Exhibit 10.8



                                      DISBURSEMENT REQUEST AND AUTHORIZATION
<TABLE>
<CAPTION>

---------------- --------------- ---------------- --------------- --------------- --------------- --------------- ----------------
<S>               <C>                <C>             <C>              <C>            <C>            <C>             <C>
Principal         Loan Date         Maturity         Loan No          Call/Coll       Account        Officer        Initials
 $150,000         11-13-2003        11-11-2004       0000000026       0001/810       1000501525        N8U
---------------- --------------- ---------------- --------------- --------------  --------------- --------------  ----------------
References in the shaded area are for Lender's use only and do not limit the
applicability of this document to any particular loan or item. Any item above
containing "***" has been omitted due to text length limitations.
------------------------------------------------------------------------------------------------------------------------------------

Borrower:          Transbotics Corporation (TIN: 56-1460497)          Lender:         SouthTrust Bank
                   3400 Latrobe Drive                                                 Commercial Loans - Charlotte
                   Charlotte, NC  28211                                               Charlotte, NC

================== ================================================== =============== ==============================================
</TABLE>

LOAN TYPE. This is a Variable Rate Nondisclosable Revolving Line of Credit Loan
to a Corporation for $150,000.00 due on November 11, 2004. The reference rate
("base rate". The term "base rate" means the rate of interest designated by the
Lender periodically as its Base Rate, currently 4.000%) is added to the margin
of 1.500%, resulting in an initial rate of 5.500.

PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for (please
initial):


     o           Personal, Family, or Household Purposes or Personal Investment.
       ----------

     o           Business (Including Real Estate Investment).
        ----------

SPECIFIC PURPOSE.  The specific purpose of this loan is: WORKING CAPITAL.

DISBURSEMENT INSTRUCTIONS. Borrower understands that no loan proceeds will be
disbursed until all of Lender's conditions for making the loan have been
satisfied. Please disburse the loan proceeds of $150,000.00 as follows:

           Undisbursed Funds:                             $150,000.00

                                                     -----------------

           Note Principal:                                $150,000.00

CHARGES PAID IN CASH. Borrower has paid or will pay in cash as agreed the
following charges:

          Prepaid Finance Charges Paid in Cash:                       $   0.00

          Other Charges Paid in Cash:                               $ 1,092.50
              $111.00 LIEN SEARCH FEE
              $  44.00 UCC FILING FEE
              $937.50 COMMITMENT FEE - UP FRONT
                                                              -----------------

          Total Charges Paid in Cash:                               $ 1,092.50

FINANCIAL CONDITION. BY SIGNING THIS AUTHORIZATION, BORROWER REPRESENTS AND
WARRANTS TO LENDER THAT THE INFORMATION PROVIDED ABOVE IS TRUE AND CORRECT AND
THAT THERE HAS BEEN NO MATERIAL ADVERSE CHANGE IN BORROWER'S FINANCIAL CONDITION
AS DISCLOSED IN BORROWER'S MOST RECENT FINANCIAL STATEMENT TO LENDER. THIS
AUTHORIZATION IS DATED NOVEMBER 13, 2003.


BORROWER:



TRANSBOTICS CORPORATION


By:      /s/ Claude Imbleau
         --------------------------------------------------------

         Claude Imbleau
         President, CEO & CFO of Transbotics Corporation




<PAGE>

                                                  PROMISSORY NOTE

<TABLE>
<CAPTION>

---------------- --------------- ---------------- --------------- --------------- --------------- --------------- ----------------
<S>               <C>                <C>             <C>              <C>            <C>            <C>             <C>
Principal         Loan Date         Maturity         Loan No          Call/Coll       Account        Officer        Initials
 $150,000         11-13-2003        11-11-2004       0000000026       0001/810       1000501525        N8U
---------------- --------------- ---------------- --------------- --------------  --------------- --------------  ----------------
References in the shaded area are for Lender's use only and do not limit the
applicability of this document to any particular loan or item. Any item above
containing "***" has been omitted due to text length limitations.
------------------------------------------------------------------------------------------------------------------------------------

Borrower:          Transbotics Corporation (TIN: 56-1460497)          Lender:         SouthTrust Bank
                   3400 Latrobe Drive                                                 Commercial Loans - Charlotte
                   Charlotte, NC  28211                                               Charlotte, NC

================== ================================================== =============== ==============================================


Principal Amount:  $150,000.00                            Initial Rate: 5.500%                     Date of Note:  November 13, 2003
</TABLE>

PROMISE TO PAY. Transbotics Corporation ("Borrower") promises to pay SouthTrust
Bank ("Lender"), or order, in lawful money of the United States of America, the
principal amount of One Hundred Fifty Thousand & 00/100 Dollars ($150,000.00),
or so much as may be outstanding, together with interest on the unpaid
outstanding principal balance of each advance. Interest shall be calculated from
the date of each advance until repayment of each advance.

PAYMENT. Borrower will pay this loan in one payment of all outstanding principal
plus all accrued unpaid interest on November 11, 2004. In addition, Borrower
will pay regular monthly payments of all accrued unpaid interest due as of each
payment date, beginning December 11, 2003, with all subsequent interest payments
to be due on the same day of each month after that. Unless otherwise agreed or
required by applicable law, payments will be applied first to any accrued unpaid
interest; then to principal; then to any unpaid collection costs; and then to
any late charges. The annual interest rate for this Note is computed on a
365/360 basis; that is, by applying the ratio of the annual interest rate over a
year of 360 days, multiplied by the outstanding principal balance, multiplied by
the actual number of days the principal balance is outstanding. Borrower will
pay Lender at Lender's address shown above or at such other place as Lender may
designate in writing.

VARIABLE INTEREST RATE. The interest rate on this Note is subject to change from
time to time based on changes in an index which is the "base rate". The term
"base rate" means the rate of interest designated by the Lender periodically as
its Base Rate (the "Index"). The Index is not necessarily the lowest rate
charged by Lender on its loans and is set by Lender in its sole discretion. If
the Index becomes unavailable during the term of this loan, Lender may designate
a substitute index after notifying Borrower. Lender will tell Borrower the
current Index rate upon Borrower's request. The interest rate change will not
occur more often than each day. The frequency of the rate change is further
defined below in paragraph titled "VARIABLE RATE CHANGE FREQUENCY". Borrower
understands that Lender may make loans based on other rates as well. The Index
currently is 4.000% per annum. The interest rate to be applied to the unpaid
principal balance of this Note will be at a rate of 1.500 percentage points over
the Index, resulting in an initial rate of 5.500% per annum. NOTICE: Under no
circumstances will the interest rate on this Note be more than the maximum rate
allowed by applicable law.

PREPAYMENT. Borrower may pay without penalty all or a portion of the amount owed
earlier that it is due. Early payments will not, unless agreed to by Lender in
writing, relieve Borrower of Borrower's obligation to continue to make payments
of accrued unpaid interest. Rather, early payments will reduce the principal
balance due. Borrower agrees not to send Lender payments marked "paid in full",
"wthout recourse", or similar language. If Borrower sends such a payment, Lender
may accept it without losing any of Lender's rights under this Note, and
Borrower will remain obligated to pay any further amount owed to Lender. All
written communications concerning disputed amounts, including any check or other
payment instrument that indicates that the payment constitutes "payment in full"
of the amount owed or that is tendered with other conditions or limitations or
as full satisfaction of a disputed amount must be mailed or delivered to:
SouthTrust Bank, Commercial Loans Charlotte, Charlotte, NC.

LATE CHARGE. If a payment is 15 days or more late, Borrower will be charged
4.000% of the unpaid portion of the regularly scheduled payment or $10.00,
whichever is greater. This late charge shall be paid to Lender by Borrower to
compensate Lender for Lender's extra costs and expenses caused by the late
payment.

INTEREST AFTER DEFAULT. Upon Default, including failure to pay upon final
maturity, at Lender's option, and if permitted by applicable law, Lender may add
any unpaid accrued interest to principal and such sum will bear interest
therefrom until paid at the rate provided in this Note. Upon default, the total
sum due under this Note will bear interest from the date of acceleration or
maturity at the variable interest rate on this Note. The interest rate will not
exceed the maximum rate permitted by applicable law.

DEFAULT. Each of the following shall constitute an event of default ("Event of
Default") under this Note:

     Payment Default. Borrower fails to make any payment when due under this
     Note.

     Other Defaults. Borrower fails to comply with or to perform any other term,
     obligation, covenant or condition contained in this note or in any of the
     related documents or to comply with or to perform any term, obligation,
     covenant or condition contained in any other agreement between Lender and
     Borrower.

     Default in Favor of Third Parties. Borrower or any Grantor defaults under
     any loan, extension of credit, security agreement, purchase or sales
     agreement, or any other agreement, in favor of any other creditor or person
     that may materially affect any of Borrower's property or Borrower's ability
     to repay this Note or perform Borrower's obligations under this Note or any
     of the related documents.

     False Statements. Any warranty, representation or statement made or
     furnished to Lender by Borrower or on Borrower's behalf under this Note or
     the related documents is false or misleading in any material respect,
     either now or at the time made or furnished or becomes false or misleading
     at any time thereafter.

     Insolvency. The dissolution or termination of Borrower's existence as a
     going business, the insolvency of Borrower, the appointment of a receiver
     for any part of Borrower's property, any assignment for the benefit of
     creditors, any type of creditor workout, or the commencement of any
     proceeding under any bankruptcy or insolvency laws by or against Borrower.

     Creditor or Forfeiture Proceedings. Commencement of foreclosure or
     forfeiture proceedings, whether by judicial proceeding, self-help
     repossession or any other method, by any creditor or Borrower or by any
     governmental agency against any collateral securing the loan. This includes
     a garnishment of any of Borrower's accounts, including deposit accounts,
     with Lender. However, this Event of Default shall not apply if there is a
     good faith dispute by Borrower as to the validity or reasonableness of the
     claim which is the basis of the creditor or forfeiture proceeding and if
     Borrower gives Lender written notice of the creditor or forfeiture
     proceeding and deposits with Lender monies or a surety bond for the
     creditor or forfeiture proceeding, in an amount determined by Lender, in
     its sole discretion, as being an adequate reserve or bond for the dispute.

