment due hereunder,
without releasing, discharging, or affecting the liability of any such party.
Each right, power and remedy of the Bank as provided for in this Promissory Note
or now or hereafter existing at law or in equity or by statute or otherwise
shall be cumulative and concurrent and shall be in addition to every other
right, power or remedy, and the exercise or beginning of the exercise by the
Bank of any one or more of such rights, powers or remedies shall not preclude
the simultaneous or later exercise by the Bank of any or all such other rights,
powers or remedies.  No failure or delay by the Bank to insist upon the strict
performance of any term, condition, covenant or agreement of this Promissory
Note, or to exercise any right, power or remedy upon a breach thereof, shall
constitute a waiver of any such term, condition, covenant or agreement or of any
such breach, or preclude the Bank from exercising any such right, power or
remedy at any later time or times unless in writing.  If the Bank accepts any
payment after its due date, it shall not constitute a waiver of the Bank's right
to receive timely payment of all other amounts when due.

     13. Commercial Loan.  The Borrowers warrant that this Promissory Note is
         ---------------
the result of a commercial loan transaction within the meaning of Sections 12-
101(c) and 12-103(e), Commercial Law Article, Annotated Code of Maryland, as
amended.

     14. Advance Conditions.  The Bank's obligation to make advances under the
         ------------------
terms of this Promissory Note shall be conditioned upon and subject to
Borrowers' continued compliance with the terms of the Loan Agreement and the
other Loan Documents relating to the Loan evidenced hereby.  All statements of
account rendered by the Bank to the undersigned shall be presumed to be accurate
and correct and shall constitute an account stated between the Borrowers and the
Bank, unless within twenty (20) days after the Bank's mailing of any such
statement of account, PAC shall give the Bank written notice objecting to such
statement of account and specifying the error or errors thought to be contained
in such statement.

     15. Notices.  Any notice of demand required or permitted by or in
         -------
connection with this Promissory Note (but without implying any obligation to
give any notice or demand) shall be in writing and made by hand delivery, by
certified mail, return receipt requested, postage prepaid, or by overnight
courier service for next business day delivery, addressed to the holder of this
Promissory Note or PAC at the appropriate address set forth below, or to such
other address as may be hereafter specified by written notice by the holder of
this Promissory Note or PAC, and shall be considered given as of the date of
hand delivery if by overnight courier service, independent of the date of actual
delivery, as the case may be:

                                      -5-
<PAGE>

         If to the Bank:

         FIRST UNION NATIONAL BANK
         7th Floor, 1970 Chain Bridge Road
         McLean, Virginia  22102
         Attention:  John G. Dumm
                     Vice President
         Telephone:  (703) 777-9095
         Facsimile:  (703) 779-0137

         If to the Borrowers (notice to PAC constitutes notice to all
         Borrowers):

         PRECISION AUTO CARE, INC.
         748 Miller Drive, S.E.
         Leesburg, Virginia  20175
         Attention:  Charles L. Dunlap
                     President and Chief Executive Officer
         Telephone:  (703) 777-9095
         Facsimile:  (703) 779-0137

     16. Assignability.  This Promissory Note may be assigned by the holder of
         -------------
this Promissory Note.

     17. Binding Nature.  This Promissory Note shall inure to the benefit of and
         --------------
be enforceable by the Bank and the Bank's successors and assigns and any other
person to whom the Bank may grant an interest in the Borrowers' obligations to
the Bank, and shall be binding and enforceable against the Borrowers and the
Borrowers' successors.

     18. Invalidity of Any Part.  If any provision or part of any provision of
         ----------------------
this Promissory Note shall for any reason be held invalid, illegal or
unenforceable in any respect, such invalidity, illegality or unenforceability
shall not affect any other provisions of this Promissory Note and this
Promissory Note shall be construed as if such invalid, illegal or unenforceable
provision or part hereof had never been contained herein, but only to the extent
of its invalidity, illegality or unenforceability.

     19. Governing Law.  This Promissory Note shall be strictly governed by and
         -------------
construed in accordance with the laws of the State of Maryland, exclusive of its
conflict of laws rules, and the undersigned expressly acknowledges that this
Promissory Note shall be deemed for all purposes to have been executed and
delivered to the Bank within the geographic boundaries of the State of Maryland.
The Borrowers consent to the jurisdiction of, and agree venue shall be proper
in, the Circuit Court for any County or Baltimore City, Maryland, or the United
States District Court for the District of Maryland, if diversity of citizenship
or other jurisdictional basis exists, if suit is filed by the Bank to enforce or
construe this Promissory Note or any of the Loan Documents.

