<SUBMISSION>
<ACCESSION-NUMBER>0001214782-06-000064
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>5
<PERIOD>20060412
<ITEMS>2.03
<ITEMS>9.01
<FILING-DATE>20060418
<DATE-OF-FILING-DATE-CHANGE>20060418
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>CYTATION CORP
<CIK>0000095047
<ASSIGNED-SIC>2451
<IRS-NUMBER>160961436
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>8-K
<ACT>34
<FILE-NUMBER>000-05388
<FILM-NUMBER>06764544
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>4902 EISENHOWER BLVD.
<STREET2>SUITE 185
<CITY>TAMPA
<STATE>FL
<ZIP>33634
<PHONE>813-885-5998
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>4902 EISENHOWER BLVD.
<STREET2>SUITE 185
<CITY>TAMPA
<STATE>FL
<ZIP>33634
</MAIL-ADDRESS>
<FORMER-COMPANY>
<FORMER-CONFORMED-NAME>COLLEGELINK COM INCORP
<DATE-CHANGED>19991122
</FORMER-COMPANY>
<FORMER-COMPANY>
<FORMER-CONFORMED-NAME>CYTATION COM INC
<DATE-CHANGED>19990318
</FORMER-COMPANY>
<FORMER-COMPANY>
<FORMER-CONFORMED-NAME>STYLEX HOMES INC
<DATE-CHANGED>19920703
</FORMER-COMPANY>
</FILER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>cytation8k41206.txt
<DESCRIPTION>CYTATION CORPORATION FORM 8K DATE OF REPORT APRIL 12, 2006
<TEXT>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

                                    FORM 8-K

                                 CURRENT REPORT

                       PURSUANT TO SECTION 13 OR 15(D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

        Date of Report (Date of earliest event reported): April 12, 2006

                              CYTATION CORPORATION
             (Exact Name of Registrant as Specified in its Charter)

         DELAWARE                     00114800                  16-0961436
(State  of Incorporation)     (Commission File Number)        (IRS Employer
                                                         Identification  Number)

                4902 EISENHOWER BLVD., SUITE 185, TAMPA, FL 33634
               (Address of Principal Executive Offices) (Zip Code)

                                 (813) 885-5998
              (Registrant's Telephone Number, Including Area Code)


           -----------------------------------------------------------
          (Former name or former address, if changed since last report)

Check  the  appropriate  box  below of the Form 8-K if the filing is intended to
simultaneously  satisfy the filing obligation of the registrant under any of the
following  provisions  (see  General  instruction  A.2.  below):

[ ]       Written  communications  pursuant to Rule 425 under the Securities Act
          (17  CFR  230.425)

[ ]       Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
          CFR  240.14a-12)

[ ]       Pre-commencement  communications  pursuant  to Rule 14d-2(b) under the
          Exchange  Act  (17  CFR  240.14d-2)(b)

[ ]       Pre-commencement  communications  pursuant  to Rule 13e-4(c) under the
          Exchange  Act  (17  CFR  240.13e-4(c)).

================================================================================

<PAGE>

     Unless  otherwise  indicated  or  the  context  otherwise  requires,  all
references  below in this Report on Form 8-K to "we," "us" and the "Company" are
to  Cytation Corporation, a Delaware corporation, together with its wholly-owned
subsidiaries,  DeerValley  Acquisitions  Corp.,  a Florida corporation, and Deer
Valley  Homebuilders,  Inc.,  an  Alabama  corporation.  Specific discussions or
comments  relating  to  Cytation Corporation will reference the "Company," those
relating  to  DeerValley  Acquisitions  Corp.  will  reference "DVA", and  those
relating to Deer Valley Homebuilders, Inc. will be referred to as "Deer Valley."

     ITEM  2.03.  CREATION  OF  A  DIRECT  FINANCIAL OBLIGATION OR AN OBLIGATION
UNDER  AN  OFF-BALANCE  SHEET  ARRANGEMENT.


