Exhibit  10.14


GC  Financial  Services,  Inc.
Solutions  for  Government  Contractors
8915  Haverstock  Drive
Houston,  TX  77031

                                   TERM SHEET
                         Technical Solutions Group, Inc.

                                                                   June 16, 2004

Tom  Thebes
Chief  Financial  Officer
Technical  Solutions  Group,  Inc.
9801  Highway  78
Building  #3
Ladson,  South  Carolina

Dear  Tom,

Based upon our discussions and information provided, GC Financial Services, Inc.
is  interested in establishing a factoring relationship, to include a short term
bridge facility, with Technical Solutions Group, Inc. for US Government contract
M67854-04-D-5099  and  the  contract  to provide MPCV vehicles referenced in the
letter  date  21  April  2004  from  the Department of Army, under the following
terms:

Bridge  Facility:
---------------------------
1.  Amount          Up  to  $4MM  (to  be  reviewed  monthly  for  sufficiency)

2.  Purpose     Purchase  inventory  to  be  used  for  US  Government  Contract
M67854-04-D-5099  (US  Marine  Cougars) and the contract for the US Army Buffalo
MPCV  vehicles,  number  to  be  specified

3.  Maturity     180  days;  callable  on  demand.  May  be  extended

4.  Collateral     First  priority  lien  on  all  assets  of  TSG,  including
receivables,  equipment,  inventory

5.  Rate     4.10%  per  month, interest is payable monthly in arrear, except as
noted:
          1)  If the full bridge facility is satisfied and closed within 60 days
of funding, a 0.50% per month rebate will be paid to TSG, bringing the effective
rate  to  3.6%  per  month.

          2) If personal guarantees are signed by such individuals as are deemed
creditworthy  by  GCFS,  GCFS  will  decrease the rate on the Bridge Facility to
3.6%.

6.  Repayment      Interest  to  be paid monthly. Principal may be repaid at any
time  without  penalty.

7.  Legal  Fees     Paid  by  TSG,  not  to  exceed  $10M

8.  Reps  &  Warranties     Usual  and  customary

9.  Conditions  Precedent
     A.  The  Buffalo  contract  is  confirmed  and  executed.
     B.  TSG  shall have assigned both specified contracts to GCFS in compliance
     with  applicable  law such that GCFS is recognized by the account debtor to
     have  all  rights  of  an  assignee  of  such  accounts
     C.  Simultaneous  closing  of  factoring  facility
     D.  Receipt  of  Funds  from  GCFS  Investors
     E.  TSG agrees to bi-weekly inspections of production facility and books to
     insure  contract  performance
     F.  Customary  Due  Diligence

10.  Default     A)  Non payment of interest or principal, when due or on demand
     B)  Breach,  termination  or  suspecsion  of  performance  of  contract
     #M67854-04-D-5099  and  #xxx  (Buffalo MPCV) with the Department of Defense
     C)  Refusal  to  provide  information  regarding  contract  performance  or
     financial  status
     D)  Default  under  Factoring  Facility

11.  Governing  Law     State  of  New  York

Factoring  Line
-------------------
1.     Fee  for  services:  2.00%
2.     Advance  Rate:  98.00%
3.     Term  of  Contract: TSG agrees to factor all invoices associated with the
current  vehicles  ordered  under specified contracts. Additional vehicle orders
under  these  contracts  may  be  factored  at  TSG's  discretion.
4.     Collateral:  TSG  will  grant  a  first  priority  interest  in  accounts
receivable  as  defined in the security agreement, and all proceeds thereof, TSG
will  grant  a  lien  on  all monies due or become due from the United States of
America,  or  Department  thereof, accruing under Contracts M67854-04-D-5099 and
(buffalo  MPCV  contract,  #  TBD)

Pre-funding  requirements  and  stipulations:

a)     GC Financial Services, Inc. will require a formal, recognized, Assignment
of  Claims  for  each  contract.
b)     GC  Financial  Services,  Inc. will purchase only those invoices it deems
creditworthy  and  shall  not  be  obliged to purchase any accounts at any time.
Non-factored  invoice  payments  shall  be  promptly  forwarded  to  TSG
c)     TSG is required to factor all invoices from specified contracts under for
vehicles ordered as of this date. TSG may elect to factor any vehicle deliveries
beyond  that,  but  is  not  obligated  to  do  so.

Upon  formal notification from the Government Assignment of Claims, GC Financial
Services,  Inc.  is  prepared  to  move  forward  immediately.

Agreed  and  Accepted,
GC  Financial  Services,  Inc.          Technical  Solutions  Group,  Inc.
/s/  Kent  R.  Martin                    /s/  Tom  Thebes
Kent  R.  Martin                         Tom  Thebes
President                                Chief  Financial  Officer

6/25/04                                  7/8/04
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