     20. Security.  The obligations under the Promissory Note are secured by
         --------
certain collateral identified in the Loan Agreement, including specifically, all
now existing or hereafter

                                      -6-
<PAGE>

arising accounts, general intangibles, chattel paper, documents, inventory,
equipment and instruments of the Borrowers, as those terms are defined in the
Maryland Uniform Commercial Code Secured Transactions, Title 9, Commercial Law
Article, Annotated Code of Maryland, as amended, and all records relating
thereto and the proceeds of the foregoing.

     21. Joint and Several Liability.  The liability of the makers of this
         ---------------------------
Promissory Note is joint and several.  As used herein, the singular "Borrower"
shall mean the plural "Borrowers", and vice versa, as the context may require.

     22. Agent.  Each of the Borrowers hereby individually and collectively,
         -----
jointly and severally, nominate, constitute and appoint PAC as its exclusive
agent and attorney-in-fact for purposes of (a) requesting advances and receiving
monies under the Promissory Note and the Loan Agreement, and (b) receiving or
giving notices hereunder, and taking any actions hereunder for and on behalf of
any or all of the Borrowers, and the Bank shall be fully indemnified, released
and acquitted from any action taken, or not taken, in reliance upon information
from, or actions taken by, PAC.  This appointment is irrevocable and shall
remain in full force and effect until all obligations of the Borrowers hereunder
have been paid, in full.

     23. Additional Makers.  The Bank may permit additional corporate persons to
         -----------------
join in and jointly and severally assume the obligations of the Borrowers
provided herein and in the Loan Agreement.  Any such person who shall assume
such obligations shall do so by executing and delivering an Assumption
Agreement, the terms and conditions of which shall be acceptable in form and
content to the Bank, and such other instruments or documents as the Bank may
require.

     24. Waiver of Jury Trial.  Any suit, action or proceeding, whether claim,
         --------------------
counterclaim or cross-claim, brought or instituted by any party hereto or any
successor or assign of any party on or with respect to this Promissory Note or
any other Loan Document, shall be tried only by a court and not by a jury.  EACH
OF THE BORROWERS AND THE BANK HEREBY EXPRESSLY WAIVES ANY RIGHT TO A TRIAL BY A
JURY IN ANY SUCH SUIT, ACTION OR PROCEEDING.

     25. No Novation.  This Promissory Note is given pursuant to the terms of
         -----------
the Loan Agreement in replacement of that certain Second Consolidated, Amended
and Restated Revolving and Acquisition Line of Credit Promissory Note dated
October 1, 1998, in the original principal amount of $25,000,000 made by the
Borrowers to the order of the Bank (the "Prior Note").  The execution of this
Promissory Note and the replacement of the Prior Note hereby shall not
constitute or act as a novation, satisfaction or extinguishment of the
indebtedness evidenced by the Prior Note, and accrued and unpaid interest under
the Prior Note shall be due and payable with the first payment of interest due
hereunder.

                                      -7-
<PAGE>

     IN WITNESS WHEREOF, this Promissory Note has been executed by the Borrowers
on the ______ day of February, 1999, and effective as of the lst day of
February, 1999, with the specific intention that this Promissory Note constitute
an instrument under seal.

WITNESS/ATTEST:               PRECISION AUTO CARE, INC.


                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 President and CEO

                              WE JAC CORPORATION



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 President and CEO


                              PRECISION BUILDING SOLUTIONS
                              INCORPORATED, formerly known as
                              LUBE VENTURES, INC.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 President and CEO


                              ROCKY MOUNTAIN VENTURES, INC.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 President and CEO

                                      -8-
<PAGE>

                              ROCKY MOUNTAIN VENTURES II, INC.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 President and CEO



                              MIRACLE PARTNERS, INC.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 President and CEO



                              RALSTON CAR WASH, LTD.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 Manager



                              PREMA PROPERTIES, LTD.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 General Manager

                                      -9-
<PAGE>

                              MIRACLE INDUSTRIES, INC.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 President and CEO



                              KBG, LLC



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 Manager


                              PTW, INC.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 President and CEO



                              NATIONAL 60 MINUTE TUNE, INC.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 President and CEO

                                      -10-
<PAGE>

                              HYDRO-SPRAY CAR WASH
                              EQUIPMENT CO., LTD.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 Authorized Member



                              PRECISION TUNE AUTO CARE, INC.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 President and CEO



                              WORLDWIDE DRYING SYSTEMS, INC.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 President and CEO


                              PAC MEXICAN DELAWARE HOLDING
                              COMPANY, INC.