     Events Affecting Guarantor. Any of the preceding events occurs with respect
     to any guarantor, endorser, surety, or accommodation party of any of the
     indebtedness or any guarantor, endorser, surety or accommodation party dies
     or becomes incompetent, or revokes or disputes the validity of, or
     liability under, any guaranty of the indebtedness evidenced by this Note.
     In the event of a death, Lender, at its option, may, but shall not be
     required to, permit the guarantor's estate to assume unconditionally the
     obligations arising under the guaranty in a manner satisfactory to Lender,
     and in doing so, cure any Event or Default.

     Change in Ownership. Any change in ownership of twenty-five percent (25%)
     or more of the common stock of the Borrower.

     Adverse Change. A material adverse change occurs in Borrower's financial
     condition, or Lender believes the prospect of payment or performance of
     this Note is impaired.

     Insecurity. Lender in good faith believes itself insecure.

     Cure Provisions. If any default, other than a default in payment is curable
     and if Borrower has not been given a notice of a breach of the same
     provision of this Note within the preceding twelve (12) months, it may be
     cured (and no event of default will have occurred) if Borrower, after
     receiving written notice from Lender demanding cure of such default: (1)
     cures the default within fifteen (15) days; or (2) if the cure requires
     more than fifteen (15) days, immediately initiates steps which Lender deems
     in Lender's sole discretion to be sufficient to cure the default and
     thereafter continues and completes all reasonable and necessary steps
     sufficient to produce compliance as soon as reasonable practical.

LENDER'S RIGHTS. Upon default, Lender may declare the entire unpaid principal
balance on this Note and all accrued unpaid interest immediately due, and then
Borrower will pay that amount.
<PAGE>

                                 PROMISSORY NOTE
Loan No: 0000000026                (Continued)                           Page 2
================================================================================

ATTORNEY'S FEES; EXPENSES. Lender may hire or pay someone else to help collect
this Note if Borrower does not pay. Borrower will pay Lender that amount. This
includes, subject to any limits under applicable law, Lender's attorneys' fees
and Lender's legal expenses, whether or not there is a lawsuit, including
attorneys' fees, expenses for bankruptcy proceedings (including efforts to
modify or vacate any automatic stay or injunction), and appeals. If not
prohibited by applicable law, Borrower also will pay any court costs, in
addition to all other sums provided by law.

GOVERNING LAW. This Note will be governed by, construed and enforced in
accordance with federal law and the laws of the State of North Carolina. This
Note has been accepted by Lender in the State of North Carolina.

RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a
right of setoff in all Borrower's accounts with Lender (whether checking,
savings, or some other account). This includes all accounts Borrower may open in
the future. However, this does not include any IRA or Keogh accounts, or any
trust accounts for which setoff would be prohibited by law. Borrower authorizes
Lender, to the extent permitted by applicable law, to charge or setoff all sums
owing on the indebtedness against any and all such accounts, and, at Lender's
option, to administratively freeze all such accounts to allow Lender to protect
Lender's charge and setoff rights provided in this paragraph.

COLLATERAL. Borrower acknowledges this Note is secured by any and all Commercial
Security Agreements covering a Blanket Lien on all Business Assets of Debtor.

LINE OF CREDIT. This Note evidences a revolving line of credit. Advances under
this Note, as well as directions for payment from Borrower's accounts, may be
requested orally or in writing by Borrower or by an authorized person. Lender
may, but need not, require that all oral requests be confirmed in writing.
Borrower agrees to be liable for all sums either: (A) advanced in accordance
with the instructions of an authorized person or (B) credited to any of
Borrower's accounts with Lender. The unpaid principal balance owing on this Note
at any time may be evidenced by endorsements on this Note or by Lender's
internal records, including daily computer print-outs. Lender will have no
obligation to advance funds under this Note if: (A) Borrower or any guarantor is
in default under the terms of this Note or any agreement that Borrower or any
guarantor has with Lender, including any agreement made in connection with the
signing of this Note; (B) Borrower or any guarantor ceases doing business or is
insolvent; (C) any guarantor seeks, claims or otherwise attempts to limit,
modify or revoke such guarantor's guarantee of this Note or any other loan with
Lender; (D) Borrower has applied funds provided pursuant to this Note for
purposes other than those authorized by Lender; or (E) Lender in good faith
believes itself insecure.

FIANACIAL STATEMENTS. Until this loan is paid in full, Borrower will furnish to
Lender, as soon as available but in any event within 120 days after the end of
each fiscal year, Borrower's balance sheet and statements of income, cash flows
and changes in capital for the fiscal year just ended, setting forth in
comparative form the corresponding figures for the prior year, together with
accompanying schedules and footnotes. If the financial statements were compiled
or certified by a public accountant, Borrower will also furnish Lender the
accountant's letter accompanying the financial statements. Borrower will furnish
to Lender, as soon as available but in any event within 30 days after the end of
the first three quarters of Borrower's fiscal year, Borrower's balance sheet and
profit and loss statement for the quarter just ended. All financial reports
provided to Lender will be certified in writing by the chief executive officer,
chief financial officer, managing partner or comparable financial officer of
Borrower to be true and complete to the best of his or her knowledge and belief
and to have been prepared in accordance with generally accepted accounting
principles applied on a basis consistent with the financial statements
previously furnished to Lender or, if not so prepared, setting forth the manner
in which the financial statements depart therefrom. Borrower will furnish
Lender, within 30 days after Lender's request therefore, a copy of the federal
income tax return most recently filed by Borrower. Borrower will cause each
guarantor or endorser of this loan to furnish to Lender, within 30 days after
Lender's request therefore, a current financial statement of such guarantor or
endorser in form acceptable to Lender and a copy of the federal income tax
return most recently filed by such guarantor or endorser.

OBLIGATION TO DEVELOP BUSINESS PLAN. Before approving this loan, Lender required
Borrower to furnish Lender with financial statements and other information
concerning the financial history and future prospects of Borrower's business.
Lender requested and reviewed that information solely to enable it to make a
decision whether to extend credit. Borrower understands that Lender has not
necessarily approved Borrower's business plan and has not undertaken any duty or
obligation to advise Borrower on business matters now or in the future. Lender
is not a financial or business advisor, and Borrower will not look to Lender for
business advice. Lender's role is solely that of a Lender, and Borrower's
relationship with Lender is that of debtor and creditor. Lender expressly
disclaims any fiduciary or other duties or obligations to Borrower except those
expressly provided in the written loan documents signed by Lender.

NO ORAL AGREEMENTS. Lender's agreement to Lend, Borrower's obligation to repay
the loan, and all other agreements between Lender and Borrower have been reduced
to writing. This instrument and the other documents signed concurrently with it
contain the entire agreement between Lender and Borrower. Any prior
conversations and discussions that Lender or Borrower may have had concerning
the transaction are not binding unless reflected in the written loan documents.
Borrower acknowledges that the loan documents reflect everything the Lender has
agreed to do or not to do in connection with this transaction.

COMMERCIAL PURPOSES. Borrower intends to use the loan proceeds solely for
business or commercial related purposes and under no circumstances will such
proceeds be used for personal, family or household purposes.

ANNUAL THIRTY (30) DAY "CLEAN-UP". A condition of this loan is that draws and
balances are subject to a thirty (30) day annual "clean-up" wherein the entire
outstanding balance must be paid in full and result in a zero balance for at
least a consecutive thirty (30) day period during the term of the loan.

VARIABLE RATE FREQUENCY. The interest rate change will occur each day the Index
Rate changes. This change will not occur more often than once each day.

FAILURE OR REFUSAL TO FURNISH FINANCIAL INFORMATION. If any Borrower or
Guarantor or Endorser fails or refuses to furnish financial information to the
Lender under the terms of this Note or any other Agreement with the Lender which
requires the furnishing of financial information, the Lender, without waiving
its right to treat such failure or refusal as a default under this Note, may
give written notice to Borrower that the Lender has not received the required
financial information and that the Lender intends to increase the interest rate
under this Note if the required information is not received within thirty (30)
days after the date of the notice. If the required information is not received
by the Lender within thirty (30) after the date of the notice, at the Lender's
option, the rate of interest payable under this Note will increase by one
percent (1%) per annum. At the Lender's option, the rate of interest payable
under this Note will increase by an additional one percent (1%) per annum each
thirty (30) days until the required financial information is received by the
Lender, subject to a maximum increase of four percent (4%) per annum under the
provisions of this paragraph. Any such increase(s) in the rate of interest will
remain in effect until thirty (30) days after the required information is
received by the Lender.

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and
upon Borrower's heirs, personal representatives, successors and assigns, and
shall inure to the benefit of Lender and its successors and assigns.

NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES.
Please notify us if we report any inaccurate information about your account(s)
to a consumer reporting agency. Your written notice describing the specific
inaccuracy(ies) should be sent to us at the following address: SouthTrust Bank,
Commercial Loans - Charlotte, Charlotte, NC.

GENERAL PROVISIONS. Lender may delay or forgo enforcing any of its rights or
remedies under this Note without losing them. Borrower and any other person who
signs, guarantees or endorses this Note, to the extent allowed by law, waive
presentment, demand for payment, and notice of dishonor. Upon any change in the
terms of this Note, and unless otherwise expressly stated in writing, no party
who signs this Note, whether as maker, guarantor, accommodation maker or
endorser, shall be released from liability. All such parties agree that Lender
may renew or extend (repeatedly and for any length of time) this loan or release
any party or guarantor or collateral; or impair, fail to realize upon or perfect
Lender's security interest in the collateral; and take any other action deemed
necessary by Lender without the consent of or notice to anyone. All such parties
also agree that Lender may modify this loan without the consent of or notice to
anyone other than the party with whom the modification is made. The obligations
under this Note are joint and several.
<PAGE>

                                 PROMISSORY NOTE
Loan No: 0000000026                (Continued)                        Page 3
================================================================================



PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UDNERSTOOD ALL THE PROVISIONS OF
THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO
THE TERMS OF THE NOTE.

BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE.

