SECURITY AGREEMENT

          THIS AGREEMENT, made between the undersigned DEBTOR, Richard Aldebt⁵ (name of debtor), of 121 Small Street, Chicago, Illinios⁶ (address of debtor) and the undersigned CREDITOR, Last National Bank⁷ (name of creditor), of 293 Highway 5, Chicago, Illinois⁸ (address of creditor), is entered in conjunction with the following:
          1. PROPERTY: The property the undersigned DEBTOR is providing as collateral to the CREDITOR is described as follows:

Accounts receivable and entire inventory for debtor's tire sales and service company⁹.

          2. INDEBTEDNESS: The above-noted collateral is offered as security as a result of the debt incurred by the DEBTOR to the CREDITOR, which is described as follows:

Line of credit to acquire inventory for tire sales business. The full expected costs of $100,000¹⁰.

          3. PURPOSE: The reason for this security interest in the above-described property as collateral is to:

To continue operations of existing tire store¹¹.

          4. DEFAULT¹²: In the event of default in failure to pay by the DEBTOR to the CREDITOR the amounts due and owing to the CREDITOR pursuant to an agreement evidencing any obligations to the CREDITOR, the CREDITOR shall declare the obligations immediately due and payable. The CREDITOR shall have all remedies according to a secured party under the Uniform Commercial Code of Illinois¹³.

          5. FILING¹⁴: The CREDITOR (secured party), at his/her option, may file this security agreement with the Secretary of State or the appropriate County Recorder or both.

          6. ADDITIONAL PROVISIONS¹⁵:

          On this 1st day of May, yr1996²⁰, the persons identified above, Richard Aldebt and David Vaderbelt, III, agent²¹ (list parties), signed before me, a Notary Public, their signatures when they personally appeared to declare the above voluntary act and deed.