                              By:                         (SEAL)
-----------------------          -------------------------
                                 Charles L. Dunlap
                                 President and CEO

                                      -11-
<PAGE>

                              PAC MEXICAN HOLDING COMPANY
                              LLC.



______________________________  By:  _______________________(SEAL)
                                  Charles L. Dunlap
                                  President



                              PRECISION AUTO CARE MEXICO II, S.
                              de R.L. de C.V.



______________________________  By:  _______________________(SEAL)
                                  Charles L. Dunlap
                                  President and CEO



                              PRECISION AUTO CARE MEXICO I, S.
                              de R.L. de C.V.



______________________________  By:  _______________________(SEAL)
                                  Charles L. Dunlap
                                  President and CEO



                              INDY VENTURES, L.L.C.



______________________________  By:  _______________________(SEAL)
                                  Charles L. Dunlap
                                  Manager

                                      -12-
<PAGE>

ACCEPTED AND AGREED
AS OF THE ____ DAY OF FEBRUARY, 1999

FIRST UNION NATIONAL BANK


By:  ____________________________________________________
     John G. Dumm
     Vice President

                                      -13-
<PAGE>

                                ACKNOWLEDGEMENTS
                                ----------------


COMMONWEALTH OF VIRGINIA
CITY/COUNTY OF ___________________, to wit:

     I HEREBY CERTIFY that on this __________ day of __________________, 1999,
before me, the undersigned, a Notary Public of the State of aforesaid,
personally appeared Charles L. Dunlap, who acknowledged himself to be the
President, Chief Executive Officer of Precision Auto Care, Inc., a Virginia
corporation; WE JAC Corporation, a Delaware corporation; Precision Building
Solutions Incorporated, formerly known as Lube Ventures, Inc., a Delaware
corporation; Rocky Mountain Ventures, Inc., a Colorado corporation, Rocky
Mountain Ventures II, Inc., a Colorado corporation, Miracle Partners, Inc., a
Delaware corporation; Miracle Industries, Inc., an Ohio corporation; PTW, Inc.,
a Washington corporation; National 60 Minute Tune, Inc. a Washington
corporation; Precision Tune Auto Care, Inc. a Virginia corporation; Worldwide
Drying Systems, Inc., a Colorado corporation, PAC Mexican Delaware Holding
Company, Inc., a Delaware corporation; and the Manager of Ralston Car Wash,
Ltd., a Colorado limited liability company, KBG, LLC, a Colorado limited
liability company, and Indy Ventures, L.L.C., an Indiana limited liability
company; the General Manager of Prema Properties, Ltd., an Ohio limited
liability company; the Authorized Member of Hydro-Spray Car Wash Equipment Co.,
Ltd., an Ohio limited liability company; the President of PAC Mexican Holding
Company LLC, a Virginia limited liability company; the President and General
Manager of Precision Auto Care Mexico II, S. de R.L. de C.V., a Mexican limited
liability company; and Precision Auto Care Mexico I, S. de R.L. de C.V., a
Mexican limited liability company; and Precision Auto Care Mexico I, S. de R.L.
de C.V., a Mexican limited liability company; and that he, as such President,
Chief Executive Officer, General Manager, Authorized Member, Manager and
President and General Manager (as applicable, being authorized so to do,
executed the foregoing instrument for the purposes therein contained, by signing
the name of each of the corporations and limited liability companies by himself
as President, Chief Executive Officer, General Manager, Authorized Member,
Manager and General manager (as applicable).

     IN WITNESS WHEREOF, I hereunto set my hand and official seal.

                                    ______________________________
                                    Notary Public

My Commission Expires:

_______________________________

                                      -14-