BORROWER:



TRANSBOTICS CORPORATION


By:      /s/ Claude Imbleau
         --------------------------------------------------------

         Claude Imbleau
         President, CEO & CFO of Transbotics Corporation


<PAGE>

                CORPORATE RESOLUTION TO BORROW / GRANT COLLATERAL

<TABLE>
<CAPTION>

---------------- --------------- ---------------- --------------- --------------- --------------- --------------- ----------------
<S>               <C>                <C>             <C>              <C>            <C>            <C>             <C>
Principal         Loan Date         Maturity         Loan No          Call/Coll       Account        Officer        Initials
 $150,000         11-13-2003        11-11-2004       0000000026       0001/810       1000501525        N8U
---------------- --------------- ---------------- --------------- --------------  --------------- --------------  ----------------
References in the shaded area are for Lender's use only and do not limit the
applicability of this document to any particular loan or item. Any item above
containing "***" has been omitted due to text length limitations.
------------------------------------------------------------------------------------------------------------------------------------

Borrower:          Transbotics Corporation (TIN: 56-1460497)          Lender:         SouthTrust Bank
                   3400 Latrobe Drive                                                 Commercial Loans - Charlotte
                   Charlotte, NC  28211                                               Charlotte, NC

================== ================================================== =============== ==============================================

</TABLE>

WE THE UNDERSIGNED, DO HEREBY CERTIFY THAT:

THE CORPORATION'S EXISTENCE. The complete and correct name of the corporation is
Transbotics Corporation ("Corporation"). The Corporation is a corporation for
profit which is, and at all times shall be, duly organized, validly existing,
and in good standing under and by virtue of the laws of the State of Delaware.
The Corporation is duly authorized to transact business in the State of North
Carolina and all other states in which the Corporation is doing business, having
obtained all necessary filings, governmental licenses and approvals for each
state in which the Corporation is doing business. Specifically, the Corporation
is, and at all times shall be, duly qualified as a foreign corporation in all
states in which the failure to so qualify would have a material adverse effect
in its business or financial condition. The Corporation has the full power and
authority to own its properties and to transact the business in which it is
presently engaged or presently proposes to engage. The Corporation maintains an
office at 3400 Latrobe Drive, Charlotte, NC 28211. Unless the Corporation has
designated otherwise in writing, the principal office is the office at which the
Corporation keeps its books and records. The Corporation will notify Lender
prior to any change in the location of the Corporation's state of organization
or any change in the Corporation's name. The Corporation shall do all things
necessary to preserve and to keep in full force and effect its existence, rights
and privileges, and shall comply with all regulations, rules, ordinances,
statutes, orders and decrees of any governmental or quasi-governmental authority
or court applicable to the corporation and the Corporation's business
activities.

RESOLUTIONS ADOPTED. At a meeting of the Directors of the Corporation, or if the
Corporation is a close corporation having no Board of Directors then at a
meeting of the Corporation's shareholders, duly called and held on November 13,
2003, at which a quorum was present and voting, or by other duly authorized
action in lieu of a meeting, the resolutions set forth in this resolution were
adopted.

OFFICER.  The following named person is an officer of Transbotics Corporation:

 NAMES             TITLES                AUTHORIZED        ACTUAL SIGNATURES

 Claude Imbleau    President, CEO & CFO      Y           x   /s/ Claude Imbleau
                                                       -------------------------

ACTIONS AUTHORIZED. The authorized person listed above may enter into any
agreements of any nature with Lender, and those agreements will bind the
Corporation. Specifically, but without limitation, the authorized person is
authorized, empowered, and directed to do the following for and on behalf of the
Corporation:

     Borrow Money. To borrow, as a cosigner or otherwise, from time to time from
     Lender, on such terms as may be agreed upon between the Corporation and
     Lender, such sum or sums of money as in his or her judgment should be
     borrowed, without limitation.

     Execute Notes. To execute and deliver to Lender the promissory note or
     notes, or other evidence of the Corporation's credit accommodations, on
     Lender's forms, at such rates of interest and on such terms as may be
     agreed upon, evidencing the sums of money so borrowed or any of the
     Corporation's indebtedness to Lender, and also to execute and deliver to
     Lender one or more renewals, extensions, modifications, refinancings,
     consolidations, or substitutions for one or more of the notes, any portion
     of the notes, or any other evidence of credit accommodations.

     Grant Security. To mortgage, pledge, transfer, endorse, hypothecate, or
     otherwise encumber and deliver to Lender any property now or hereafter
     belonging to the Corporation or in which the Corporation now or hereafter
     may have an interest, including without limitation all of the Corporation's
     real property and all of the Corporation's personal property (tangible or
     intangible), as security for the payment of any loans or credit
     accommodations so obtained, any promissory notes so executed (including any
     amendments to or modifications, renewals, and extensions of such promissory
     notes), or any other or further indebtedness of the Corporation to Lender
     at any time owing, however the same may be evidenced. Such property may be
     mortgaged, pledged, transferred, endorsed, hypothecated or encumbered at
     the time such loans are obtained or such indebtedness is incurred, or at
     any other time or times, and may be either in addition to or in lieu of any
     property therefore mortgaged, pledged, transferred, endorsed, hypothecated
     or encumbered.

     Execute Security Documents. To execute and deliver to Lender the forms of
     mortgage, deed of trust, pledge agreement, hypothecation agreement, and
     other security agreements and financing statements which Lender may require
     and which shall evidence the terms and conditions under and pursuant to
     which such liens and encumbrances, or any of them, are given; and also to
     execute and deliver to Lender any other written instruments, any chattel
     paper, or any other collateral, of any kind or nature, which Lender may
     deem necessary or proper in connection with or pertaining to the giving of
     the liens and encumbrances.

     Negotiate Items. To draw, endorse, and discount with Lender all drafts,
     trade acceptances, promissory notes, or other evidences of indebtedness
     payable to or belonging to the Corporation or in which the Corporation may
     have an interest, and either to receive cash for the same or to cause such
     proceeds to be credited to the Corporation's account with Lender, or to
     cause such other disposition of the proceeds derived therefrom as he or she
     may deem advisable.

     Further Acts. In the case of lines of credit, to designate additional or
     alternate individuals as being authorized to request advances under such
     lines, and in all cases, to do and perform such other acts and things, to
     pay any and all fees and costs, and to execute and deliver such other
     documents and agreements as the officer may in his or her discretion deem
     reasonably necessary or proper in order to carry into effect the provisions
     of this Resolution.

ASSUMED BUSINESS NAMES. The Corporation has filed or recorded all documents or
filings required by law relating to all assumed business names used by the
Corporation. Excluding the name of the Corporation, the following is a complete
list of all assumed business names under which the Corporation does business.
None.

NOTICES TO LENDER. The Corporation will promptly notify Lender in writing at
Lender's address shown above (or such other addresses as Lender may designate
from time to time) prior to any (A) change in the Corporation's name; (B) change
in the Corporation's assumed business name(s); (C) change in the management of
the Corporation; (D) change in the authorized signer(s); (E) change in the
Corporation's principal office address; (F) change in the Corporation's state of
organization; (G) conversion of the Corporation to a new or different type of
business entity; or (H) change in any other aspect of the Corporation that
directly or indirectly relates to any agreements between the Corporation and
Lender. No change in the Corporation's name or state of organization will take
effect until after Lender has received notice.

CERTIFICATION CONCERNING OFFICERS AND RESOLUTIONS. The officer named above is
duly elected, appointed, or employed by or for the Corporation, as the case may
be, and occupies the position set opposite his or her respective name. This
resolution now stands of record on the books of the Corporation, is in full
force and effect, and has not been modified or revoked in any manner whatsoever.

CONTINUING VALIDITY. Any and all acts authorized pursuant to this Resolution and
performed prior to the passage of this Resolution are hereby ratified and
approved. This resolution shall be continuing, shall remain in full force and
effect and Lender may rely on it until written notice of its revocation shall
have been delivered to and received by Lender at Lender's address shown above
(or such addresses as Lender may designate from time to time). Any such notice
shall not affect any of the Corporation's agreements or commitments in effect at
the time notice is given.

IN TESTIMONY WHEREOF, We have hereunto set our hand, affixed the seal of the
Corporation and attest that the signature set opposite the name listed above is
his or her genuine signature.

We have read all the provisions of this Resolution, and we each personally and
on behalf of the Corporation certify that all statements and representations
made in this Resolution are true and correct. This Corporate Resolution to
Borrow / Grant Collateral is dated November 13, 2003.

THIS RESOLUTION IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS RESOLUTION IS
AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO
LAW.
<PAGE>

                CORPORATE RESOLUTION TO BORROW / GRANT COLLATERAL
================================================================================
Loan No: 0000000026                (Continued)                           Page 2

================================================================================



                              CERTIFIED AND ATTESTED BY:


     CORPORATE                By:    /s/ Claude Imbleau                   (Seal)
                               --------------------------------------------
        SEAL                   Authorized Signer for Transbotics Corporation







Note: If the officer signing this Resolution is designated by the foregoing
document as one of the officers authorized to act on the Corporation's behalf,
it is advisable to have this Resolution signed by at least one non-authorized
officer of the Corporation.
<PAGE>

                                           COMMERCIAL SECURITY AGREEMENT

<TABLE>
<CAPTION>

---------------- --------------- ---------------- --------------- --------------- --------------- --------------- ----------------
<S>               <C>                <C>             <C>              <C>            <C>            <C>             <C>
Principal         Loan Date         Maturity         Loan No          Call/Coll       Account        Officer        Initials
 $150,000         11-13-2003        11-11-2004       0000000026       0001/810       1000501525        N8U
---------------- --------------- ---------------- --------------- --------------  --------------- --------------  ----------------
References in the shaded area are for Lender's use only and do not limit the
applicability of this document to any particular loan or item. Any item above
containing "***" has been omitted due to text length limitations.
------------------------------------------------------------------------------------------------------------------------------------

Borrower:          Transbotics Corporation (TIN: 56-1460497)          Lender:         SouthTrust Bank
                   3400 Latrobe Drive                                                 Commercial Loans - Charlotte
                   Charlotte, NC  28211                                               Charlotte, NC

================== ================================================== =============== ==============================================

</TABLE>

THIS COMMERCIAL SECURITY AGREEMENT dated November 13, 2003, is made and executed
between Transbotics Corporation ("Grantor") and SouthTrust Bank ("Lender").

GRANT OF SECURITY INTEREST. For valuable consideration, Grantor grants to Lender
a security interest in the Collateral to secure the Indebtedness and agrees that
Lender shall have the rights stated in this Agreement with respect to the
Collateral in addition to all other rights which Lender may have by law.

