EXHIBIT 10.95(h)(2)

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE "ACT") AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED UNLESS REGISTERED UNDER THE ACT OR
UNLESS AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY IS OBTAINED TO THE EFFECT THAT SUCH SALE, TRANSFER OR ASSIGNMENT IS EXEMPT FROM THE REGISTRATION PROVISIONS OF THE ACT.

FASTVOICE.COMSenior Secured Convertible Promissory Note

|$72,000.00 |  | Date: January 11, 2001
Seattle, WA
|---------- |  | ----------------------------------

FASTVOICE.COM, INC.,a corporation organized and existing under the laws of the State of Washington (the "Company" or "Maker")
for value received, hereby promises to pay toChoice Entertainment Corpor its assigns ("Holder"), on the earlier to occur of July 1, 2001 (the
"Maturity Date") or a Liquidating Event (unless earlier exchanged as provided herein), the principal amount of Seventy Two Thousand ($72,000.00) with interest (computed on the basis of a
360-day year of twelve 30-day months) on the unpaid balance of such principal amount at a rate equal to eleven percent (11%) per annum from the date hereof, and with interest continuing to
accrue on any overdue principal, at the aforesaid rate until the entire outstanding principal amount and all accrued but unpaid interest is paid in full. Unless exchanged and converted, as provided
below, all payments due hereunder shall be made in lawful money of the United States of America in cash, check or wire transfer at the address of the holder set forth on the last page hereof or such
other address as the holder may designate in writing to the Company. This Note is one of a series of promissory notes, which in the aggregate equal up to $1,500,000, to be delivered by the Company
between the date hereof and January 5, 2001 (the "Bridge Loans"), and which Bridge Loans shall each be evidenced by a promissory note having similar terms and conditions.



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then,
at any time thereafter during the continuance of any Event of Default the Holder may, by written notice to the Maker, declare this Note to be forthwith due and payable, both as to principal and
interest, without presentment, demand, protest, notice of acceleration, notice of intent to accelerate, or other notice of any kind, all of which are hereby expressly waived, anything contained herein
to the contrary notwithstanding. The remedies provided herein shall be in addition to any other rememdy available to the Holder under this Note or under applicable law, or otherwise.



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IN
WITNESS WHEREOF, this Note has been executed and delivered as a sealed instrument on the date first above written by duly authorized representatives of the Company.

|ATTEST:            |  | FASTVOICE.COM INC.                                                                       
|------------------ |  | -----------------------------------------------------------------------------------------
|[ILLEGIBLE]        |  | By: [ILLEGIBLE]                                                                          
|                   |  | Its: CEO
Address:
1824 E. Madison
Seattle, WA 98122                                      
|ATTEST:            |  |                                                                                          
|/s/PATTY N. CHAVIS |  |                                                                                          
|                   |  | Address of Holder
Choice Entertainment Corp.
121 Vine Street Suite 1903
Seattle, WA 98121

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