**Exhibit
      10.3**





US
                $25,000.00
            October
                31, 2007





**BRIDGE
      LOAN**


**PROMISSORY
      NOTE**


(Non-Negotiable)




FOR
      VALUE
      RECEIVED, the undersigned, Remote Knowledge, Inc., a Delaware corporation
      (“Maker”), promises to pay to the order of Howard London, or any
      successor holder of this Note (“Holder”), at Holders office, or such
      other place as Holder may designate, the principal amount of Twenty-five
      thousand dollars($25,000).




1.         *Interest*.
      As soon as practical after delivery of this Note to Holder and transfer of
      funds
      to Maker, Maker shall deliver to Holder Eight thousand three hundred
      thirty-three shares (8,333) of common stock of Maker issued in the name of
      Holder as interest. Holder shall be entitled to retain all such shares
      regardless whether the Note may be prepaid. At the end of each month following
      default in payment of principal and continuing until principal is paid in full,
      Two thousand seven hundred seventy-seven shares (2,777) of Makers common stock
      shall be delivered to Holder.




2.         *Payments*.  All
      outstanding principal shall be payable on October 31, 2007 (the “Maturity
      Date”).




3.           *Guaranty.*Payment of this
      Note is and shall be guaranteed by this performance pledge (the “Guaranty”)
      by Alan
      Granader, Dan Granader, and Randy S. Bayne (the “Guarantors”).  This
      Guaranteed Promissory Noteis an absolute, continuing, irrevocable, and
      unconditional guaranty of payment and performance, and not a guaranty of
      collection, and Maker shall remain liable on its obligations hereunder until
      the
      payment in full of the principal and interest (the “Guaranteed
      Obligations”).




(a)           In
      the event of default by Maker in payment of the Guaranteed Obligations, or
      any
      part thereof, when such Guaranteed Obligations are due to be paid or performed
      by Maker, the Guarantors shall promptly pay the Guaranteed Obligations then
      due
      in full without notice or demand, and it shall not be necessary for Holder,
      in
      order to enforce such payment by the Guarantors, to institute suit or exhaust
      its remedies against Maker or others.  THE GUARANTORS HEREBY
      IRREVOCABLY AGREE THAT, UNTIL PAYMENT IN FULL TO HOLDER OF THE GUARANTEED
      OBLIGATIONS, THE GUARANTORS SHALL HAVE NO RIGHT TO RECOVER FROM MAKER ANY CLAIMS
      THE GUARANTORS HAVE OR MIGHT HAVE AGAINST MAKER (AS SUCH TERM "CLAIM" IS DEFINED
      IN THE UNITED STATES BANKRUPTCY CODE 11 U.S.C. § 101[5] AS AMENDED FROM
      TIME TO TIME) IN CONNECTION WITH PAYMENTS MADE BY OR ON BEHALF OF THE GUARANTORS
      TO HOLDER UNDER THIS GUARANTY INCLUDING, WITHOUT IMPLIED LIMITATION, ALL RIGHTS
      THE GUARANTORS MAY NOW OR HEREAFTER HAVE UNDER ANY AGREEMENT OR AT LAW OR IN
      EQUITY (INCLUDING, WITHOUT LIMITATION, ANY LAW SUBROGATING THE GUARANTOR TO
      THE
      RIGHTS OF HOLDER) TO ASSERT ANY CLAIM AGAINST OR SEEK CONTRIBUTION,
      INDEMNIFICATION OR ANY OTHER FORM OF REIMBURSEMENT FROM MAKER OR ANY OTHER
      PARTY
      LIABLE FOR PAYMENT OF ANY OR ALL OF THE INDEBTEDNESS.




(b)           If
      acceleration of the time for payment by Maker of all or any portion of the
      indebtedness is stayed upon the insolvency, bankruptcy, or reorganization of
      Maker, the Guaranteed Obligations shall nonetheless be payable by the Guarantors
      hereunder forthwith on demand by Holder.




4.         *Prepayment*.  Maker
      may pay all or any part of the principal owing on this Note at any time or
      times
      prior to maturity without payment of any premium or penalty.