COLLATERAL DESCRIPTION. The word "Collateral" as used in this Agreement means
the following described property, whether now owned or hereafter acquired,
whether now existing or hereafter arising, and wherever located, in which
Grantor is giving to Lender a security interest for the payment of the
indebtedness and performance of all other obligations under the Note and this
Agreement:

     All inventory, equipment, accounts (including but not limited to all
     health-care-insurance receivables), chattel paper, instruments (including
     but not limited to all promissory notes), letter-of-credit rights, letters
     of credit, documents, deposit accounts, investment property, money, other
     rights to payment and performance, and general intangibles (including but
     not limited to all software and all payment intangibles); all attachments,
     accessions, fittings, increases, tools, parts, repairs, supplies, and
     commingled goods relating to the foregoing property, and all additions,
     replacements of and substitutions for all or any part of the foregoing
     property; all insurance refunds relating to the foregoing property; all
     good will relating to the foregoing property; all records and data and
     embedded software relating to the foregoing property, and all equipment,
     inventory and software to utilize, create, maintain and process any such
     records and data on electronic media; and all supporting obligations
     relating to the foregoing property; all whether now existing or hereafter
     arising, whether now owned or hereafter acquired or whether now or
     hereafter subject to any rights in the foregoing property; and all products
     and proceeds (including but not limited to all insurance payments) of or
     relating to the foregoing property.

     In addition, the word "Collateral" also includes all the following, whether
     now owned or hereafter acquired, whether now existing or hereafter arising,
     and wherever located:

(A)  All accessions, attachments, accessories, tools, parts, supplies,
     replacements of and additions to any of the collateral described herein,
     whether added now or later.

(B)  All products and produce of any of the property described in this
     Collateral section.

(C)  All accounts, general intangibles, instruments, rents, monies, payments,
     and all other rights, arising out of a sale, lease, consignment or other
     disposition of any of the property described in this Collateral section.

(D)  All proceeds (including insurance proceeds) from the sale, destruction,
     loss, or other disposition of any of the property described in this
     Collateral section, and sums due from a third party who has damaged or
     destroyed the Collateral or from that party's insurer, whether due to
     judgment, settlement, or other process.

(E)  All records and data relating to any of the property described in this
     Collateral section, whether in the form of a writing, photograph,
     microfilm, microfiche, or electronic media, together with all of Grantor's
     right, title, and interest in and to all computer software required to
     utilize, create, maintain, and process any such records or data on
     electronic media.

Despite of any other provision of this Agreement, Lender is not granted, and
will not have, a nonpurchase money security interest in household goods, to the
extent such a security interest would be prohibited by applicable law. In
addition, if because of the type of any property, Lender is required to give a
notice of the right to cancel under Truth in Lending for the Indebtedness, the
Lender will not have a security interest in such collateral unless and until
such a notice is given.

RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a
right of setoff in all Grantor's accounts with Lender (whether checking,
savings, or some other account). This includes all accounts Grantor may open in
the future. However, this does not include any IRA or Keogh accounts, or any
trust accounts for which setoff would be prohibited by law. Grantor authorizes
Lender, to the extent permitted by applicable law, to charge or setoff all sums
owing on the Indebtedness against any and all such accounts, and, at Lender's
option, to administratively freeze all such accounts to allow Lender to protect
Lender's charge and setoff rights provided in this paragraph.

GRANTOR'S REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE COLLATERAL. With
respect to the Collateral, Grantor represents and promises to Lender that:

     Perfection of Security Interest. Grantor agrees to execute financing
     statements and to take whatever actions are requested by Lender to perfect
     and continue Lender's security interest in the Collateral. Upon request of
     Lender, Grantor will deliver to Lender any and all of the documents
     evidencing or constituting the Collateral, and Grantor will note Lender's
     interest upon any and all chattel paper if not delivered to Lender for
     possession by Lender. This is a continuing Security Agreement and will
     continue in effect even through all or any part of the Indebtedness is paid
     in full and even though for a period of time Grantor may not be indebted to
     Lender.

     Notices to Lender. Grantor will promptly notify Lender in writing at
     Lender's address shown above (or such other addresses as Lender may
     designate from time to time) prior to any (1) change in Grantor's name; (2)
     change in Grantor's assumed business name(s); (3) change in the management
     of the Corporation Grantor; (4) change in the authorized signer(s); (5)
     change in Grantor's principal office address; (6) change in Grantor's state
     of organization; (7) conversion of Grantor to a new or different type of
     business entity; or (8) change in any other aspect of Grantor that directly
     or indirectly relates to any agreements between Grantor and Lender. No
     change in Grantor's name or state of organization will take effect until
     after Lender has received notice.

     No Violation. The execution and delivery of this Agreement will not violate
     any law or agreement governing Grantor or to which Grantor is a party, and
     its certificate or articles of incorporation ad bylaws do not prohibit any
     term or condition of this Agreement.

     Enforceability of Collateral. To the extent the Collateral consists of
     accounts, chattel paper, or general intangibles, as defined by the Uniform
     Commercial Code, the collateral is enforceable in accordance with its
     terms, is genuine, and fully complies with all applicable laws and
     regulations concerning form, content and manner of preparation and
     execution, and all persons appearing to be obligated on the Collateral have
     authority and capacity to contract and are in fact obligated as they appear
     to be on the Collateral. At the time any Account becomes subject to a
     security interest in favor of Lender, The Account shall be a good and valid
     account representing an undisputed, bona fide indebtedness incurred by the
     account debtor, for merchandise held subject to delivery instructions or
     previously shipped or delivered pursuant to a contract of sale, or for
     services previously performed by Grantor with or for the account debtor. So
     long as this Agreement remains in effect, Grantor shall not, without
     Lender's prior written consent, compromise, settle, adjust, or extend
     payment under or with regard to any such Accounts. There shall be no
     setoffs or counterclaims against any of the Collateral, and no agreement
     shall have been made under which any deductions or discounts may be claimed
     concerning the Collateral except those disclosed to Lender in writing.

     Location of the Collateral. Except in the ordinary course of Grantor's
     business, Grantor agrees to keep the Collateral (or to the extent the
     Collateral consists of intangible property such as accounts or general
     intangibles, the records concerning the Collateral) at Grantor's address
     shown above or at such other locations as are acceptable to Lender. Upon
     Lender's request, Grantor will deliver to Lender in form satisfactory to
     Lender a schedule of real properties and Collateral locations relating to
     Grantor's operations, including without limitation the following: (1) all
     real property Grantor owns or is purchasing; (2) all real property Grantor
     is renting or leasing; (3) all storage facilities Grantor owns, rents,
     leases, or uses; and (4) all other properties where Collateral is or may be
     located.

<PAGE>

                          COMMERCIAL SECURITY AGREEMENT
================================================================================
Loan No: 0000000026                (Continued)                          Page 2
================================================================================

     Removal of the Collateral. Except in the ordinary course of Grantor's
     business, including the sales of inventory, Grantor shall not remove the
     Collateral from its existing location without Lender's prior written
     consent. To the extent that the Collateral consists of vehicles, or other
     titled property, Grantor shall not take or permit any action which would
     require application for certificates of title for the vehicles outside the
     State of North Carolina, without Lender's prior written consent. Grantor
     shall, whenever requested, advise Lender of the exact location of the
     Collateral.

     Transactions. Except for inventory sold or accounts collected in the
     ordinary course of Grantor's business, or as otherwise provided for in this
     Agreement, Grantor shall not sell, offer to sell, or otherwise transfer or
     dispose of the Collateral. While Grantor is not in default under this
     Agreement, Grantor may sell inventory, but only in the ordinary course of
     its business and only to buyers who qualify as a buyer in the ordinary
     course of business. A sale in the ordinary course of Grantor's business
     does not include a transfer in partial or total satisfaction of a debt or
     any bulk sale. Grantor shall not pledge, mortgage, encumber or otherwise
     permit the Collateral to be subject to any lien, security interest,
     encumbrance, or charge, other than the security interest provided for in
     this Agreement, without the prior written consent of Lender. This includes
     security interests even if junior in right to the security interests
     granted under this Agreement. Unless waived by Lender, all proceeds from
     any disposition of the Collateral (for whatever reason) shall be held in
     trust for Lender and shall not be commingled with any other funds; provided
     however, this requirement shall not constitute consent by Lender to any
     sale or other disposition. Upon receipt, Grantor shall immediately deliver
     any such proceeds to Lender.

     Title. Grantor represents and warrants to Lender that Grantor holds good
     and marketable title to the Collateral, free and clear of all liens and
     encumbrances except for the lien of this Agreement. No financing statement
     covering any of the Collateral is on file in any public office other than
     those which reflect the security interest created by this Agreement or to
     which Lender has specifically consented. Grantor shall defend Lender's
     rights in the Collateral against the claims and demands of all other
     persons.

     Repairs and Maintenance. Grantor agrees to keep and maintain, and to cause
     others to keep and maintain, the Collateral in good order, repair and
     condition at all times while this Agreement remains in effect. Grantor
     further agrees to pay when due all claims for work done on, or services
     rendered or material furnished in connection with the Collateral so that no
     lien or encumbrance may ever attach to or be filed against the Collateral.

     Inspection of Collateral. Lender and Lender's designated representatives
     and agents shall have the right at all reasonable times to examine and
     inspect the Collateral wherever located.

     Taxes, Assessments and Liens. Grantor will pay when due all taxes,
     assessments and liens upon the Collateral, its use or operation, upon this
     Agreement, upon any promissory note or notes evidencing the Indebtedness,
     or upon any of the other Related Documents. Grantor may withhold any such
     payment or may elect to contest any lien if Grantor is in good faith
     conducting an appropriate proceeding to contest the obligation to pay and
     so long as Lender's interest in the Collateral is not jeopardized in
     Lender's sole opinion. If the Collateral is subjected to a lien which is
     not discharged within fifteen (15) days, Grantor shall deposit with Lender
     cash, a sufficient corporate surety bond or other security satisfactory to
     Lender in an amount adequate to provide for the discharge of the lien plus
     any interest, costs, attorneys' fees or other charges that could accrue as
     a result of foreclosure or sale of the Collateral. In any contest Grantor
     shall defend itself and Lender and shall satisfy any final adverse judgment
     before enforcement against the Collateral. Grantor shall name Lender as an
     additional obligee under any surety bond furnished in the contest
     proceedings. Grantor further agrees to furnish Lender with evidence that
     such taxes, assessments, and governmental and other charges have been paid
     in full and in a timely manner. Grantor may withhold any such payment or
     may elect to contest any lien if Grantor is in good faith conducting an
     appropriate proceeding to contest the obligation to pay and so long as
     Lender's interest in the Collateral is not jeopardized.