     On  April  12,  2006,  Deer Valley entered into Loan and Security Agreement
providing  for a revolving line of credit in an amount not to exceed Two Million
Five  Hundred Thousand and No/100 Dollars ($2,500,000.00) (the "Loan") evidenced
by  a  revolving  credit  note  (the "Note") and secured by accounts receivable,
inventory,  equipment and all other tangible and intangible personal property of
Deer  Valley,  DVA,  and Cytation. The purpose of the loan is to provide working
capital,  to provide Letter of Credit support, to replace Deer Valley's existing
revolving  line  of  credit  currently with another bank, and to provide interim
financing  for the potential acquisition of the real property on which the plant
is currently operating in  Sulligent, Alabama.  The Loan has a one year term and
has a variable interest rate at 2.60% above LIBOR.  Upon issuance of a letter of
credit,  Deer  Valley  is charged a letter of credit fee equal 1.00% of the face
amount  of the letter of credit.  The Loan provides for conditions to meet prior
to  each  advance,  including  financial  ratios.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS

The following exhibits are filed with this Form 8-K:


(D) EXHIBIT NO.       DESCRIPTION
---------------       -----------
     10.1             Revolving Credit Loan and Security Agreement

     10.2             Form of Revolving Credit Note

     10.3             Continuing Guaranty of Cytation Corporation

     10.4             Continuing Guaranty of DeerValley Acquisitions, Corp.

<PAGE>

     Pursuant  to  the  requirements of the Securities Exchange Act of 1934, the
Registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  hereunto  duly  authorized.


                                   CYTATION CORPORATION



                                   By: /s/ Charles G. Masters
                                      ---------------------------------------
                                   Name:  Charles G. Masters
                                        -------------------------------------
                                   Title:  President, Chief Executive Officer
                                         ------------------------------------
                                   Dated:  April 18, 2006

<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.1
<SEQUENCE>2
<FILENAME>ex10-1.txt
<DESCRIPTION>REVOLVING CREDIT LOAN AND SECURITY AGREEMENT
<TEXT>
Exhibit 10.1



                                REVOLVING CREDIT
                           LOAN AND SECURITY AGREEMENT

     THIS REVOLVING CREDIT LOAN AND SECURITY AGREEMENT (the "Loan Agreement") is
made  as  of  this       day  of April, 2006, among FIFTH THIRD BANK, a Michigan
                  -------
banking  corporation,  having a mailing address of 201 East Kennedy Blvd., Suite
1800,  Tampa,  Florida  33602  (the  "Bank"), DEER VALLEY HOMEBUILDERS, INC., an
Alabama  corporation  authorized  to  do  business  in the State of Florida (the
"Borrower"),  having  its  principal  place  of business at 205 Carriage Street,
Guin,  Alabama  35563,  CYTATION CORP., a Delaware corporation, having a mailing
address  of  4902  Eisenhower  Boulevard,  Suite  185,  Tampa, Florida 33634 and
DEERVALLEY  ACQUISITIONS  CORP., a Florida corporation, having a mailing address
of 4902 Eisenhower Boulevard, Suite 185, Tampa, Florida 33634 (collectively, the
"Guarantor").

                                    RECITALS:

     WHEREAS, Borrower has applied to Bank for a revolving line of credit not to
exceed TWO MILLION FIVE HUNDRED THOUSAND AND NO/100 DOLLARS ($2,500,000.00) (the
"Loan")  to  be evidenced by a revolving credit note (the "Note") and secured by
accounts  receivable, inventory, equipment and all other tangible and intangible
personal  property of Borrower.  Guarantor has guaranteed Borrower's payment and
performance  of  the  Loan  and  the  Bank has agreed to make the Loan providing
certain  conditions  herein  outlined  are  fully  complied  with.

     NOW,  THEREFORE, in consideration of the premises and covenants hereinafter
contained,  the  parties  hereto  agree  as  follows:

                      SECTION I.     RECITALS; DEFINITIONS

     1.1     RECITALS.  The  foregoing  recitals  are  true  and  correct  and
             --------
incorporated  herein  by  reference.

     1.2     DEFINED TERMS.  As used in this Loan Agreement, the following terms
             -------------
shall  have  the  following  meanings:

          "Accounts  Receivable" shall mean all accounts receivable, book debts,
notes,  drafts,  acceptances  and  other  forms of obligations, now or hereafter
owing  to  the  Borrower, whether arising from the sale of goods or rendition of
services  (including,  without  limitation,  any  such  obligation that might be
characterized  as  an  account,  contract right, or general intangible under the
Uniform Commercial Code as, from time to time, in effect in the State of Florida
or  Alabama),  all of the Borrower' rights in, to and under all purchase orders,
now  or hereafter received by the Borrower for goods or services, and all monies
due  or  to become due to the Borrower under all contracts for the sale of goods
or  the performance of services (whether or not yet earned by performance) or in

<PAGE>

connection  with any other transaction (including, without limitation, the right
to  receive  the  proceeds  of  said  purchase  orders  and  contracts), and all
collateral security and guarantees of any kind given by any obligor with respect
to  any  of  the  foregoing.

