Exhibit 10.1

                    CONFESSED JUDGMENT DEMAND PROMISSORY NOTE

$ 25,000.00                                                    DECEMBER 12, 2001
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         THE UNDERSIGNED (IF THERE BE MORE THAN ONE UNDERSIGNED, THEIR LIABILITY
SHALL BE JOINT AND SEVERAL) PROMISES TO PAY TO THE ORDER OF ATLANTIC INVESTMENT
TRUST, RICHARD H. TANENBAUM, TRUSTEE (HEREINAFTER CALLED HOLDER) UPON THE
EARLIER OF DEMAND OR ON OR BEFORE FEBRUARY 12, 2002, THE SUM OF TWENTY FIVE
THOUSAND AND NO/100 DOLLARS ($ 25,000.00), TOGETHER WITH INTEREST THEREON AT THE
RATE OF FIFTEEN PERCENT (15%) PER ANNUM FROM THE DATE OF DEFAULT UNTIL THE DATE
ACTUALLY PAID; PROVIDED HOWEVER, IN LIEU OF INTEREST THE UNDERSIGNED HEREBY
AGREE TO PROVIDE HOLDER WITH TWENTY FIVE THOUSAND (25,000) RESTRICTED SHARES OF
ITS COMMON STOCK AND UPON RECEIPT THEREOF HOLDER AGREES THAT THIS NOTE SHALL BE
A NON-INTEREST BEARING NOTE.


         PROVIDED, THAT UPON THE OCCURRENCE OF ANY OF THE FOLLOWING EVENTS OF
DEFAULT, IF THE HOLDER SO ELECTS, ALL OF THE UNPAID BALANCE HEREUNDER, INCLUDING
INTEREST, SHALL IMMEDIATELY BE DUE AND PAYABLE: (A) IF ANY OBLIGOR SHALL MAKE AN
ASSIGNMENT FOR THE BENEFIT OF CREDITORS OR IF ANY VOLUNTARY OR INVOLUNTARY
PROCEEDINGS BE INSTITUTED BY OR AGAINST ANY OBLIGOR UNDER ANY PROVISION OF THE
BANKRUPTCY ACT OF ANY OTHER FEDERAL OR STATE STATUTE OR RULE PROVIDING FOR THE
RELIEF OF DEBTORS, COMPOSITION OF CREDITORS, ARRANGEMENTS, REORGANIZATIONS,
ORDINARY BANKRUPTCY, OR RECEIVERSHIP OR THE LIKE; (B) THE FAILURE OF ANY OBLIGOR
TO PAY DEBTS AS THEY MATURE IN THE ORDINARY COURSE OF BUSINESS, OR IF THE FAIR
MARKET VALUE OF THE ASSETS OF ANY OBLIGOR SHALL BE LESS THAN THE LIABILITIES OF
SUCH OBLIGOR; (C) THE ENTRY OF ANY JUDGMENT AGAINST ANY OBLIGOR OR THE ISSUING
OF AN ATTACHMENT OR GARNISHMENT AGAINST ANY PROPERTY OF ANY OBLIGOR; (D) THE
OCCURRENCE OF ANY ADVERSE CHANGE IN THE FINANCIAL CONDITION OF ANY OBLIGOR IN
WHICH CASE THE HOLDER DEEMS ITS POSITION TO HAVE BECOME IMPAIRED; (E) THE
DISSOLUTION, MERGER, CONSOLIDATION OR REORGANIZATION OF ANY OBLIGOR WHICH IS A
CORPORATION, PARTNER- SHIP, JOINT VENTURE, BUSINESS TRUST OR OTHER ASSOCIATION;
(F) THE ASSESSMENT, IMPOSITION OR EXISTENCE, OF ANY GENERAL OR SPECIFIC LIEN FOR
ANY FEDERAL, STATE OR LOCAL TAXES OR CHARGES AGAINST ANY PROPERTY FOR ANY
OBLIGOR; AND (G) THE DEATH OF ANY OBLIGOR WHO IS A NATURAL PERSON. THE TERM
"OBLIGOR" INCLUDES ALL UNDERSIGNED MAKERS AND ALL ENDORSERS, GUARANTORS AND
SURETIES.

         EACH AND EVERY OBLIGOR HEREBY AUTHORIZES RICHARD H. TANENBAUM, ESQUIRE
OR ANY ATTORNEY OR CLERK OR ANY MEMBER OF ANY COURT WITHIN THE UNITED STATES OR
ELSEWHERE TO ENTER AN APPEARANCE ON THEIR BEHALF AND TO CONFESS JUDGMENT AGAINST
OBLIGERS, EITHER JOINTLY OR SEVERALLY, TO BE ENTERED BY THE PROPER OFFICIAL, AT
ANY TIME AFTER THIS NOTE IS DUE (WHETHER UPON NORMAL MATURITY OR ACCELERATION
HEREUNDER), HEREBY WAIVING ALL EXEMPTIONS, FOR THE PRINCIPAL AMOUNT OF THIS NOTE
AND INTEREST AND 15% ATTORNEYS' FEES AND COURT COSTS. IF THIS NOTE IS REFERRED
TO AN ATTORNEY FOR COLLECTION, AND PAYMENT IS OBTAINED WITHOUT THE ENTRY OF A
JUDGMENT, THEN OBLIGERS SHALL PAY TO HOLDER ATTORNEYS' FEES IN THE AMOUNT
AFORESAID.

         EXECUTED UNDER SEAL ON THE DAY AND YEAR FIRST ABOVE WRITTEN.

WITNESS:


                                                  MILITARY RESALE GROUP, INC.
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                                                  BY                 [SEAL]
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                                                   ETHAN HOKIT, PRESIDENT