Exhibit 10.7
 First Amended and Restated Loan Agreement
 The F&M Bank & Trust Company American Locker Group, Incorporated Altreco, Incorporated
 Recitals
 Seven
Hundred Fifty Thousand and No/100 Dollars ($750,000.00)
   Agreements
  Definitions
 Definitions
   First Amended and Restated Loan Agreement  Page 1




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plus fifty percent (50%) of the book value of Inventory as
determined by GAAP
     Deed of Trust means the Deed of Trust, Security Agreement and Assignment of Rents,
Leases, Incomes and Agreements (Second Lien) executed by Guarantor and Borrower to J. Schaad Titus,
Trustee, for the benefit of Lender and encumbering, among other things, the certain real property
owned by Guarantor and situated in the City of Grapevine, Tarrant County, Texas, as more
particularly described on Exhibit A attached to said Deed of Trust, as the same may be amended,
supplemented or modified from time to time
 not
 First Amended and Restated Loan Agreement  Page 2




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Seven Hundred Fifty
Thousand and No/100 Dollars ($750,000.00)
    First Amended and Restated Loan Agreement  Page 3




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Renewal
     First Amended and Restated Loan Agreement  Page 4




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Other Definitional Provisions
 Loan
 First Amended and Restated Loan Agreement  Page 5




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Advance Limit and Borrowing Base In the event
the outstanding principal balance of the Loan shall at any one time exceed the lesser of the
$750,000.00, or the Borrowing Base, in either case, after accounting for Reserves, Borrower agrees
to forthwith reduce the outstanding principal amount of the Note, within five (5) days after demand
is made by Lender, to bring such outstanding balance into compliance with the lesser of
$750,000.00, or the Borrowing Base.
 Repayment of Note
 Revolving Indebtedness
 Use of Proceeds of Loan
 Payments
 Principal Payments
 First Amended and Restated Loan Agreement  Page 6




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Interest Payments
 Collections
 Collateral
 Collateral
  First Amended and Restated Loan Agreement  Page 7




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Setoff
 Guaranty of the Obligations
 Conditions Precedent
 Loan
         First Amended and Restated Loan Agreement  Page 8




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Representations and Warranties
  Existence and Authority
 First Amended and Restated Loan Agreement  Page 9




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Financial Statements
 Default
 Authorization and Compliance with Laws and Material Agreements
 Litigation and Judgments
 Rights in Properties; Liens
 Title to Collateral
 First Amended and Restated Loan Agreement  Page 10




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Enforceability
 Approvals
 Taxes
 Use of Proceeds; Margin Securities
 ERISA
 Disclosure
 First Amended and Restated Loan Agreement  Page 11




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Contracts
 Compliance with Law
 Principal Place of Business
 Positive Covenants
  Financial Statements
    First Amended and Restated Loan Agreement  Page 12




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Certificates; Other Information
   Performance of Obligations
 Preservation of Existence and Conduct of Business
 Maintenance of Properties
 Payment of Taxes and Claims
 Insurance
 First Amended and Restated Loan Agreement  Page 13




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Inspection Rights
 Keeping Books and Records
 Compliance with Laws
 Compliance with Agreements
 Notices
 Further Assurances
 Compliance with ERISA
 Compliance with Regulations G, T, U and X
 First Amended and Restated Loan Agreement  Page 14




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Operating Account
 Financial Covenants
 Current Ratio divided by
 Debt Service Coverage Ratio
 Liabilities to Tangible Net Worth
  Negative Covenants
  Limitation on Liens
 Mergers, Acquisitions and Dissolutions
 Transactions with Affiliates
 First Amended and Restated Loan Agreement  Page 15




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Debt
 Default
 Event of Default
   provided, however provided that
   First Amended and Restated Loan Agreement  Page 16




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Remedies Upon Default
 Miscellaneous
 Expenses of Lender
 First Amended and Restated Loan Agreement  Page 17




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Restatement
 No Waiver; Cumulative Remedies
 Successors and Assigns
 Survival of Representations and Warranties
 Entire Agreement; Amendment
 Maximum Interest Rate
 First Amended and Restated Loan Agreement  Page 18




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Notices
 To Borrower:
    
    American Locker Group, Incorporated
815 S. Main Street
Grapevine, Texas 76051To Guarantor:
    
    Altreco, Incorporated
815 S. Main Street
Grapevine, Texas 76051In either case, with a copy to:Hallett & Perrin, P.C.
2001 Bryan Street, #3900
Dallas, Texas 75201
Attn: Timothy R. VaughnTo Lender:
    