          "Advance" shall mean the amount advanced by the Bank to Borrower under
the  terms  of  this  Loan  Agreement  and  the  Note.

          "Affiliate"  shall  mean any person, corporation, association or other
business  entity  which directly or indirectly controls, or is controlled by, or
is  under  common  control  with  the  Borrower.

          "Borrowing  Base"  shall  mean,  at  any date of determination thereof
(which  date and determination shall be in the Bank's sole discretion) an amount
equal  to  the  sum of (i) 80% of Eligible Accounts Receivable, plus (ii) 50% of
Eligible  Inventory  (based upon the lower of actual cost or market value with a
maximum  Inventory Borrowing Base of $1,250,000.00).  The Bank has bargained for
and  Borrower  agrees  and  acknowledges that the Collateral not included in the
Borrowing  Base  is  a  cushion  of  collateral  value  in excess of the secured
advances  under  the  Loan.

          "Borrowing  Base  Certificate"  shall  mean  a certificate prepared by
Borrower  in  substantially  the  form  attached  hereto  as  EXHIBIT  "A".

          "Collateral"  shall have the meaning provided for such term in Section
2.1(h)  hereof.

          "Default  Rate"  shall  mean  five  percent  (5%)  per annum above the
contract  rate  as  set  forth  in  the  Note,  but not exceeding 18% per annum.

          "Eligible  Accounts  Receivable"  shall  mean,  at  any  date  of
determination  thereof,  all Accounts Receivable of Borrower: (a) which are bona
fide,  valid  and  legally  enforceable  obligations  of  the account debtors in
respect  thereof,  which  are unconditionally owing by such account debtors, and
which  do  not  represent sales on consignment, sales on return or other similar
understandings;  (b)  which,  except  for  the security interest in the Accounts
Receivable granted to the Bank, are solely owned by the Borrower, free and clear
of  any  and  all  mortgages, liens, security interests, encumbrances, claims or
rights of others, except sellers' rights (if any) to reclaim goods under Uniform
Commercial  Code  Section  2-702;  (c) which are not the subject of any defense,
offset,  counterclaim  or claim; (d) as to which no more than 60 days (or are 30
days  past  due)  shall  have  elapsed  from  the  original date of the relevant
invoice;  (e)  those  account  debtors  that  do not have more than 25% of their
respective  Accounts  Receivable aged more than 60 days; (f) Accounts Receivable
with  respect  to a single account debtor whose total obligations owing does not
exceed  25%  of  all  Eligible  Accounts Receivable; (g) as to which the account
debtors  are  (i)  solvent, going concerns unaffiliated with the Borrower or any
Guarantor, and (ii) reasonably satisfactory to the Bank from a credit standpoint
(the Bank's satisfaction may be assumed unless the Bank shall at any time advise
the  Borrower  to  the  contrary).

<PAGE>

          "Eligible  Inventory" shall mean, at any date of determination thereof
(which  date shall be in the Bank's sole discretion), all Inventory and proceeds
therefrom,  owned  by Borrower, excluding all work-in-process, but including (a)
goods-in-transit,  (b)  Inventory used for display or demonstration purposes and
obsolete  Inventory  and  (c)  Inventory in the possession of service persons or
technicians  performing  service  for  customers of the Borrower, whether or not
such  service  technicians  are  employees  or  independent  contractors  of the
Borrower.  The  eligibility  of Inventory shall be determined by the Bank in its
reasonable  commercial  discretion.

          "Equipment"  shall  mean  all of the equipment of Borrower (within the
meaning  of  the  Uniform Commercial Code, as from time to time in effect in the
State  of  Florida  or  Alabama),  now  or  hereafter  owned  or  acquired,  and
wheresoever  located,  as  well as all parts, accessions, and additions thereto,
proceeds  therefrom,  and  substitutions  and  replacements  therefor.

          "Events  of  Default"  shall have the meaning ascribed to such term in
Section  8  hereof.

          "Generally  Accepted  Accounting  Principles"  shall  mean  generally
accepted  accounting  principles,  in  effect  from  time  to time, applied on a
consistent  basis.

