Re: AMENDED AND RESTATED FORBEARANCE AGREEMENT (the "Forbearance Agreement"), dated as of August 11, 2005, as amended as of August 25, 2005, September 1, 2005, September 8, 2005, September 15, 2005, September 29, 2005, October 6, 2005, October 12, 2005, October 19, 2005 and November 3, 2005 by and between CAPITAL TEMPFUNDS, a division of CAPITAL FACTORS LLC, ("Capital"), and STRATUS SERVICES GROUP, INC. ("Borrower")

Forbearance Agreement

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This Forbearance Agreement involves

Stratus Services Group, Inc. | Michael A. Maltzman, CFO | CAPITAL FACTORS LLC,

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Title: Re: AMENDED AND RESTATED FORBEARANCE AGREEMENT (the "Forbearance Agreement"), dated as of August 11, 2005, as amended as of August 25, 2005, September 1, 2005, September 8, 2005, September 15, 2005, September 29, 2005, October 6, 2005, October 12, 2005, October 19, 2005 and November 3, 2005 by and between CAPITAL TEMPFUNDS, a division of CAPITAL FACTORS LLC, ("Capital"), and STRATUS SERVICES GROUP, INC. ("Borrower")
Date: 11/18/2005
Industry: Business Services Sector: Services

Exhibit 10.58

CAPITAL TEMPFUNDS

a division of CAPITAL FACTORS LLC,

One Brixam Green, 15800 John J. Delaney Drive, Suite 300,

Charlotte, North Carolina 28277

November 17, 2005

Michael A. Maltzman, CFO

Stratus Services Group, Inc.

500 Craig Road

Suite 201

Manalapan, New Jersey 07726

Re:

AMENDED AND RESTATED FORBEARANCE AGREEMENT (the “Forbearance Agreement”), dated as of August 11, 2005, as amended as of August 25, 2005, September 1, 2005, September 8, 2005, September 15, 2005, September 29, 2005, October 6, 2005, October 12, 2005, October 19, 2005 and November 3, 2005 by and between CAPITAL TEMPFUNDS, a division of CAPITAL FACTORS LLC, (“Capital”), and STRATUS SERVICES GROUP, INC. (“Borrower”)

Dear Mr. Maltzman:

It is mutually agreed between the parties hereto that the Forbearance Agreement be further amended as follows (all capitalized terms not defined herein shall have the meaning given such term in the Forbearance Agreement):

(a)	Clause (a) of the first sentence Section 3 of the Forbearance Agreement, is hereby further amended to replace “November 18, 2005” with “November 23, 2005”; and

(b)	In consideration of the additional forbearance referred to herein, Borrower hereby authorizes Capital to charge Borrower’s loan account with an additional Forbearance Fee of $50,000 upon the execution of this letter agreement.

The Borrowe

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