PROMISSORY
        NOTE IN REGISTERED FORM


      
        
          	 	 
	$75,000.00 	
                  July
                    7, 2005

                
	 	
                  Burbank,
                    California

                
	 	 


        

        
          
            AS
              HEREIN
              STATED, CENTERSTAGING MUSICAL PRODUCTIONS, INC. a California corporation
              (“Issuer)”, promises to pay JAN PAUL PARENT (“Payee”), or order, at 3407 Winona
              Ave. Burbank, CA 91504, or such other place as the holder hereof may
              from time
              to time direct in writing the sum of Seventy-Five Thousand Dollars
              ($75,000.00),
              with interest from the date hereof as the rate of nine per cent per
              annum
              (9.00%), calculated monthly, the principal and interest to be paid
              as set forth
              below.

             

            The
              principal amount of this Note shall be due and payable in full at its
              maturity
              which is July 31, 2010 (The “Maturity Date”). Interest on this note will accrue
              on a monthly basis at and shall be due and payable concurrently with
              the
              principal on the Maturity Date. 

          

        

         

        Each
          payment under this Note shall be applied in the following order: (i) to
          the
          payment of costs and expenses provided for under this Note; (ii) to
          the
          payment of accrued and unpaid interest; and (iii) to the payment
          of
          outstanding principal. The Company and each holder hereof shall have the
          continuing and exclusive right to apply or reverse and reapply any and
          all
          payments under this Note.

         

        This
          Note
          may be prepaid in whole or in part at any time.  Any prepayment
          shall be
          without penalty except that interest shall be paid to the date of payment
          on the
          principal amount prepaid.  

         

        No
          waiver
          or modification of any of the terms of this Note shall be valid or binding
          unless set forth in a writing specifically referring to this Note and signed
          by
          a duly authorized officer of the Company or any holder of this Note, and
          then
          only to the extent specifically set forth therein.

         

        If
          any
          default occurs in any payment due under this Note, the Borrower, and their
          successors and assigns, promise to pay all costs and expenses, including
          attorneys’ fees, incurred by each holder hereof in collecting or attempting to
          collect the indebtedness under this Note, whether or not any action or
          proceeding is commenced. None of the provisions hereof and none of the
          holder’s
          rights or remedies under this Note on account of any past or future defaults
          shall be deemed to have been waived by the holder’s acceptance of any past due
          installments or by any indulgence granted by the holder to the
          Borrower.

         

        This
          Note
          shall inure to the benefit of the Company, its successors and assigns and
          shall
          bind the heirs, executors, administrators, successors and assigns of the
          Borrower. Each reference herein to powers or rights of the Company shall
          also be
          deemed a reference to the same power or right of such assignees, to the
          extent
          of the interest assigned to them.

         

        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        

        
          

          

        

        In
          the
          event that any one or more provisions of this Note shall be held to be
          illegal,
          invalid or otherwise unenforceable, the same shall not affect any other
          provision of this Note and the remaining provisions of this Note shall
          remain in
          full force and effect.

         

        This
          Note
          shall be governed by and construed in accordance with the laws of the State
          of
          California, without giving effect to the principles thereof relating to
          conflicts of law; provided,
          that
          the Company and each holder hereof reserves any and all rights it may have
          under
          federal law, including without limitation those relating to the charging
          of
          interest.

         

         

        IN
          WITNESS WHEREOF, the Borrower and Lender has caused this Note to be duly
          executed the day and year first above written.

        
          
            	
                  	 	 
	 	 	 
	 	BORROWER
	 
 	 
 	 
 
	 	By:  	 
	 	 	
                    

                      
	 	Name:  	 
	 	 	
                    

                      
	 	Title:  	 
	 	
                    

                  


          

          
            
              	 	 	 
	 	 	 
	 	LENDER
	 
 	 
 	 
 
	 	By:  	 
	 	 	
                      

                        
	 	Name:  	 
	 	 	
                      

                        
	 	Title: