Exhibit 10.23 Promissory Note


    PROMISSORY
      NOTE

    
      	
              Principal

              $1,070,000.00

            	
              Loan
                Date

              10-26-2006

            	
              Maturity

              10-31-2013

            	
              Loan
                No

              0000000083

            	
              Call
                / Coll

            	
              Account

              1050142641

            	
              Officer

               

            	
              Initials

            
	
              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:          AT&S
      Holdings, Inc.    Lender:
       BANK
      OF
      THE WEST 

                     American
      Trailer & Storage, Inc.      Kansas
      City BBC #21383

         3505
      Manchester Trafficway      740
      NW
      Blue Park Way

         Kansas
      City, MO 64129         Lee’s
      Summit, MO 64086 

     

     

    


    Principal
      Amount:
      $1,070,000.00                 Interest
      Rate:
      7.300%              Date
      of Note:
      October
      26, 2006

    


    PROMISE
      TO PAY. AT&S Holdings, Inc.; and American Trailer & Storage, Inc.
      (“Borrower”) jointly and severally promise to pay BANK OF THE WEST (“Lender”),
      or order, in lawful money of the United States of America, the principal amount
      of One Million Seventy Thousand & 00/100 Dollars ($1,070,000.00), together
      with the interest at the rate of 7.300% per annum on the unpaid principal
      balance from October 26, 2006 until paid in full.

     

    PAYMENT.
      Borrower will pay this loan in accordance with the following payment schedule:
      83 payments of $16,377.60 each payment and an irregular last payment estimated
      at $16,377.62 beginning November 30, 2006, and all subsequent payments are
      due
      on the last day of each month after that. Borrower’s final payment will be due
      on October 31, 2013, and will be for all principal and all accrued interest
      not
      yet paid. Payments include principal and interest. 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. 

    


    PREPAYMENT.
      Borrower may pay without penalty all or a portion of the amount owed earlier
      than it is due. Early payments will not, unless agreed to by Lender in writing,
      relieve Borrower or Borrower’s obligation to continue to make payments under the
      payment schedule. Rather, early payments will reduce the principal balance
      due
      and may result in Borrower’s making fewer payments. Borrower agrees not to send
      Lender payments marked “paid in full”, “without recourse”, or similar language.
      If Borrower sends in such a payment, Lender may accept it without losing any
      of
      Lender’s rights under the 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 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: BANK OF THE WEST, Kansas City BBC #21383, 740 NW Blue
      Park Way, Lee’s Summit, MO 64086.

    


    LATE
      CHARGE.
      If a
      payment is 15 days late, Borrower will be charged a
      5.000% of the unpaid portion of the regularly scheduled
      payment.

    


    INTEREST
      AFTER DEFAULT.
      Upon
      default, including failure to pay upon final maturity, Lender, at its option,
      may, if permitted under applicable law, increase the interest rate on this
      Note
      5.000 percentage points. 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 id false or
      misleading in any material respect, either now or at the time made or furnished
      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 the
      Borrower’s property, any assignment for the benefit of the 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 of
      Borrower or by any governmental agency against 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 of 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 the 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 of any of the
      indebtedness or any Guarantor dies or becomes incompetent, or revokes or
      disputes the validity of, liability under, any guaranty of the indebtedness
      evidenced by this Note. In the event of a death, Lender, at its options, 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 of
      Default.

    


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

    


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

    


    Insecurity.
      Lender
      in good faith believes itself is insecure.

    


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

    


    ATTORNEYS’
      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 attorney’s fees and Lender’s legal expenses whether or
      not there is a lawsuit, including attorney’s fees and 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 federal law and, to the extent not preempted
      by federal law, without regard to its conflict of laws provisions. This Note
      has
      been accepted by the Lender in the State of Missouri.

    


    CHOICE
      OF VENUE.
      If
      there is a lawsuit, Borrower agrees upon Lender’s request to submit to the
      jurisdiction of the courts of Jackson County, State of Missouri.

