<DOCUMENT>
<TYPE>EX-10.53A
<SEQUENCE>27
<FILENAME>p67178exv10w53a.txt
<DESCRIPTION>EX-10.53A
<TEXT>
<PAGE>
                                                              EXHIBIT 10.53A

                  AMENDMENT AND ADDENDUM TO PROMISSORY NOTE

      FOR VALUE RECEIVED, the undersigned, SAC Holding Corporation, a Nevada
corporation ("Maker"), hereby amends that certain Promissory Note (the
"Note") dated as of May 7, 1999  in the original principal amount of
$50,000,000 payable to the order of  Nationwide Commercial Co. ("Payee"), as
follows.  Capitalized words used herein and not otherwise defined herein have
the meaning ascribed to such words in the Note.

      Section 2(a) of the Note is hereby amended to provide that effective as
of April 1, 2002,  Basic Interest (which, for clarity, includes Pay Rate
Interest and Deferred Interest) is payable on a monthly basis, in arrears, on
the first business day of each month throughout the term of the Note.

      In addition, Section 2(e) of the Note is hereby amended to provide that
effective as of April 1, 2002, Cash Flow Contingent Interest is payable on a
monthly basis, in arrears, on the first business day of the month throughout
the term of the Note.

      The Note remains in full force and effect and is not amended in any
respect, except as expressly provided herein.

      IN WITNESS WHEREOF, the undersigned executes this Amendment and
Addendum to Promissory Note as of  April 16, 2002.

                                    SAC Holding Corporation


                                    By: ____________________________
                                          Bruce Brockhagen, Secretary


      Payee hereby agrees and consents to the above-described amendment to
the Note this 16th  day of April, 2002.

                                    Nationwide Commercial Co.


                                    By: ____________________________
                                          Gary B. Horton, Secretary


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