Exhibit 10.2
                                   TERM NOTE

                                                         Los Angeles, California

U.S. $5,000,000                                                     May 20, 2004

      FOR VALUE  RECEIVED,  the  undersigned,  SAVON TEAM  SPORTS,  INC., a Utah
corporation  (the  "Borrower"),  HEREBY  UNCONDITIONALLY  PROMISES TO PAY to the
order of SWT, LLC (the "Lender"), without offset or counterclaim,  the principal
sum of Five Million U.S. Dollars (U.S.$5,000,000) on or before the Maturity Date
(as such term is defined in the Loan Agreement  referred to below). The Borrower
further  promises to pay interest on the Term Loan  outstanding  hereunder  from
time to time at the interest rates,  and payable on the dates,  set forth in the
Loan  Agreement  referred  to below.  This Term Note may be  prepaid at any time
prior to the Maturity Date without premium or penalty, and shall be prepaid upon
the occurrence of certain events set forth in, and in accordance  with the terms
of, the Loan Agreement.

      1. PAYMENT. Both principal and interest are payable in lawful money of the
United States of America and in immediately available funds to the Lender at c/o
Glenhaven Corporation, 9229 Sunset Boulevard, Suite 505, Los Angeles, California
90069,  or such  other  place as the  Lender  may  designate  in  writing to the
Borrower from time to time.

      2. RECORD  KEEPING.  The Lender shall  record the amount of principal  and
interest due and payable from time to time  hereunder,  each payment thereof and
the resulting unpaid principal balance hereof, in the Lender's internal records,
and any  such  recordation  shall  be  rebuttable  presumptive  evidence  of the
accuracy of the information so recorded;  PROVIDED,  HOWEVER,  that the Lender's
failure so to record shall not limit or otherwise  affect the obligations of the
Borrower  hereunder  and under the Loan  Agreement to repay the principal of and
interest on the Term Loan.

      3. LOAN  AGREEMENT.  This  Term Note is  subject  to and  entitled  to the
benefits  of that  certain  Loan  Agreement,  dated of even  date  herewith  (as
amended,  modified, renewed or extended from time to time, the "Loan Agreement")
between  the  Borrower  and  the  Lender.   Unless  otherwise   defined  herein,
capitalized  terms used herein shall have the  respective  meanings  assigned to
them in the Loan Agreement. The Loan Agreement provides, among other things, for
acceleration  (which in certain cases shall be automatic) of the maturity hereof
upon the occurrence of certain stated events, in each case without  presentment,
demand, protest or further notice of any kind, all of which are hereby expressly
waived.  This Term Note is  secured  by  certain  Collateral  more  specifically
described in the Pledge Agreement.

      4.  LIMITATION ON INTEREST  RATE. In no  contingency  or event  whatsoever
shall the aggregate of all amounts deemed  interest  hereunder or under the Loan
Agreement and charged or collected by the Lender or any holder of this Term Note
exceed the highest  rate  permissible  under any law which a court of  competent
jurisdiction  shall, in a final  determination,  deem applicable  hereto. In the
event  that such a court  determines  that the Lender  has  charged or  received
interest  hereunder  or under  the  Loan  Agreement  in  excess  of the  highest
applicable rate, the rate in effect hereunder and under the Loan Agreement shall
automatically be reduced to the maximum rate permitted by applicable law and the
Lender  shall apply all  interest  paid in excess of the maximum  lawful rate to
reduce the principal balance of the amounts outstanding  hereunder and under the

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Loan Agreement. It is the intent of the parties hereto that the Borrower not pay
or  contract  to pay,  and that the Lender not  receive or  contract to receive,
directly  or  indirectly  in any manner  whatsoever,  interest  in excess of the
maximum  rate of interest  that may be paid by the  Borrower to the Lender under
applicable law.

      5.  GOVERNING  LAW.  THIS TERM NOTE SHALL BE GOVERNED BY, AND CONSTRUED IN
ACCORDANCE WITH, THE LAWS OF THE STATE OF CALIFORNIA, EXCLUSIVE OF ITS CONFLICTS
OF LAWS AND CHOICE OF LAWS RULES THAT WOULD OR MAY CAUSE THE  APPICATION  OF THE
LAWS OF ANY JURISDICTION OTHER THAN THE STATE OF CALIFORNIA.

                                      SAVON TEAM SPORTS, INC.

                                      By:
                                          --------------------------------------
                                           Deborah Fine, Chief Executive Officer