    The F&M Bank & Trust Company
14185 Dallas Parkway, Suite 140
Dallas, Texas 75254
Attention: David J. Broussard, Senior Vice-President
  Applicable Law THIS AGREEMENT, THE NOTE AND THE OTHER LOAN DOCUMENTS SHALL
BE DEEMED TO HAVE BEEN MADE AND TO BE PERFORMABLE IN DALLAS, DALLAS COUNTY, TEXAS, AND SHALL BE GOVERNED AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF
THE STATE OF TEXAS.
 Jurisdiction, Venue
 ANY SUIT, ACTION OR PROCEEDING AGAINST BORROWER OR GUARANTOR WITH RESPECT TO THIS AGREEMENT OR
ANY OF THE OTHER LOAN DOCUMENTS, OR ANY JUDGMENT ENTERED BY ANY COURT IN RESPECT OF ANY THEREOF
WILL BE BROUGHT IN THE DISTRICT COURTS OF DALLAS COUNTY, TEXAS OR THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF TEXAS, AS LENDER (IN ITS SOLE DISCRETION) MAY ELECT, AND BORROWER AND
GUARANTOR
 First Amended and Restated Loan Agreement  Page 19




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HEREBY ACCEPT THE EXCLUSIVE JURISDICTION OF THOSE COURTS FOR THE PURPOSE OF ANY SUIT,
ACTION OR PROCEEDING.
 IN ADDITION, BORROWER AND GUARANTOR HEREBY IRREVOCABLY WAIVE, TO THE FULLEST EXTENT PERMITTED
BY LAW, ANY OBJECTION WHICH IT MAY NOW OR HEREAFTER HAVE TO THE LAYING OF VENUE TO THIS AGREEMENT
OR ANY OF THE OTHER LOAN DOCUMENTS BROUGHT IN THE STATE OF TEXAS, AND HEREBY FURTHER IRREVOCABLY
WAIVE ANY CLAIM OF ANY SUIT, ACTION OR PROCEEDING BROUGHT IN THE DISTRICT COURTS IN DALLAS COUNTY,
TEXAS THAT MAY HAVE BEEN BROUGHT IN THE INCONVENIENT FORUM. SHOULD ANY SUCH SUIT, ACTION OR
PROCEEDING BE PENDING IN MORE THAN ONE FORUM, LENDERS CHOICE OF FORUM SHALL BE CONCLUSIVE.
 WAIVER OF JURY TRIAL . IN THE EVENT LITIGATION SHOULD ARISE OUT OF THE
TRANSACTIONS CONTEMPLATED BY ANY OF THE LOAN DOCUMENTS OR ANY OTHER MATTER RELATED THERETO
WHATSOEVER OR IN CONNECTION WITH ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER ORAL
OR WRITTEN) OR ACTIONS OR INACTIONS BY LENDER, IT IS HEREBY STIPULATED AND AGREED BY BORROWER AND
GUARANTOR THAT THEY SHALL WAIVE AND DO HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ALL
RIGHTS TO DEMAND A TRIAL OF ANY SUCH MATTER BY OR BEFORE A JURY. THIS PROVISION IS A MATERIAL
INDUCEMENT TO LENDER TO COMMIT TO MAKE THE LOAN.
 RELIEF FROM AUTOMATIC STAY. AS A MATERIAL INDUCEMENT AND AS FURTHER
CONSIDERATION TO INDUCE LENDER TO MAKE THE LOAN, BORROWER AND GUARANTOR HEREBY STIPULATE, AGREE,
CONSENT TO AND ACKNOWLEDGE THAT IN THE EVENT THAT A PROCEEDING UNDER TITLE 11 OF THE U.S. CODE IS
COMMENCED, EITHER VOLUNTARY OR INVOLUNTARY, BY OR AGAINST BORROWER OR GUARANTOR, LENDER IS ENTITLED
TO IMMEDIATE RELIEF FROM ANY AUTOMATIC STAY IMPOSED UNDER SECTION 362 OF TITLE 11 OF THE U.S. CODE,
AS AMENDED, OR OTHERWISE, ON OR AGAINST THE EXERCISE OF THE RIGHTS AND REMEDIES OTHERWISE AVAILABLE
TO LENDER, WITHOUT REQUIRING LENDER TO FILE A MOTION FOR RELIEF FROM THE AUTOMATIC STAY. IN
ADDITION TO THE FOREGOING, BORROWER AND GUARANTOR FURTHER STIPULATE, AGREE AND ACKNOWLEDGE THAT NEITHER BORROWER NOR GUARANTOR WILL OPPOSE OR OBJECT TO
LENDERS MOTION FOR RELIEF FROM ANY AUTOMATIC STAY OR ANY VALUATION OF THE PROPERTY SUBJECT TO THE
AUTOMATIC STAY CONDUCTED BY LENDER.
 Counterparts
 Severability
 First Amended and Restated Loan Agreement  Page 20




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Headings
 Participations
 Controlling Interpretation
 Amendment and Restatement
  Borrower:

American Locker Group, Incorporated, a Delaware corporationBy:
    /S/ PAUL M. ZAIDINSPaul Zaidins, PresidentGuarantor:
Altreco, Incorporated, a Delaware corporationBy:
    /S/ PAUL M. ZAIDINSPaul Zaidins, PresidentLender:

The F&M Bank & Trust CompanyBy:
    /S/ DAVID BROUSSARD(Signature)David Broussard, Sr. Vice President(Printed Name and Title) First Amended and Restated Loan Agreement  Page 21