PROMISSORY
        NOTE

      


      FOR
        VALUE RECEIVED, CENTERSTAGING MUSICAL PRODUCTIONS, INC.
        (The
“Company”) by the undersigned Jan Parent and John Caswell, as Directors of said
        Company, promises to pay to the order of Jan Parent and John Caswell as
        individuals, and each of them (“Holders”), or any subsequent holder of this
        Note, the sum of twenty five thousand dollars and no cents ($25,000) with
        interest from the date hereof at the rate of nine and one quarter per cent
        per
        annum (9.6%), calculated monthly, the principal and interest to be paid as
        set
        forth below.

       

      MONTHLY
        PAYMENT OF INTEREST.
        The
        Company shall cause to be paid to each Holder of this Note interest in the
        amount of $200.00 per month, paid on the 22nd
        of each
        month commencing December 22, 2004 into such bank account as Holders shall
        designate. Interest payments shall be paid monthly until the 22nd
        of
        November 2005.

       

      PAYMENT
        OF PRINCIPAL.
        Payment
        of the principal sum of $25,000 to each Holder of this Note shall be made
        on or
        before November 22, 2005. Prepayment shall not relieve the Company of the
        obligation to pay interest as above set forth.

       

      DEFAULT
        - WAIVER - ACCELERATION.
        In the
        event of default on this Note the Company waives presentment of payment,
        protest, notice of protest, dishonor and defense by reason of any extension
        of
        time or other indulgence granted by the Holders of this Note, and agrees
        that,
        if any payment in this Note is not made when due, the Holders shall have
        the
        right to accelerate and make the entire unpaid balance of principal and interest
        immediately due and payable. Default is defined as:

       

      
        
           

        

        
           

          
            

          

        

        
           

        

      

      A:
        Failure to make any payment of principal or interest when due under the terms
        of
        this note.

      B:
        The
        violation of any other term, condition or promise under this Note.

       

      COSTS:
        If the
        Holders of the Note incurs any costs in the collection of enforcement of
        this
        Note, including costs of filing suit and reasonable attorney’s fees, the Company
        agrees to pay such costs.

       

      SUBORDINATION.
        The
        Holders of the Note, understand fully that this Note may be subordinated
        to
        subsequent lenders to the Company, and by the advance of funds consent and
        agree
        to whatever subordination is deemed by the Directors of the Company to be
        in its
        best interest.

      
        	 	 	 	 
	 	 	 	 
	 	 	 	November
                11, 2004
	
                
Jan
                Parent	 	 	
              
	Director
                of CenterStaging Musical Productions, Inc.	 	 	 
	 	 	 	 
	 	 	 	 


      

      
        	
              	 	 	 
	 	 	 	 
	 	 	 	November
                11, 2004
	
                
John
                Caswell	 	 	
              
	Director
                of CenterStaging Musical Productions, Inc.	 	 	 
	 	 	 	 
	 	 	 	 


        
          	
                	 	 	 
	 	 	 	 
	 	 	 	November
                  11, 2004
	
                  
Lou
                  Carnevale	 	 	
                
	1462
                  N. Pass Ave.
Burbank, Ca 91505	 	 	 
	Witness to the signatures of 	 	 	 
	Messrs. Parent and Caswell