EVIDENCE OF INDEBTEDNESS

This Evidence of Indebtedness (the “Note”) is made effective as of October 1, 2004 to evidence indebtedness of South Padre Island Development, L.P., a Delaware limited partnership (now South Padre Island Development, LLC, a Delaware limited liability company) (“Maker”) to Barton Theatre Company, an Oklahoma corporation (“Original Payee”) as of October 1, 2004.  On October 1, 2004, Maker became a wholly-owned subsidiary of Landmark Land Company, Inc., a Delaware corporation and on such date Maker assumed an obligation to Original Payee in the principal amount of Five Hundred Fifty-eight Thousand, Four Hundred Seventy-five and 32/100 Dollars ($558,475.32), together with accrued interest in the amount of One Hundred Forty-five Thousand, Four Hundred Seventeen and 80/100 Dollar ($145,417.80).  Maker fu