          "General  Intangibles"  shall  mean all of Borrower's right, title and
interest  with  respect  to  general intangibles (including payment intangibles,
contract rights, rights to payment, rights arising under common law, statutes or
regulations,  choses  or  things  in  action,  goodwill,  patents,  trade names,
trademarks,  service  marks,  copyrights, blueprints, drawings, purchase orders,
customer  lists,  monies  due  or  recoverable  from pension funds, route lists,
rights  to  payment  and other rights under any royalty or licensing agreements,
infringement  claims, computer programs, information contained on computer disks
or  tapes,  software,  literature,  reports,  catalogs, money, deposit accounts,
insurance  premium  rebates, tax refunds and tax refund claims), and any and all
supporting obligations in respect thereof, and any other personal property other
than  goods, Accounts Receivable, investment property, negotiable collateral and
chattel  paper  (within the meaning of the Uniform Commercial Code, as from time
to  time  in  effect  in  the  State  of  Florida  or  Alabama).

          "Guarantee"  shall  mean  a  guarantee issued by each Guarantor of the
loan  obligations  hereunder.

          "Inventory"  shall  mean  all of the inventory of Borrower (within the
meaning  of  the  Uniform Commercial Code, as from time to time in effect in the
State  of  Florida  or  Alabama),  now  or  hereafter  owned  or  acquired,  and
wheresoever  located, including, without limitation, all finished goods held for
sale  or  lease  or  to be furnished under a contract of service, goods that are
leased  by  Borrower  as  lessor,  goods  that are furnished by Borrower under a
contract  of  service,  and raw materials, work-in-process, or materials used or

<PAGE>

consumed  in  Borrower's  business  including  all  accessions,  additions,
attachments, improvements, substitutions and replacements thereto and therefore.

          "Investment  Property"  shall  mean  all of the investment property of
Borrower  (within  the  meaning  of the Uniform Commercial Code, as from time to
time  in  effect  in  the  State  of  Florida  or  Alabama).

          "Letter of Credit" shall mean any standby, documentary or trade Letter
of  Credit  issued by Bank hereunder as requested by Borrower for the account or
to  secure  obligations  of  Borrower  in  accordance  with the terms of Section
2.2(a).

          "Letter  of  Credit Fees" has the meaning set forth in Section 2.2(h).

          "Letter  of  Credit  Commitment"  shall mean the commitment of Bank to
issue,  in  accordance  with  the terms hereof, and to honor payment obligations
under  any  Letters  of  Credit.

          "Letter of Credit Documents" shall mean, with respect to any Letter of
Credit,  such  Letter of Credit, any amendments thereto, any documents delivered
in  connection  therewith,  any  application  therefor,  and  any  agreements,
instruments,  guarantees  or  other documents (whether general in application or
applicable  only  to  such  Letter of Credit) governing or providing for (a) the
rights and obligations of the parties concerned or at risk or (b) any collateral
security  for  such  obligations.

          "Letter of Credit Obligations" shall mean, at any time, the sum of (a)
the maximum amount that is, or at any time thereafter may become, issued by Bank
and  available  to  be  drawn under Letters of Credit then outstanding, assuming
compliance  with  all  requirements  for drawings referred to in such Letters of
Credit  plus  (b)  the  aggregate amount of all drawings under Letters of Credit
honored  by  Bank  but  not  theretofore  reimbursed.

          "Maturity  Date"  shall mean, unless sooner demanded by Bank after the
occurrence  of  an  Event  of Default hereunder, 12 months from the date hereof.

          "Permitted  Liens" means:  (a) Liens consisting of deposits or pledges
made in the ordinary course of business in connection with, or to secure payment
of  utility payments, bids, tenders, contracts (other than contracts for payment
of  money),  obligations  under workers' compensation, unemployment insurance or
similar  legislation  or under surety or performance bonds, in each case arising
in  the  ordinary course of business; (b) Liens arising out of or resulting from
any  judgment  or  awarded, the time for the appeal or petition for rehearing of
which  shall  not  have  expired,  or  in respect of which the Borrower is fully
protected by insurance or in respect of which Borrower shall at any time in good
faith  be  prosecuting  an  appeal  or proceeding for a review and in respect of
which  a  stay  of  execution pending such appeal or proceeding for review shall
have been secured, and as to which appropriate reserves have been established on
the  books  of  Borrower.

