AMENDED AND RESTATED FACILITY B LOAN NOTE

FOR VALUE RECEIVED, ISI SECURITY GROUP, INC. , a Delaware corporation, (f/k/a ISI DETENTION CONTRACTING GROUP, INC.)    (the “ Borrower ”), whose address is 12903 Delivery Drive, San Antonio, Texas 78247, promises to pay to the order of THE PRIVATEBANK AND TRUST COMPANY , an Illinois banking corporation (hereinafter, together with any holder hereof, the “ Bank ”), whose address is 70 W. Madison, 2 ^nd  floor, Chicago, Illinois 60602, on or before October 3, 2011 (the “ Facility B Loan Scheduled Maturity Date ”), the lesser of (i) one million on hundred thousand and 00/100 dollars ($1,100,000.00), or (ii) the aggregate principal amount of the Facility B Loan outstanding under and pursuant to that certain Loan and Security Agreement dated as of October 3, 2008, as amended, executed by and between the Borrower and the Bank, as amended from time to time (as amended, supplemented or modified from time to time, the “ Loan Agreement ”), and made available by the Bank to the Borrower at the maturity or maturities and in the amount or amounts stated on the records of the Bank, together with interest (computed on the actual number of days elapsed on the basis of a 360 day year) on the aggregate principal amount of the Facility B Loan outstanding from time to time as provided in the Loan Agreement. Capitalized words and phrases not otherwise defined herein shall have the meanings assigned thereto in the Loan Agreement.

This Facility B Loan Note evidences the Facility B Loan , Letters of Credit and other indebtedness incurred by the Borrower under and pursuant to the Loan Agreement, to which reference is hereby made for a statement of the terms and conditions under which the Facility B Loan Scheduled Maturity Date or any