     Compliance with Governmental Requirements. Grantor shall comply promptly
     with all laws, ordinances, rules and regulations of all governmental
     authorities, now or hereafter in effect, applicable to the ownership,
     production, disposition, or use of the Collateral, including all laws or
     regulations relating to the undue erosion of highly-erodible land or
     relating to the conversion of wetlands for the production of an
     agricultural product or commodity. Grantor may contest in good faith any
     such law, ordinance or regulation and withhold compliance during any
     proceeding, including appropriate appeals, so long as Lender's interest in
     the Collateral, in Lender's opinion, is not jeopardized.

     Hazardous Substances. Grantor represents and warrants that the Collateral
     never has been, and never will be so long as this Agreement remains a lien
     on the Collateral, used in violation of any Environmental Laws or for the
     generation, manufacture, storage, transportation, treatment, disposal,
     release or threatened release of any Hazardous Substance. The
     representations and warranties contained herein are based on Grantor's due
     diligence in investigating the Collateral for Hazardous Substances. Grantor
     hereby (1) releases and waives any future claims against Lender for
     indemnity or contribution in the event Grantor becomes liable for cleanup
     or other costs under any Environmental Laws, and (2) agrees to indemnify
     and hold harmless Lender against any and all claims and losses resulting
     from a breach of this provision of this Agreement. This obligation to
     indemnify shall survive the payment of the indebtedness and the
     satisfaction of this Agreement.

     Maintenance of Casualty Insurance. Grantor shall procure and maintain all
     risks insurance, including without limitation fire, theft and liability
     coverage together with such other insurance as Lender may require with
     respect to the Collateral, in form, amounts, coverages and basis reasonably
     acceptable to Lender and issued by a company or companies reasonable
     acceptable to Lender. Grantor, upon request of Lender, will deliver to
     Lender from time to time the policies or certificates of insurance in form
     satisfactory to Lender, including stipulations that coverages will not be
     cancelled or diminished without at least ten (10) days' prior written
     notice to Lender and not including any disclaimer of the insurer's
     liability for failure to give such a notice. Each insurance policy also
     shall include an endorsement providing that coverage in favor of Lender
     will not be impaired in any way by any act, omission or default of Grantor
     or any other person. In connection with all policies covering assets in
     which Lender holds or is offered a security interest, Grantor will provide
     Lender with such loss payable or other endorsements as Lender may require.
     If Grantor at any time fails to obtain or maintain any insurance as
     required under this Agreement, Lender may (but shall not be obligated to)
     obtain such insurance as Lender deems appropriate, including if Lender so
     chooses "single interest insurance," which will cover only Lender's
     interest in the Collateral.

     Application of Insurance Proceeds. Grantor shall promptly notify Lender of
     any loss or damage to the Collateral. Lender may make proof of loss if
     Grantor fails to do so within fifteen (15) days of the casualty. All
     proceeds of any insurance on the Collateral, including accrued proceeds
     thereon, shall be held by Lender as part of the Collateral. If Lender
     consents to repair or replacement of the damaged or destroyed Collateral,
     Lender shall, upon satisfactory proof of expenditure, pay or reimburse
     Grantor from the proceeds for the reasonable cost of repair or restoration.
     If Lender does not consent to repair or replacement of the Collateral,
     Lender shall retain a sufficient amount of the proceeds to pay all of the
     indebtedness, and shall pay the balance to Grantor. Any proceeds which have
     not been disbursed within six (6) months after their receipt and which
     Grantor has not committed to the repair or restoration of the Collateral
     shall be used to prepay the Indebtedness.

     Insurance Reserves. Lender may require Grantor to maintain with Lender
     reserves for payment of insurance premiums, which reserves shall be created
     by monthly payments from Grantor of a sum estimated by Lender to be
     sufficient to produce, at least fifteen (15) days before the premium due
     date, amounts at least equal to the insurance premiums to be paid. If
     fifteen (15) days before payment is due, the reserve funds are
     insufficient, Grantor shall upon demand pay any deficiency to Lender. The
     reserve funds shall be held by Lender as a general deposit and shall
     constitute a non-interest-bearing account which Lender may satisfy by
     payment of the insurance premiums required to be paid by Grantor as they
     become due. Lender does not hold the reserve funds in trust for Grantor,
     and Lender is not the agent of Grantor for payment of the insurance
     premiums required to be paid by Grantor. The responsibility for the payment
     of premiums shall remain Grantor's sole responsibility.

     Insurance Reports. Grantor, upon request of Lender, shall furnish to Lender
     reports on each existing policy of insurance showing such information as
     Lender may reasonably request including the following: (1) the name of the
     insurer; (2) the risks insured; (3) the amount of the policy; (4) the
     property insured; (5) the then current value on the basis of which
     insurance has been obtained and the manner of determining that value; and
     (6) the expiration date of the policy. In addition, Grantor shall upon
     request by Lender (however not more often than annually) have an
     independent appraiser satisfactory to Lender determine, as applicable, the
     cash value or replacement cost of the Collateral.

     Financing Statements. Grantor authorizes Lender to file a UCC-1 financing
     statement, or alternatively, a copy of this Agreement to perfect Lender's
     security interest. At Lender's request, Grantor additionally agrees to sign
     all other documents that are necessary to perfect, protect, and continue
     Lender's security interest in the Property. Grantor will pay all filing
     fees, title transfer fees, and other fees and costs involved unless
     prohibited by law or unless Lender is required by law to pay such fees and
     costs. Grantor irrevocably appoints Lender to execute financing statements
     and documents of title in Grantor's name and to execute all documents
     necessary to transfer title if there is a default. Lender may file a copy
     of this Agreement as a financing statement. If Grantor changes Grantor's
     name or address, or the name or address of any person granting a security
     interest under this Agreement changes, Grantor will promptly notify the
     Lender of such change.
<PAGE>


                                COMMERCIAL SECURITY AGREEMENT
================================================================================
Loan No: 0000000026                   (Continued)                        Page 3
================================================================================

GRANTOR'S RIGHT TO POSSESSION AND TO COLLECT ACCOUNTS. Until default and except
otherwise provided below with respect to accounts, Grantor may have possession
of the tangible personal property and beneficial use of all the Collateral and
may use it in any lawful manner not inconsistent with this Agreement or the
Related Documents, provided that Grantor's right to possession and beneficial
use shall not apply to any Collateral where possession of the Collateral by
Lender is required by law to perfect Lender's security interest in such
Collateral. Until otherwise notified by Lender, Grantor may collect any of the
Collateral consisting of accounts. At any time and even through no Event of
Default exists, Lender may exercise its rights to collect the accounts and to
notify account debtors to make payments directly to Lender for application to
the Indebtedness. If Lender at any time has possession of any Collateral,
whether before or after an Event of Default, Lender shall be deemed to have
exercised reasonable care in the custody and preservation of the Collateral if
Lender takes such action for that purpose as Grantor shall request or as Lender,
in Lender's sole discretion, shall deem appropriate under the circumstances, but
failure to honor any request by Grantor shall not of itself be deemed to be a
failure to exercise reasonable care. Lender shall not be required to take any
steps necessary to preserve any rights in the Collateral against prior parties,
nor to protect, preserve or maintain any security interest given to secure the
Indebtedness.

LENDER'S EXPENDITURES. If any action or proceeding is commenced that would
materially affect Lender's interest in the Collateral or if Grantor fails to
comply with any provision of this Agreement or any Related Documents, including
but not limited to Grantor's failure to discharge or pay when due any amounts
Grantor is required to discharge or pay under this Agreement or any Related
Documents, Lender on Grantor's behalf may (but shall not be obligated to) take
any action that Lender deems appropriate, including but not limited to
discharging or paying all taxes, liens, security interests, encumbrances and
other claims, at any time levied or placed on the Collateral and paying all
costs for insuring, maintaining and preserving the Collateral. All such
expenditures incurred or paid by Lender for such purposes will then bear
interest at the rate charged under the Note from the date incurred or paid by
Lender to the date of repayment by Grantor. All such expenses will become a part
of the indebtedness and, at Lender's option, will (A) be payable on demand; (B)
be added to the balance of the Note and be apportioned among and be payable with
any installment payments to become due during either (1) the term of any
applicable insurance policy; or (2) the remaining term of the note; or (C) be
treated as a balloon payment which will be due and payable at the Note's
maturity. The Agreement also will secure payment of these amounts. Such right
shall be in addition to all other rights and remedies to which Lender may be
entitled upon Default.

DEFAULT. Each of the following shall constitute an Event of Default under this
Agreement:

     Payment Default. Grantor fails to make any payment when due under the
     Indebtedness.

     Other Defaults. Grantor fails to comply with or to perform any other term,
     obligation, covenant or condition contained in this Agreement or in any of
     the Related Documents or to comply with or to perform any term, obligation,
     covenant or condition contained in any other agreement between Lender and
     Grantor.

     Default in Favor of Third Parties. Should Borrower or any Grantor default
     under any loan, extension of credit, security agreement, purchase or sales
     agreement, or any other agreement, in favor of any other creditor or person
     that may materially affect any of Grantor's property or Grantor's or any
     Grantor's ability to repay the Indebtedness or perform their respective
     obligations under this Agreement or any of the Related Documents.

     False Statements. Any warranty, representation or statement made or
     furnished to Lender by Grantor or on Grantor's behalf under this Agreement
     or the Related Documents is false or misleading in any material respect,
     either now or at the time made or furnished or becomes false or misleading
     at any time thereafter.

     Defective Collateralization. This Agreement or any of the Related Documents
     ceases to be in full force and effect (including failure of any collateral
     document to create a valid and perfected security interest or lien) at any
     time and for any reason.

     Insolvency. The dissolution or termination of Grantor's existence as a
     going business, the insolvency of Grantor, the appointment of a receiver
     for any part of Grantor's property, any assignment for the benefit of
     creditors, any type of creditor workout, or the commencement of any
     proceeding under any bankruptcy or insolvency laws by or against Grantor.