<PAGE>

          "Notice  of  Request  for  Letter  of  Credit"  shall mean a notice of
request for issuance of a Letter of Credit in form and substance satisfactory to
Bank.

                  SECTION 2.     THE LOAN AND LETTERS OF CREDIT

     2.1     REVOLVING  LOAN.
             ---------------

          (a)     ADVANCES.  Subject  to  the  Borrowing  Base  limitations  and
                  --------
subject  to  Bank's receipt of a completed Borrowing Base Certificate, Bank may,
in  its  discretion,  make Advances to Borrower in accordance with the terms and
conditions  of  this  Loan  Agreement,  at any time and from time to time, on or
after  the  date  hereof  until the Maturity Date, or until the occurrence of an
event  which  with  the  giving of notice or the passage of time, or both, shall
constitute  an  Event  of  Default.  Such  Advances may be borrowed, re-paid and
re-borrowed,  provided,  however,  the aggregate outstanding principal amount of
all  Advances,  together  with  the  aggregate  face  value  of  all  issued and
outstanding  Letters  of Credit as of such date, shall not exceed $2,500,000.00.

          (b)     INTEREST.  The  Bank shall make appropriate debits and credits
                  --------
to  the  loan  account  of Borrower corresponding to each Advance to reflect the
Advances to, prepayments, payments by and other disbursements for the account of
Borrower.  Each such entry shall be prima facie evidence of the principal amount
of Advances hereunder at any time outstanding.  Each Advance shall bear interest
from  the  date  such  Advance  is made on the aggregate unpaid principal amount
thereof  until  such  principal  amount  is paid or shall become due and payable
(whether at the stated maturity or by acceleration) pursuant to the terms of and
at  a  rate  per  annum  as  set  in  the  Note.

          (c)     CALCULATION.  Interest  on  principal outstanding from time to
                  -----------
time  shall  be  paid monthly, and shall be calculated on the basis of a 360-day
year  for  the  actual  days  elapsed.

          (d)     REQUESTS  FOR ADVANCES.  Borrower shall request Advances under
                  ----------------------
the  Loan  by  (i)  giving oral notice thereof to the Bank at above address, and
(ii)  confirming such oral notice in writing, in form and substance satisfactory
to  the  Bank,  within  two business days thereafter and delivering such written
confirmation  to  the  Bank,  together  with  any  supporting information it may
reasonably  request,  at  the  above  address.

          (e)     COMMITMENT.  The  giving  of  oral  notice  as aforesaid shall
                  ----------
irrevocably commit Borrower to accept the requested Advances under the Loan.  In
the  event  of any discrepancy between any oral notice and written confirmation,
the oral notice shall govern as to any action taken by the Bank prior to receipt
of  written  confirmation.

          (f)     UNUSED  LINE  FEE.  On  the 15th day following the end of each
                  -----------------
calendar  quarter  during  the  term  of the Loan, Borrower shall pay to Bank an

<PAGE>

unused  line fee equal to 25 basis points (0.25%) per annum times the result of:
(1)  the  amount  of  the  Loan,  less (2) the average daily balance of the Loan
outstanding  during  the  immediately  preceding  calendar  quarter.

          (g)     LIMITATION.  In  no event shall any interest charge, collected
                  ----------
or  reserved hereunder exceed the maximum rate then permitted by applicable law.

          (h)     COLLATERAL.  From  the date hereof as security for the payment
                  ----------
and  the performance of the Loan, (1) Borrower extends, sells, assigns, conveys,
mortgages,  pledges,  transfers, grants, and re-grants to the Bank a continuing,
first  priority  security interest in and to all of its respective rights, title
and  interest  in,  to and under all (A) Accounts Receivable; (B) Equipment; (C)
Inventory; (E) General Intangibles; (F) books and records; (G) deposit accounts;
(H)  cash and cash equivalents; (I) to the extent not included in the foregoing,
all  other  tangible  and  intangible  personal property of Borrower (within the
meaning  of  the  Uniform Commercial Code, as from time to time in effect in the
State  of  Florida  or  Alabama);  (J)  Investment  Property;  and (K) all other
property  and  money of the Borrower now or hereafter in the possession, custody
or  control  of  the  Bank;  and  as  to each of the foregoing, the products and
proceeds  thereof, replacements and accessions thereto; (2) each Guarantor shall
contemporaneously herewith execute and deliver to the Bank its Guarantee; all of
which  shall  constitute  the  "Collateral".

