Exhibit
        4.6

      


      THE
        SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES
        ACT
        OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES.
        THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE
        AND
        MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE
        APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION
        THEREFROM. THE HOLDER SHOULD BE AWARE THAT IT MAY BE REQUIRED TO BEAR THE
        FINANCIAL RISKS OF THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME. THE
        ISSUER
        OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE
        SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE
        IS
        IN COMPLIANCE WITH THE ACT AND ANY APPLICABLE STATE SECURITIES
        LAWS.

      


       

      2005
        6.4% SENIOR CONVERTIBLE NOTE

      
        
          	${______}.00	
                  _______________,
                    2005

                
	 	 



      

      Subject
        to the terms and conditions of this 2005 6.4% Senior Convertible Note (“Note”),
        for good and valuable consideration received, Market Central, Inc. d/b/a
        Scientigo, Inc., a Delaware corporation (the “Company”), promises to pay to the
        order of {_____________} (“Holder”) the principal amount of ${__________}.00,
        plus simple interest, accrued on unpaid principal from the date of this Note
        until paid at the rate of 6.4% per annum (360-day year basis) (the “Principal
        Amount”).

       

      The
        following is a statement of the rights of the Holder of this Note and the
        terms
        and conditions to which this Note is subject, and to which the Holder, hereof,
        by the acceptance of this Note, agrees:

       

      Payment
        Obligation.
        The
        principal and accrued but unpaid interest under this Note will be paid to
        the
        Holder on May 31, 2007 (the “Maturity Date”), unless previously paid or
        converted into securities of the Company in accordance with Section 2 hereof.
        All payments of principal and/or interest under this Note will be made at
        the
        address set forth below or by mail to the address of record of the Holder.
        All
        cash payments hereunder shall be made in lawful money of the United States
        of
        America, to the Holder, at such place and to such account as the Holder shall
        designate in a written notice to the Company. Accrued
        but unpaid interest shall be due and payable quarterly, commencing on May
        31,
        2005.

      


      Prepayment.
        The
        principal amount of this Note may be prepaid by the Company at any time without
        penalty upon thirty (30) days prior written notice to the Holder.

       

      Optional
        Conversion.
        Prior
        to the Maturity Date, the outstanding principal and interest outstanding
        under
        this Note may be converted at the option of the Holder into shares of Common
        Stock of the Company at a conversion rate one share per $1.3325 of the Principal
        Amount (the “Conversion Shares”). Such optional conversion may be for the whole
        or any part of the Principal Amount of this Note.

       

      
        
           

        

        
           

          
            

          

        

        
           

        

      

       

      Assignment.
        The
        rights and obligations of the Company and the Holder will be binding upon
        and
        inure to the benefit of the successors, assigns, heirs, administrators and
        transferees of the parties.

       

      Waiver
        and Amendment.
        Any
        provision of this Note may be amended, waived or modified upon the written
        consent of the Company and the Holder.

       

      Notices.
        Any
        notice, request or other communication required or permitted hereunder will
        be
        in writing and shall be deemed to have been duly given if personally delivered
        or if telegraphed or mailed by registered or certified mail, postage prepaid,
        at
        the respective addresses of the parties as set forth below. Any party hereto
        may
        by notice so given change its address for future notice hereunder. Notice
        will
        conclusively be deemed to have been given when personally delivered or when
        deposited in the mail or telegraphed in the manner set forth above and will
        be
        deemed to have been received when delivered. Prior to the maturity of this
        Note,
        the Company (i) fixes a record date for purposes of determining the
        Holders
        of any class or series of securities who are entitled to receive any dividend
        or
        other distribution, or (ii) fixes a closing date for the issuance
        of any
        equity securities of the Company, the Company will mail to the Holder, at
        least
        fifteen (15) days prior to such date a notice specifying such record date
        or
        closing date and the matter pursuant to which such record date or closing
        date
        has been set. Prior to the payment of any Principal Amount, the Company shall
        provide the Holder with thirty (30) days prior written notice, stating that
        the
        Holder may convert the Note into Common Stock of the Company prior to
        payment.

       

      Rights
        as a Stockholder.
        This
        Note, as such, shall not entitle the Holder to any rights as a stockholder
        of
        the Company, except as otherwise specified herein.

       

      Governing
        Law.
        This
        Agreement shall be governed by and construed in accordance with the laws
        of the
        State of Delaware, excluding that body of law relating to conflict of
        laws.

       

      Severability.
        If one
        or more provisions of this Note are held to be unenforceable under applicable
        law, such provision shall be excluded from this Note and the balance of the
        Note
        shall be interpreted as if such provision were so excluded and shall be
        enforceable in accordance with its terms. 

       

      Time
        of the Essence.
        Time is
        of the essence of this Note.

       

      Costs
        of Enforcement; Presentment.
        The
        Company agrees to pay on demand all of the losses, costs, and expenses
        (including, without limitation, all reasonable attorneys’ fees and
        disbursements) which the Holder incurs in connection with enforcement of
        this
        Note, or the protection or preservation of the Holder’s rights under this Note,
        whether by judicial proceeding or otherwise. Such costs and expenses include,
        without limitation, those incurred in connection with any workout or
        refinancing, or any bankruptcy, insolvency, liquidation or similar proceedings.
        The Company hereby waives diligence, demand, presentment, protest or notice
        of
        any kind. The Company agrees to make all payments under this Note without
        setoff
        or deduction and regardless of any counterclaim or defense.

       

      
        
           

        

        
           

          
            

          

        

        
           

        

      

       

      Headings;
        References.
        All
        headings used herein are used for convenience only and will not be used to
        construe or interpret this Note. Except where otherwise indicated, all
        references herein to Sections refer to Sections hereof.

       

      Previous
        Agreements Superceded.
        This
        Note shall supercede all previous agreements made on or prior to the date
        hereof
        between the Holder and the Company with respect to the subject matter
        hereof.

      


      IN
        WITNESS WHEREOF, the parties have caused this Convertible Note to be issued
        as
        of _____________, 2005.

      


      
        	 	
                THE
                  COMPANY:

                 

                Market
                  Central, Inc. d/b/a Scientigo, Inc.

                 

                By: ________________________      

                Name: ______________________    

                Title: _______________________   

                 

                Address:

                Suite
                  300

                7810
                  Ballantyne Commons Parkway 

                Charlotte,
                  NC 28277

                 

                 

              
	 	
                HOLDER:

                 

                By:
                  ______________________       

                 

                 

                Address:

                _________________________

                _________________________

                _________________________