EXHIBIT
      10.8

    


    OPTION
      TO PURCHASE

    


    This
      Option to Purchase is made as of 2 November2, 2004 between American Motorcycle
      Leasing Corp., a Nevada corporation (“Optionor”) with an address at 240 West
      35th
      Street,
      Suite 402, New York, New York 10001, and Sparta Commercial Services LLC, a
      Delaware limited liability company (“Optionee”) with an address at P.O. Box 60,
      New York, New York 10156.

    


    RECITALS:

    


    1. Optionor
      is the owner of a certain portfolio of equipment leases for motorcycles (the
      “Portfolio”). The Portfolio is secured by a first priority security interest in
      favor of Citibank, N.A. or its assigns.

    


    2. Optionee
      wishes to purchase from Optionor from time to time portions of the Portfolio
      in
      such amounts and for such consideration as the parties hereto may agree from
      time to time.

    


    3. In
      order
      to induce Optionor to agree to refrain from disposing of the Portfolio, Optionee
      desires to purchase an option (the “Option”) to purchase some or all of the
      Portfolio.

    


    Now,
      therefore, in consideration of the foregoing and intending to be legally bound,
      the parties hereto agree as follows:

    


    1. Purchase
      of Option. Upon
      execution of this Agreement, Optionee shall purchase the Option from Optionor
      for the sum of $250,000, payable by wire transfer or certified or bank
      check.

    


    2. Terms
      of the Option. The
      Option shall have a term of two (2) years from the date hereof and may be
      exercised from time to time during such term, in whole or in part, upon written
      notice from Optionee to Optionor of Optionee’s intent to exercise the Option.
      Such notice shall set forth the specific assets within the Portfolio Optionee
      wishes to purchase, the date by which Optionee wishes to acquire title to such
      assets and the aggregate purchase price therefore. The purchase prices for
      the
      assets constituting the Portfolio are set forth on Schedule A hereto. Payment
      by
      the Optionee of the aggregate purchase price for any partial exercise, if any,
      shall be made on or before the date set forth by Optionee for the acquisition
      of


    


    3. Prior
      Approvals. Optionee
      understands that the Portfolio represents all or substantially all of the assets
      of Optionor and that disposition of the Portfolio may require the approval
      of
      Optionor’s stockholders. Optionee understands and agrees that should Optionor
      receive advice of counsel that one or more exercises of the Option shall require
      such approval, such approval shall be obtained before consummation of such
      exercise.


    
      
         

      

      
         

        
          

        

      

      
         

      

    


    4. No
      Assignment. The
      granting of the Option is personal to Optionee and may not be assigned or
      encumbered by Optionee. Any attempt to assign or encumber the Option or this
      Agreement shall terminate the Option and this Agreement. The stipulations herein
      shall bind and inure to the benefit of the parties hereto. 

    


    5. Entire
      Agreement. This
      Agreement the Schedule attached thereto constitute the entire agreement between
      the parties with respect to the subject matter hereof and may not be changed
      orally but only by an agreement in writing signed by the party against whom
      enforcement of any waiver, change, modification or discharge is sought.


    


    6. Binding
      Effect. This
      Agreement shall not be binding or effective until properly executed and
      delivered by Optionor and Optionee and shall not be a written memorandum or
      offer subject to acceptance or any other evidence of an option or contract
      for
      the sale of real property for any such purpose unless so executed and
      delivered.

    


    IN
      WITNESS WHEREOF, Optionor and Optionee have executed this Agreement as of the
      date first above written.

    


    


    
      	 	AMERICAN MOTORCYCLE LEASING
              CORP.
	 	
            
	 	By:
              /s/ Anthony W Adler
              CFO                          
               
	 	 
	 	SPARTA COMMERCIAL SERVICES LLC 
	 	 
	 	By:
              /s/ A. L.
              Havens