**Exhibit
      10.1**




**PROMISSORY
        NOTE**
 
 
 **AMOUNT:  $50,000**
              **DATE:  JULY
                  9, 2007**
 ****
  **FOR
        VALUE RECEIVED, CORPORATION OF AUTOMOTIVE REMARKETING, INC.**("Borrower”) hereby promises to pay to the order of **SYDYS
        CORPORATION** ("Lender") the principal sum of **FIFTY
        THOUSAND****($50,000) DOLLARS**.  Payment in full,
        plus accrued interest of eight and one-quarter (8.25%) percent shall be made
        in
        lawful money of the United States, at the principal address of Lender, or
        such
        other place as the holder of this Note may designate upon demand.
 
 Borrower
        shall have the privilege without premium or penalty, at any time and from
        time
        to time, of prepaying this Note in whole or in part.
 
 No
        partial prepayment shall postpone or interrupt the payment of the remaining
        principal balance, all of which shall continue to be due and payable at the
        time
        and the manner set forth above.
 
 Borrower
        agrees that a default shall occur hereunder in the event that payment is
        not
        made upon demand and such default continues for a period of ten (10) days
        from
        the date of demand therefor.  After the expiration of such ten (10)
        day period interest shall accrue on the unpaid balance due hereunder at a
        rate
        of twelve (12%) percent, together with attorneys' fees for collection and
        payment of the same, which sums may be enforced and recovered by the entry
        of
        judgment on this.
 
 Borrower
        (and all endorsers, sureties and guarantors) waives presentment for payment,
        demand, notice of demand, notice of nonpayment or dishonor, protest and notice
        of protest of this Note, and all other notices in connection with the delivery,
        acceptance, performance, default, or enforcement of the payment of this Note;
        liability hereunder shall be unconditional and shall not be affected in any
        manner by any indulgence, extension of time, renewal, waiver or modification
        granted or consented to by Lender.
 
 Borrower
        shall pay the cost of any revenue, tax or other stamps now or hereafter required
        by law at any time to be affixed to this Note or any security documents executed
        in conjunction herewith, and if any taxes be imposed with respect to debts
        secured by any such security documents or with respect to notes evidencing
        debts
        so secured Borrower agrees to pay or to reimburse Lender upon demand the
        amount
        of such taxes.
 
 The
        words
        "Lender" and "Borrower" whenever occurring herein shall be deemed and construed
        to include their respective successors and assigns of Lender and
        Borrower.
 
 This
        instrument shall be construed according to and governed by the laws of the
        Commonwealth of Pennsylvania.
 
 **IN
        WITNESS WHEREOF,**Borrower has duly executed this Promissory Note under
        seal the day and year first above mentioned.
   **CORPORATION
                OF AUTOMOTIVE
                REMARKETING, INC.**By:
              /s/ John
                PossumatoName:
                John PossumatoTitle:
                Chief Executive
                Officer