5.         *Default*.  Each
      of the following events shall constitute an event of default (“Event of
      Default”) and Holder, in addition to any remedies available to it at law or
      in equity, shall thereupon have the option to declare Maker in default under
      this Note and declare due all obligations of Maker to Holder (it also being
      understood that the occurrence of any of the Events of Default set forth in
      subsections (c) or (d) automatically shall constitute an Event of Default and
      cause an immediate acceleration of Maker's indebtedness to Holder):







(a)           the
      failure of Maker to make any payment required hereunder when due;




(b)           default
      by Maker in the performance or observance of any other term, covenant, condition
      or obligation contained in this Note, which default is not cured within 15
      days
      after Maker's written notice thereof;




(c)           the
      filing of any petition by Maker under any provision of the Federal Bankruptcy
      Code or any state law relating to insolvency; or the filing of any such petition
      against Maker, unless such petition and all proceedings thereunder are dismissed
      within 60 days from such filing; or the appointment of a trustee or receiver
      for
      all or any assets of Maker, unless such appointment is vacated or dismissed
      within 60 days from the date of such appointment;




(d)           an
      adjudication that Maker is insolvent or bankrupt.




6.         *Collection
      Costs*.  Upon the occurrence of any Event of Default, Maker agrees
      to pay Holder, upon demand, any and all costs, expenses and fees, including
      without limitation, reasonable attorneys' fees incurred before or after suit
      is
      commenced in order to enforce payment hereof, and in the event suit is brought
      to enforce payment hereof, that such costs, expenses and fees shall be
      determined by a court proceeding without a jury.




7.         *Waiver*.  Maker
      hereby acknowledges and agrees that the failure by Holder to insist upon Maker's
      strict performance of this Note or the failure by Holder to exercise its
      remedies hereunder shall not be deemed a waiver of such default, and shall
      not
      be a waiver by Holder of any of Holder's rights or remedies hereunder or at
      law
      or in equity.




8.         *Transfer*.  This
      Note is not transferable by the Holder without the express written permission
      of
      Maker which shall not be unreasonably withheld.




9.         *Governing
      Law*.  All amounts payable hereunder are payable in lawful money
      of the United States of America.  This Note shall be governed by and
      construed in accordance with the laws of the State of Texas, without regard
      to
      its conflicts of laws principles.




10.         *Representations
      and Warranties of Maker*.  Maker hereby represent and warrants to
      Holder as follows:




(a)           Maker
      has full power, authority and capacity to issue this Note and to perform and
      comply with all covenants and obligations contained herein.




(b)           This
      Note has been duly executed and delivered by Maker and constitutes the legal,
      valid and binding obligations of Maker, enforceable against Maker in accordance
      with its terms, subject to bankruptcy, insolvency, reorganization, moratorium
      or
      other similar laws now or hereafter in effect relating to creditors' rights
      generally.




11.           *Representations
      and Warranties of Guarantors*.  The Guarantors represent and
      warrant to Holder as follows:




(a)           Guarantors
      have the power and authority and legal right to execute, deliver, and perform
      their obligations under the Guaranty and the Guaranty constitutes the legal,
      valid, and binding obligation of Guarantors, enforceable against Guarantors
      in
      accordance with its terms, except as limited by bankruptcy, insolvency, or
      other
      laws of general application relating to the enforcement of creditor's
      rights.




(b)           The
      execution, delivery, and performance by Guarantors of this Guaranteed Promissory
      Note do not and will not violate or conflict with any law, rule, or regulation
      or any order, writ, injunction, or decree of any court, governmental authority
      or agency, or arbitrator.




(c)           No
      authorization, approval, or consent of, and no filing or registration with,
      any
      court, governmental authority, or third party is necessary for the execution,
      delivery, or performance by Guarantors of this Guaranty Agreement or the
      validity or enforceability thereof.




(d)           Guarantors
      have, independently and without reliance upon Maker and based upon such
      documents and information as Guarantors have deemed appropriate, made their
      own
      analysis and decision to become Guarantors of this Guaranteed Promissory
      Note







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IN
      WITNESS WHEREOF, this Note has been duly executed to be effective as of the
      25th
      day of May, 2007.




Holders
                Address
            
            Maker:REMOTE
                KNOWLEDGE, INC.,a
                Delaware CorporationBy:  /s/
                Henry HoustonName:  Henry
                Houston







Guarantors:
              Alan
                  Granader/s/
                  Alan GranaderDan
                  Granader/s/
                  Dan GranaderRandy
                  S. Bayne/s/
                  Randy S. Bayne


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