    


    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 holds jointly with someone else
      and all accounts Borrower may open in the future. However, this does not include
      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 Commercial Security Agreement dated
      October 1, 2003; Commercial Security Agreement dated November 12, 2003;
      Commercial Security Agreement dated September 18, 2003; Commercial Security
      Agreement dated January 30, 2004; Commercial Security Agreement dated February
      9
      2004; Commercial Security Agreement dated March 23, 2004; Commercial Security
      Agreement dated April 14, 2004; Commercial Security Agreement dated April 28,
      2004; Commercial Security Agreement dated May 12, 2004; Commercial Security
      Agreement dated June 15, 2004; Commercial Security Agreement dated November
      12,
      2004 and security agreements or other collateral documents between Borrower
      and
      Lender, previously existing or hereafter executed.

    


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

    


    GENERAL
      PROVISIONS.
      If any
      part of this Note cannot be enforced, this fact will not affect the rest of
      the
      Note. Lender may delay or forgo enforcing any of its rights under this Note
      without losing them. Each Borrower understands and agrees that, with or without
      notice to Borrower, Lender may with respect to any other Borrower (a) make
      one
      or more additional secured or unsecured loans or otherwise extend additional
      credit; (b) alter, compromise, renew, extend, accelerate, or otherwise change
      one or more times the time for payment or other tems of indebtedness, including
      increases or decreases of the rate of interest on the indebtedness; (c)
      exchange, enforce, waive, subordinate, fail or decide not to perfect, and
      release any security, with or without the substitution of new collateral; (d)
      apply such security and direct the order or manner of sale thereof, including
      without limitation, any non-judicial sale permitted by the terms of the
      controlling security agreements, as Lender in its discretion may determine
      (e)
      release substitute, agree not to sue, or deal with any one or more of the
      Borrower’s sureties, endorsers, or other guarantors on any other terms or any
      manner Lender may choose; and (f) determine how, when and what application
      of
      payments and credits shall be made on any other indebtedness owing by such
      other
      Borrower. Borrower and any other Borrower who signs, guarantees or endorses
      this
      Note, to the extent allowed y 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 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.

    


    ORAL
      AGREEMENTS OR COMMITMENTS TO LOAN MONEY, EXTEND CREDIT, OR TO FOREBEAR FROM
      ENFORCING REPAYMENT OF A DEBT INCLUDING PROMISES TO EXTEND OR RENEW SUCH DEBT
      ARE NOT ENOFRECABLE. TO PROTECT YOU (BORROWER(S) AND US (LENDER) FROM
      MISUNDERSTANDING OR DISAPPOINTMENT, ANY AGREEMENTS WE REACH COVERING SUCH
      MATTERS ARE CONTAINED IN THIS WRITING, WHICH IS THE COMPLETE AND EXCLUSIVE
      STATEMENT OF THE AGREEMENT BETWEEN US, EXCEPT AS WE MAY LATER AGREE IN WRITING
      TO MODIFY IT.

    


    JURY
      WAIVER.
      Lender
      and Borrower hereby waive the right to any jury trial in any action, proceeding,
      or counterclaim brought by either Lender or Borrower against the
      other.

    


    PRIOR
      TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS
      NOTE. BORROWER AGREES TO THE TERMS OF THE NOTE.

    


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

    


    BORROWER:

    


    AT&S
      HOLDINGS, INC.

    


    By:
      //s// 

    Richard
      G. Honan, Chairman of AT&S Holdings, Inc.

    


    By:
      //s// 

    Richard
      G. Honan, II, Chief Financial Officer of AT&S Holdings,
      Inc.

    


    


    


    AMERICAN
      TRAILER & STORAGE, INC.

    


    By:
      //s// 

    Richard
      G. Honan, Chairman of American Trailer & Storage, Inc.

    


    By:
      //s// 

    Richard
      G. Honan, II, Chief Financial Officer of American Trailer & Storage,
      Inc.