     Creditor or Forfeiture Proceedings. Commencement of foreclosure or
     forfeiture proceedings, whether by judicial proceeding, self-help,
     repossession or any other method, by any creditor or Grantor or by any
     governmental agency against any collateral securing the Indebtedness. This
     includes a garnishment of any of Grantor's accounts, including deposit
     accounts, with Lender. However, this Event of Default shall not apply if
     there is a good faith dispute by Grantor as to the validity or
     reasonableness of the claim which is the basis of the creditor or
     forfeiture proceeding and if Grantor gives Lender written notice of the
     creditor or forfeiture proceeding and deposits with Lender monies or a
     surety bond for the creditor or forfeiture proceeding, in an amount
     determined by Lender, in its sole discretion, as being an adequate reserve
     or bond for the dispute.

     Events Affecting Guarantor. Any of the preceding events occurs with respect
     to guarantor, endorser, surety, or accommodation party of any of the
     Indebtedness or guarantor, endorser, surety, or accommodation party dies or
     becomes incompetent or revokes or disputes the validity of, or liability
     under, any Guaranty of the Indebtedness.

     Adverse Change. A material adverse change occurs in Grantor's financial
     condition, or Lender believes the prospect of payment or performance of the
     Indebtedness is impaired.

     Insecurity. Lender in good faith believes itself insecure.

     Cure Provisions. If any default, other than a default in payment is curable
     and if Grantor has not been given a notice of a breach of the same
     provision of this Agreement within the preceding twelve (12) months, it may
     be cured (and no event of default will have occurred) if Grantor, after
     receiving written notice from Lender demanding cure of such default: (1)
     cures the default within fifteen (15) days; or (2) if the cure requires
     more than fifteen (15) days, immediately initiates steps which Lender deems
     in Lender's sole discretion to be sufficient to cure the default and
     thereafter continues and completes all reasonable and necessary steps
     sufficient to produce compliance as soon as reasonably practical.

RIGHTS AND REMEDIES ON DEFAULT. If an event of default occurs under this
Agreement, at any time thereafter, Lender shall have all the rights of a secured
party under the North Carolina Uniform Commercial Code. In addition and without
limitation, Lender may exercise any one or more of the following rights and
remedies:

     Accelerate Indebtedness. Lender may declare the entire Indebtedness,
     including any prepayment penalty which Grantor would be required to pay,
     immediately due and payable, without notice of any kind to Grantor.

     Assemble Collateral. Lender may require Grantor to deliver to Lender all or
     any portion of the Collateral and any and all certificates of title and
     other documents relating to the Collateral. Lender may require Grantor to
     assemble the Collateral and make it available to Lender at a place to be
     designated by Lender. Lender also shall have full power to enter upon the
     property of Grantor to take possession of and remove the Collateral. If the
     Collateral contains other goods not covered by this Agreement at the time
     of repossession, Grantor agrees Lender may take such other goods, provided
     that Lender makes reasonable efforts to return them to Grantor after
     repossession.

     Sell the Collateral. Lender shall have full power to sell, lease, transfer,
     or otherwise deal with the Collateral or proceeds thereof in Lender's own
     name or that of Grantor. Lender may sell the Collateral at public auction
     or private sale. Unless the Collateral threatens to decline speedily in
     value or is of a type customarily sold on a recognized market, Lender will
     give Grantor, and other persons as required by law, reasonable notice of
     the time and place of any public sale, or the time after which any private
     sale or any other disposition of the Collateral is to be made. However, no
     notice need be provided to any person who, after Event of Default occurs,
     enters into and authenticates an agreement waiving that person's right to
     notification of sale. The requirements of reasonable notice shall be met if
     such notice is given at least ten (10) days before the time of the sale or
     disposition. All expenses relating to the disposition of the Collateral,
     including without limitation the expenses of retaking, holding, insuring,
     preparing for sale and selling the Collateral, shall become a part of the
     Indebtedness secured by this Agreement and shall be payable in demand, with
     interest at the Note rate from date of expenditure until repaid.

     Appoint Receiver. Lender shall have the right to have a receiver appointed
     to take possession of all or any part of the Collateral, with the power to
     protect and preserve the Collateral, to operate the Collateral preceding
     foreclosure or sale, and to collect the Rents from the Collateral and apply
     the proceeds, over and above the cost of the receivership, against the
     indebtedness. The receiver may serve without bond if permitted by law.
     Lender's right to the appointment of a receiver shall exist whether or not
     the apparent value of the Collateral exceeds the Indebtedness by a
     substantial amount. Employment by Lender shall not disqualify a person from
     serving as a receiver.


                             COMMERCIAL SECURITY AGREEMENT
================================================================================
Loan No: 0000000026                    (Continued)                       Page 4
================================================================================

     Collect Revenues, Apply Accounts. Lender, either itself or through a
     receiver, may collect the payments, rents, income, and revenues from the
     Collateral. Lender may at any time in Lender's discretion transfer any
     Collateral into Lender's own name or that of Lender's nominee and receive
     the payments, rents, income and revenues therefrom and hold the same as
     security for the Indebtedness or apply it to payment of the Indebtedness in
     such order of preference as Lender may determine. Insofar as the Collateral
     consists of accounts, general intangibles, insurance policies, instruments,
     chattel paper, choses in action, or similar property, Lender may demand,
     collect, receipt for, settle, compromise, adjust, sue for, foreclose, or
     realize on the Collateral as Lender may determine, whether or not
     Indebtedness or Collateral is then due. For these purposes, Lender may, on
     behalf of and in the name of Grantor, receive, open and dispose of mail
     addressed to Grantor; change any address to which mail and payments are to
     be sent; and endorse notes, checks, drafts, money orders, documents of
     title, instruments, and items pertaining to payment, shipment, or storage
     of any Collateral. To facilitate collection, Lender may notify account
     debtors and obligors on any Collateral to make payments directly to Lender.

     Obtain Deficiency. If Lender chooses to sell any or all of the Collateral,
     Lender may obtain a judgment against Grantor for any deficiency remaining
     on the Indebtedness due to Lender after application of all amounts received
     from the exercise of the rights provided in this Agreement. Grantor shall
     be liable for a deficiency even if the transaction described in this
     subsection is a sell of accounts or chattel paper.

     Other Rights and Remedies. Lender shall have all the rights and remedies of
     a secured creditor under the provisions of the Uniform Commercial Code, as
     may be amended from time to time. In addition, Lender shall have and may
     exercise any or all other rights and remedies it may have available at law,
     in equity or otherwise.

     Election of Remedies. Except as may be prohibited by applicable law, all of
     Lender's rights and remedies, whether evidenced by this Agreement, the
     Related Documents, or by any other writing, shall be cumulative and may be
     exercised singularly or concurrently. Election by Lender to pursue any
     remedy shall not exclude pursuit of any other remedy, and an election to
     make expenditures or to take action to perform an obligation of Grantor
     under this Agreement, after Grantor's failure to perform, shall not affect
     Lender's right to declare a default and exercise its remedies.

MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of
this Agreement:

     Amendments. This Agreement, together with any Related Documents,
     constitutes the entire understanding and agreement of the parties as to the
     matters set forth in this Agreement. No alteration of or amendment to this
     Agreement shall be effective unless given in writing and signed by the
     party or parties sought to be charged or bound by the alteration or
     amendment.

     Attorneys' Fees; Expenses. Grantor agrees to pay upon demand all of
     Lender's costs and expenses, including Lender's attorneys' fees and
     Lender's legal expenses, incurred in connection with the enforcement of
     this agreement. Lender may hire or pay someone else to help enforce this
     Agreement, and Grantor shall pay the cost and expenses of such enforcement.
     Costs and expenses include Lender's attorneys' fees and legal expenses
     whether or not there is a lawsuit, including attorneys' fees and legal
     expenses for bankruptcy proceedings (including efforts to modify or vacate
     any automatic stay or injunction), appeals, and any anticipated
     post-judgment collection services. Grantor also shall pay all court costs
     and such additional fees as may be directed by the court.

     Caption Headings. Caption headings in this Agreement are for convenience
     purposes only and are not to be used to interpret or define the provisions
     of this Agreement.

     Governing Law. This Agreement will be governed by, construed and enforced
     in accordance with federal law and the laws of the State of North Carolina.
     This Agreement has been accepted by Lender in the State of North Carolina.

     No Waiver by Lender. Lender shall not be deemed to have waived any rights
     under this Agreement unless such waiver is given in writing and signed by
     Lender. No delay or omission on the part of Lender in exercising any right
     shall operate as a waiver of such right or any other right. A waiver by
     Lender of a provision of this Agreement shall not prejudice or constitute a
     waiver of Lender's right otherwise to demand strict compliance with that
     provision or any other provision of this Agreement. No prior waiver by
     Lender, nor any course of dealing between Lender and Grantor, shall
     constitute a waiver of any of Lender's rights or of any of Grantor's
     obligations as to any future transactions. Whenever the consent of Lender
     is required under this Agreement, the granting of such consent by Lender in
     any instance shall not constitute continuing consent to subsequent
     instances where such consent is required and in all cases such consent may
     be granted or withheld in the sole discretion of Lender.

     Notices. Any notice required to be given under this Agreement shall be
     given in writing, and shall be effective when actually delivered, when
     actually received by telefacsimilie (unless otherwise required by law),
     when deposited with a nationally recognized overnight courier, or, if
     mailed, when deposited in the United States mail, as first class, certified
     or registered mail postage prepaid, directed to the addresses shown near
     the beginning of this Agreement. Any party may change its address for
     notices under this Agreement by giving formal written notice to the other
     parties, specifying that the purpose of the notice is to change the party's
     address. For notice purposes, Grantor agrees to keep Lender informed at all
     times of Grantor's current address. Unless otherwise provided or required
     by law, if there is more than one Grantor, any notice given by Lender to
     any Grantor is deemed to be notice given to all Grantors.

     Power of Attorney. Grantor hereby appoints Lender as Grantor's irrevocable
     attorney-in-fact for the purpose of executing any documents necessary to
     perfect, amend, or to continue the security interest granted in this
     Agreement or to demand termination of filings of other secured parties.
     Lender may at any time, and without further authorization from Grantor,
     file a carbon, photographic or other reproduction of any financing
     statement or of this Agreement for use as a financing statement. Grantor
     will reimburse Lender for all expenses for the perfection and the
     continuation of the perfection of Lender's security interest in the
     Collateral.