     2.2     LETTERS  OF  CREDIT.
             -------------------

     (a)     ISSUANCE.  From the date hereof until the Maturity Date, subject to
             --------
the  terms and conditions hereof and of the Letter of Credit Documents, and upon
such  other  terms  and  conditions  which Bank may reasonably require, Bank may
issue  Letters  of  Credit  as  Borrower  may  from time to time request for the
benefit  of  Borrower.  No  Letter of Credit shall have an expiration date later
than  the  earlier  of: (1) the Maturity Date, or (2) one year after the date of
issuance  thereof;  provided,  however,  that  Borrower  may request issuance or
renewal  of  a  Letter of Credit with a later expiration if, at the time of such
issuance  or  renewal,  Borrower  deposits an amount equal to the face amount of
such  Letter  of  Credit with Bank as cash collateral for such Letter of Credit.
Each  Letter of Credit shall require that all draws thereon must be presented to
Bank  by  the expiration date therefor, regardless of whether presented prior to
such date to any other institution.  Each Letter of Credit shall comply with the
related  Letter of Credit Documents.  The issuance date of each Letter of Credit
shall  be  a  business  day.

     (b)     NOTICE  AND  REPORTS.  The  request for the issuance of a Letter of
             --------------------
Credit  shall  be  submitted by Borrower to Bank at least ten (10) business days
prior to the requested date of issuance (or such shorter period as may be agreed
by  Bank)  pursuant  to a Notice of Request for Letter of Credit, accompanied by
such  applications  and  other related documents as may be required by Bank.  If
the  Notice  of  Request  for  Letter  of  Credit,  related applications and the
requested  form  of such Letter of Credit is acceptable to Bank, Bank will, upon
fulfillment  of  the applicable conditions set forth herein, make such Letter of
Credit  available  to  Borrower.

<PAGE>

     (c)     REIMBURSEMENT.  In  the  event  of  any drawing under any Letter of
             -------------
Credit,  Bank  will  promptly notify Borrower, and Borrower shall request, or be
deemed to have requested, an Advance in the amount of such drawing, the proceeds
of  which  will  be used to satisfy the related reimbursement obligations.  Upon
the  making  of  any  such  Advance,  Borrower  shall be required to immediately
reimburse  Bank  for application to the respective Letter of Credit Obligations.
Borrower's  reimbursement  obligations  hereunder  shall  be  absolute  and
unconditional  under  all  circumstances  irrespective  of any rights of setoff,
counterclaim  or  defense  to payment Borrower may claim or have against Bank or
the  beneficiary  of  the  Letter  of  Credit  drawn  upon  or any other person,
including  without  limitation  any  defense based on any failure of Borrower to
receive  consideration or the legality, validity, regularity or unenforceability
of  the  Letter  of  Credit.

     (d)     BORROWER  AS  ACCOUNT  PARTY.  Notwithstanding  anything  to  the
             ----------------------------
contrary  set  forth  in  this  Loan Agreement, in the event that Bank permits a
Letter of Credit issued hereunder to statement to the effect that such Letter of
Credit  is  issued for the account, or to secure obligations, of an Affiliate or
subsidiary  of  Borrower,  notwithstanding such statement, Borrower shall be the
actual  account party for all purposes of this Loan Agreement for such Letter of
Credit.  Such  statement  shall  not affect Borrower's reimbursement obligations
hereunder  with  respect  to  such  Letter  of  Credit.

     (e)     INTERNATIONAL  STANDBY  PRACTICES.  The  Bank  may issue Letters of
             ---------------------------------
Credit  subject  to Rules on International Standby Practices (ISP98), as adopted
as of the date of issue by the International Chamber of Commerce (the "ISP"), in
which  case the ISP may be incorporated therein and deemed in all respects to be
a  part  thereof.