     Severability. If a court of competent jurisdiction finds any provision of
     this Agreement to be illegal, invalid, or unenforceable as to any
     circumstance, that finding shall not make the offending provision illegal,
     invalid, or unenforceable as to any other circumstance. If feasible, the
     offending provision shall be considered modified so that it becomes legal,
     valid and enforceable. If the offending provision cannot be so modified, it
     shall be considered deleted from this Agreement. Unless otherwise required
     by law, the illegality, invalidity, or unenforceability of any provision of
     this Agreement shall not affect the legality, validity or enforceability of
     any other provision of this Agreement.

     Successors and Assigns. Subject to any limitations stated in this Agreement
     on transfer of Grantor's interest, this Agreement shall be binding upon and
     inure to the benefit of the parties, their successors and assigns. If
     ownership of the Collateral becomes vested in a person other than Grantor,
     Lender, without notice to Grantor, may deal with Grantor's successors with
     reference to this Agreement and the indebtedness by way of forbearance or
     extension without releasing Grantor from the obligations of this Agreement
     or liability under the Indebtedness.

     Survival of Representations and Warranties. All representations,
     warranties, and agreements made by Grantor in this Agreement shall survive
     the execution and delivery of this Agreement, shall be continuing in
     nature, and shall remain in full force and effect until such time as
     Grantor's Indebtedness shall be paid in full.

     Time is of the Essence. Time is of the essence in the performance of this
     Agreement.

DEFINITIONS. The following capitalized words and terms shall have the following
meanings when used in this Agreement. Unless specifically stated to the
contrary, all references to dollar amounts shall mean amounts in lawful money of
the United States of America. Words and terms used in the singular shall include
the plural, and the plural shall include the singular, as the context may
require. Words and terms not otherwise defined in this Agreement shall have the
meanings attributed to such terms in the Uniform Commercial Code:

     Account. The word "Account" means a trade account, account receivable,
     other receivable, or other right to payment for goods sold or services
     rendered owing to Grantor (or to a third party grantor acceptable to
     Lender).

     Agreement. The word "Agreement" means this Commercial Security Agreement,
     as this Commercial Security Agreement may be amended or modified from time
     to time, together with all exhibits and schedules attached to this
     Commercial Security Agreement from time to time.

     Borrower. The word "Borrower" means Transbotics Corporation and includes
     all co-signers and co-makers signing the Note.

     Collateral. The word "Collateral" means all of Grantor's right, title and
     interest in and to all the Collateral as described in the Collateral
     Description section of this Agreement.
<PAGE>


                            COMMERCIAL SECURITY AGREEMENT
================================================================================
Loan No: 0000000026                (Continued)                           Page 5
================================================================================

     Default. The word "Default" means the default set forth in this Agreement
     in the section titled "Default".

     Environmental Laws. The words "Environmental Laws" means any and all state,
     federal and local statutes, regulations and ordinances relating to the
     protection of human health or the environment, including without limitation
     the Comprehensive Environmental Response, Compensation, and Liability Act
     of 1980, as amended, 42 U.S.C. Section 9601, et seq. ("CERCLA"), the
     Superfund Amendments and Reauthorization Act of 1986, Pub. L. No. 99-499
     ("Sara"), the Hazardous Materials Transportation Act, 49 U.S.C. Section
     1801, et seq., the Resource Conservation and Recovery Act, 42 U.S.C.
     Section 6901, et seq., or other applicable state of federal laws, rules, or
     regulations adopted pursuant thereto .

     Event of Default. The words "Event of Default" mean any of the events of
     default set forth in this Agreement in the default section of this
     Agreement.

     Grantor. The word "Grantor" means Transbotics Corporation.

     Guaranty. The word "Guaranty" means the guaranty from guarantor, endorser,
     surety, or accommodation party to Lender, including without limitation a
     guaranty of all or part of the Note.

     Hazardous Substances. The words "Hazardous Substances" means materials
     that, because of their quantity, concentration or physical, chemical or
     infectious characteristics, may cause or pose a present or potential hazard
     to human health or the environment when improperly used, treated, stored,
     disposed of, generated, manufactured, transported or otherwise handled. The
     words "Hazardous Substances" are used in their very broadest sense and
     include without limitation any and all hazardous or toxic substances,
     materials or waste as defined by or listed under the Environmental Laws.
     The term "Hazardous Substances" also includes, without limitation,
     petroleum and petroleum by-products or any fraction thereof and asbestos.

     Indebtedness. The word "Indebtedness" means the indebtedness evidenced by
     the Note or Related Documents, including all principal and interest
     together with all other indebtedness and costs and expenses for which
     Grantor is responsible under this Agreement or under any of the Related
     Documents.

     Lender. The word "Lender" means SouthTrust Bank, its successors and
     assigns.

     Note. The word "Note" means the Note executed by Transbotics Corporation in
     the principal amount of $150,000.00 dated November 13, 2003, together with
     all renewals of, extensions of, modifications of, refinancings of,
     consolidations of, and substitutions for the note or credit agreement.

     Property. The word "Property" means all of Grantor's right, title and
     interest in and to all the Property as described in the "Collateral
     Description" section of this Agreement.

     Related Documents. The words "Related Documents" mean all promissory notes,
     credit agreements, loan agreements, environmental agreements, guaranties,
     security agreements, mortgages, deeds of trust, security deeds, collateral
     mortgages, and all other instruments, agreements and documents, whether now
     or hereafter existing, executed in connection with the Indebtedness.

     GRANTOR HAS READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS COMMERCIAL
     SECURITY AGREEMENT AND AGREES TO ITS TERMS. THIS AGREEMENT IS DATED
     NOVEMBER 13, 2003.

GRANTOR:



TRANSBOTICS CORPORATION


By:      /s/ Claude Imbleau
         --------------------------------------------------------

         Claude Imbleau
         President, CEO & CFO of Transbotics Corporation

<PAGE>

                     AGREEMENT TO PROVIDE INSURANCE

<TABLE>
<CAPTION>

---------------- --------------- ---------------- --------------- --------------- --------------- --------------- ----------------
<S>               <C>                <C>             <C>              <C>            <C>            <C>             <C>
Principal         Loan Date         Maturity         Loan No          Call/Coll       Account        Officer        Initials
 $150,000         11-13-2003        11-11-2004       0000000026       0001/810       1000501525        N8U
---------------- --------------- ---------------- --------------- --------------  --------------- --------------  ----------------
References in the shaded area are for Lender's use only and do not limit the
applicability of this document to any particular loan or item. Any item above
containing "***" has been omitted due to text length limitations.
------------------------------------------------------------------------------------------------------------------------------------

Borrower:          Transbotics Corporation (TIN: 56-1460497)          Lender:         SouthTrust Bank
                   3400 Latrobe Drive                                                 Commercial Loans - Charlotte
                   Charlotte, NC  28211                                               Charlotte, NC

================== ================================================== =============== ==============================================

</TABLE>

INSURANCE REQUIREMENTS. Grantor, Transbotics Corporation ("Grantor"),
understands that insurance coverage is required in connection with the extending
of a loan or the providing of other financial accommodations to Grantor by
Lender. These requirements are set forth in the security documents for the loan.
The following minimum insurance coverages must be provided on the following
described collateral (the "Collateral"):

    Collateral:   All Inventory and Equipment.
                  Type: All risks, including fire, theft and liability.
                  Amount: Full Insurable Value.
                  Basis: Replacement value.
                  Endorsements:  Lender loss payable  clause with  stipulation
                                 that coverage will not be cancelled
                                 or diminished without a minimum of 10 days
                                 prior written notice to Lender.
                  Latest Delivery Date: By the loan closing date.

INSURANCE COMPANY. Grantor may obtain insurance from any insurance company
Grantor may choose that is reasonably acceptable to Lender. Grantor understands
that credit may not be denied solely because insurance was not purchased through
Lender.

FAILURE TO PROVIDE INSURANCE. Grantor agrees to deliver to Lender, on the latest
delivery date stated above, proof of the required insurance as provided above,
with an effective date of November 13, 2003, or earlier. Grantor acknowledges
and agrees that if Grantor fails to provide any required insurance or fails to
continue such insurance in force, Lender may do so at Grantor's expense as
provided in the applicable security document. The cost of any such insurance, at
the option of Lender, shall be added to the indebtedness as provided in the
security document. GRANTOR ACKNOWLEDGES THAT IF LENDER SO PURCHASES ANY SUCH
INSURANCE, THE INSURANCE WILL PROVIDE LIMITED PROTECTION AGAINST PHYSICAL DAMAGE
TO THE COLLATERAL, UP TO AN AMOUNT EQUAL TO THE LESSER OF (1) THE UNPAID BALANCE
OF THE DEBT, EXCLUDING ANY UNEARNED FINANCE CHARGES, OR (2) THE VALUE OF THE
COLLATERAL; HOWEVER, GRANTOR'S EQUITY IN THE COLLATERAL MAY NOT BE INSURED. IN
ADDITION, THE INSURANCE MAY NOT PROVIDE ANY PUBLIC LIABILITY OR PROPERTY DAMAGE
INDEMNIFICATION AND MAY NOT MEET THE REQUIREMENTS OF ANY FINANCIAL
RESPONSIBILITY LAWS.

AUTHORIZATION. For purposes of insurance coverage on the Collateral, Grantor
authorizes Lender to provide to any person (including any insurance agent or
company) all information Lender deems appropriate, whether regarding the
Collateral, the loan or other financial accommodations, or both.

GRANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS AGREEMENT TO PROVIDE
INSURANCE AND AGREES TO ITS TERMS. THIS AGREEMENT IS DATED NOVEMBER 13, 2003.


GRANTOR:



TRANSBOTICS CORPORATION


By:      /s/ Claude Imbleau
         --------------------------------------------------------

         Claude Imbleau
         President, CEO & CFO of Transbotics Corporation

--------------------------------------------------------------------------------


                               FOR LENDER USE ONLY
                             INSURANCE VERIFICATION

DATE:       11/13/03                             PHONE:     (704) 227-3101
            ----------------                               -------------------

---------------------------------------------

AGENT'S NAME:         T. Arnold Edwards
                      ------------------------------------

AGENCY:        Edwards, Church & Muse, Inc.
               -------------------------------------------

INSURANCE COMPANY:           Chubb Insurance Group
                             -----------------------------

POLICY NUMBER:         3531-60-36
                       -----------------------------------

EFFECTIVE DATES:         12/01/02 - 12/01/03
                         ---------------------------------

COMMENTS:
                  --------------------------------------------------------------
<PAGE>

                       NOTICE OF INSURANCE REQUIREMENTS

<TABLE>
<CAPTION>

---------------- --------------- ---------------- --------------- --------------- --------------- --------------- ----------------
<S>               <C>                <C>             <C>              <C>            <C>            <C>             <C>
Principal         Loan Date         Maturity         Loan No          Call/Coll       Account        Officer        Initials
 $150,000         11-13-2003        11-11-2004       0000000026       0001/810       1000501525        N8U
---------------- --------------- ---------------- --------------- --------------  --------------- --------------  ----------------
References in the shaded area are for Lender's use only and do not limit the
applicability of this document to any particular loan or item. Any item above
containing "***" has been omitted due to text length limitations.
------------------------------------------------------------------------------------------------------------------------------------

Borrower:          Transbotics Corporation (TIN: 56-1460497)          Lender:         SouthTrust Bank
                   3400 Latrobe Drive                                                 Commercial Loans - Charlotte
                   Charlotte, NC  28211                                               Charlotte, NC

================== ================================================== =============== ==============================================

</TABLE>

               ------------------------
TO:            ATTN: Insurance Agent                 DATE:    November 13, 2003

               ------------------------


RE:      Policy Number(s):

Insurance Companies/Company:

Dear Insurance Agent:

Grantor, Transbotics Corporation ("Grantor") is obtaining a loan from SouthTrust
Bank. Please send appropriate evidence of insurance to SouthTrust Bank, together
with the requested endorsements, on the following property, which Grantor is
giving as security for the loan.

    Collateral:   All Inventory and Equipment.
                  Type: All risks, including fire, theft and liability.
                  Amount: Full Insurable Value.
                  Basis: Replacement value.
                  Endorsements:  Lender loss payable  clause with  stipulation
                                 that coverage will not be cancelled or
                                 diminished without a minimum of 10 days prior
                                 written notice to Lender.
                  Latest Delivery Date: By the loan closing date.

GRANTOR:



TRANSBOTICS CORPORATION


By:      /s/ Claude Imbleau
         --------------------------------------------------------

         Claude Imbleau
         President, CEO & CFO of Transbotics Corporation



RETURN TO:

               ---------------------------------------------------------

               Commercial Loans - Charlotte

               Charlotte, North Carolina

<PAGE>


                                                BOARDING DATA SHEET

<TABLE>
<CAPTION>

---------------- --------------- ---------------- --------------- --------------- --------------- --------------- ----------------
<S>               <C>                <C>             <C>              <C>            <C>            <C>             <C>
Principal         Loan Date         Maturity         Loan No          Call/Coll       Account        Officer        Initials
 $150,000         11-13-2003        11-11-2004       0000000026       0001/810       1000501525        N8U
---------------- --------------- ---------------- --------------- --------------  --------------- --------------  ----------------
References in the shaded area are for Lender's use only and do not limit the
applicability of this document to any particular loan or item. Any item above
containing "***" has been omitted due to text length limitations.
------------------------------------------------------------------------------------------------------------------------------------

Borrower:          Transbotics Corporation (TIN: 56-1460497)          Lender:         SouthTrust Bank
                   3400 Latrobe Drive                                                 Commercial Loans - Charlotte
                   Charlotte, NC  28211                                               Charlotte, NC

================== ================================================== =============== ==============================================
</TABLE>
<TABLE>
<CAPTION>

------------------------------------------------------------------------------------------------------------------------------------
CUSTOMER DATA SUMMARY
------------------------------------------------------------------------------------------------------------------------------------


<S>                                     <C>                <C>                        <C>                        <C>
Transbotics Corporation                 56-1460497         Corporation                 Borrower         Cust #: 1000501525
Street Address: 3400 Latrobe Drive      Charlotte          NC  28211                   County:          Phone: (704) 362-1115
Mailing Address:                                                                       County:          NAICS: 5031
Resolution:  New Resolution

Officer of Transbotics Corporation                                                                      Title: President

Claude Imbleau                                             Individual                  Officer          Cust #:
Street Address:                                                                        County:          Phone:
</TABLE>
<TABLE>
<CAPTION>

------------------------------------------------------------------------------------------------------------------------------------
TRANSACTION SUMMARY
------------------------------------------------------------------------------------------------------------------------------------

<S>                                  <C>
Transaction No.:  66834              Product Description:  Revolving LOC w/out checks
Product Category:  5                 Purpose:  Loan is not for Personal, Family, Household Purposes or Personal Investment Purposes.
Loan Policy:  Commercial             Specific Loan Purpose:  WORKING CAPITAL
</TABLE>
<TABLE>
<CAPTION>

------------------------------------------------------------------------------------------------------------------------------------
CLASSIFICATION DATA
------------------------------------------------------------------------------------------------------------------------------------

<S>                                                 <C>                                          <C>
Application No:                                   Branch:  4101 Commercial Loans - Charlotte     Employee Loan:  No
Application Date:                                 Dept:                                          Restricted Access:  No
Loan No:  0000000026                              Division:                                      Reg O Loan:  No
Loan Date:  11-13-03                              Region:                                        Comments:
Officer:  N8U                                     Loan Type:
Processor No:  JOE JUSSELY 770-249-6244           Loan Class:  New Loan
Collateral Code:  810                             Purpose Code:                                  Portfolio Code:
Charge Code:                                      Class Code:                                    Host System:
Call Code:  0001                                  Application Sys:  02                           Xpress Wk Pkg #:  000000055590483
Bus Bank Ref #:                                   User Code 4:                                   User Code 5:
User Code 6:                                      User Code 7:                                   User Code 8:
Automatic Payments:
</TABLE>
<TABLE>
<CAPTION>

------------------------------------------------------------------------------------------------------------------------------------
COLLATERAL SUMMARY
------------------------------------------------------------------------------------------------------------------------------------
<S>     <C>             <C>                                                             <C>         <C>     <C>        <C>
                                                                                                            Purchase   Collateral
Type     SubType        Description                                                      State       Value    Money      Code
UCC      Described      All inventory,  equipment, accounts (including but not limited   NC
                        to  all  health-care-insurance  receivables),  chattel  paper,
                        instruments  (including  but  not  limited  to all  promissory
                        notes),    letter-of-credit   rights,   letters   of   credit,
                        documents,  deposit  accounts,   investment  property,  money,
                        other   rights  to  payment  and   performance,   and  general
                        intangibles  (including  but not limited to all  software  and
                        all  payment   intangibles);   all  attachments,   accessions,
                        fittings,  increases,  tools, parts,  repairs,  supplies,  and
                        commingled goods relating to the foregoing  property,  and all
                        additions,  replacements of and  substitutions  for all or any
                        part  of  the  foregoing   property;   all  insurance  refunds
                        relating to the foregoing property;  all good will relating to
                        the  foregoing  property;  all records  and data and  embedded
                        software   relating  to  the  foregoing   property,   and  all
                        equipment,   inventory   and  software  to  utilize,   create,
                        maintain and process any such  records and data on  electronic
                        media;  and  all  supporting   obligations   relating  to  the
                        foregoing  property;  all  whether now  existing or  hereafter
                        arising,  whether now owned or  hereafter  acquired or whether
                        now or  hereafter  subject  to  any  rights  in the  foregoing
                        property;  and all products and  proceeds  (including  but not
                        limited  to all  insurance  payments)  of or  relating  to the
                        foregoing property.


Owner(s):

Transbotics Corporation                 56-1460497         Corporation                 Borrower         Cust #: 1000501525
Street Address: 3400 Latrobe Drive      Charlotte          NC  28211                   County:          Phone: (704) 362-1115
Mailing Address:                                                                       County:          NAICS: 5031
Resolution:  New Resolution

Officer of Transbotics Corporation                                                                      Title: President

Claude Imbleau                                             Individual                  Officer          Cust #:
Street Address:                                                                        County:          Phone:
</TABLE>

<PAGE>

                                    BOARDING DATA SHEET
Loan No: 0000000026                     (Continued)                      Page 2
================================================================================

--------------------------------------------------------------------------------
PAYMENT DATA
--------------------------------------------------------------------------------


                            REVOLVING LINE OF CREDIT
                                 (Variable Rate)

                                   Financed               In Cash
                                -------------------     -----------------
AMOUNT REQUESTED:                   $150,000.00
PREPAID FINANCE CHARGES:                   0.00
SECURITY INTEREST CHARGES:
      LIEN SEARCH FEE                                             111.00
      UCC FILING FEE                                               44.00
      COMMITMENT FEE - UP FRONT                                   937.50
                                ----------------        -----------------
NOTE AMOUNT:                        $150,000.00                $1,092.50
<TABLE>
<CAPTION>

PAYMENT CALCULATION:
<S>                   <C>             <C>
  No of Pymts           Amount        Due
        11            Interest        Monthly Interest Payments beginning
                                      12-11-2003
         1         $150,355.21        Final Principal and Accrued Interest
                                      Payment is due 11-11-2004
          Interest Method:                      365/360
          Disbursement Date:                    11-13-2003
          Due Date:                             11-11-2004
          Interest Reserve:                     $0.00
</TABLE>

INTEREST RATE SELECTION:

  Interest Rate:        5.500 @ 365/360 at 1.500  pts.  Over  "base  rate".  The
                        term "base rate means the rate of interest  designated
                        by the Lender  periodically as its Base Rate adjusted
                        each day. The  frequency of the rate change is further
                        defined below in paragraph titled "VARIABLE RATE
                        CHANGE FREQUENCY".

  Interest Rate is:     Not Rounded
  Current Index:        4.000



----- ------------ -------------------- ------------------- --------------------
          APR         FINANCE CHARGE      AMOUNT FINANCED     TOTAL OF PAYMENTS
 e      5.576%          $4,170.84          $150,000.00           $154,170.84
----- ------------ -------------------- ------------------- --------------------

                                                               e means estimate