     (f)     LETTER  OF CREDIT OBLIGATIONS ABSOLUTE.  With regard to each Letter
             --------------------------------------
of  Credit,  the  obligations of Borrower to the Bank under this Loan Agreement,
any  Letter of Credit Document and any other agreement or instrument relating to
any  Letter  of Credit shall be unconditional and irrevocable, and shall be paid
strictly  in  accordance  with  the terms of this Loan Agreement, such Letter of
Credit  Document and such other agreement or instrument under all circumstances,
including  without  limitation  the  following  circumstances:

          (1)     any lack of validity or enforceability of this Loan Agreement,
any  Letter  of  Credit Document, any Letter of Credit or any other agreement or
instrument  relating thereto (this Loan Agreement and all of the other foregoing
being,  collectively,  the  "L/C  Related  Documents");

          (2)     any  change  in the time, manner or place of payment of, or in
any  other  term of, all or any of the obligations of Borrower in respect of any
L/C  Related  Document  or  any  other  amendment or waiver of or any consent to
departure  from  all  or  any  of  the  L/C  Related  Documents;

          (3)     the  existence  of  any claim, set-off, defense or other right
that  Borrower may have at any time against any beneficiary or any transferee of
a  Letter  of  Credit  (or any Persons for whom any such beneficiary or any such
transferee  may be acting), Bank or any other person, whether in connection with
the  transactions  contemplated  thereby  or  any  other  unrelated transaction;

<PAGE>

          (4)     any  statement  or any other document presented under a Letter
of  Credit  proving  to  be  forged,  fraudulent, invalid or insufficient in any
respect  or  any  statement  therein  being untrue or inaccurate in any respect;

          (5)     payment  by Bank under a Letter of Credit against presentation
of  a  draft or certificate that does not strictly comply with the terms of such
Letter  of  Credit;

          (6)     any  exchange, release or non-perfection of any Collateral, or
any  release  or  amendment  or  waiver of or consent to departure from any loan
document;  or

          (7)     any other circumstance or happening whatsoever, whether or not
similar  to  any  of  the  foregoing,  including  without  limitation  any other
circumstance  that  might  otherwise  constitute  a  defense  available to, or a
discharge  of,  Borrower  or  any  Guarantor.

     (g)     CONFLICT  WITH  LETTER  OF  CREDIT  DOCUMENTS.  In the event of any
             ---------------------------------------------
conflict  between  this  Loan  Agreement  and  any  Letter  of  Credit  Document
(including  any  letter  of  credit application), the Letter of Credit Documents
shall  control.

     (h)     LETTER  OF  CREDIT  FEES.  For each Letter of Credit issued by Bank
             ------------------------
hereunder,  Borrower  shall pay to Bank, upon issuance, a fee equal to 100 basis
points  (1.00%) multiplied by the face amount of such Letter of Credit, together
with  Bank's  standard fees in effect during the issuance term of such Letter of
Credit  (including,  without  limitation,  any  renewal  or  drawing  fees).

                 SECTION 3.     REPRESENTATIONS AND WARRANTIES.

     From  the date hereof, each of the Borrower and the Guarantor represent and
warrant  to  the  Bank  as  follows:

     3.1     ORGANIZATION,  STANDING,  CORPORATE  POWERS.
             -------------------------------------------

          (a)     DULY  ORGANIZED.  In  respect  of  the  Borrower,  it (1) is a
                  ---------------
corporation  duly  incorporated, validly existing and in good standing under the
laws  of  the  State  of  Alabama;  (2)  has  all requisite power and authority,
corporate  or  otherwise,  to conduct its business as now being conducted and to
own its properties and assets; and (3) is duly qualified to do business in every
jurisdiction  wherein  the  failure  to so qualify would have a material adverse
effect.

          (b)     POWERS.  It  has  all requisite power and authority, corporate
                  ------
or  otherwise,  to execute, deliver, and to perform all of its obligations under
this  Loan  Agreement  and  under  other documents or agreements relating to the
transactions  contemplated  herein  to  which  it  is  a  party.

<PAGE>

          (c)     BINDING  OBLIGATION.  This  Loan  Agreement  and all corporate
                  -------------------
notes,  guarantees,  assignments,  security  agreements  and  all other loan and
security  agreements  executed  in  connection  therewith  are  legal, valid and
binding  obligations  of  the  Borrower and enforceable in accordance with their
respective  terms,  subject  to  the  enforcement  of  remedies  to  bankruptcy,
insolvency  and  other  laws  affecting  creditors'  rights  generally  and  to
moratorium  laws,  from  time  to  time  in  effect,  and  to  general equitable
principles  which  may  limit  the  right  to  obtain  the  remedy  of  specific
performance.

     3.2     AUTHORIZATION  OF  BORROWING.  The  execution,  delivery  and
             ----------------------------
performance  of  this Loan Agreement and the borrowings hereunder: (a) have been
duly  authorized  by  all  requisite  corporate action; (b) will not violate any
provision  of applicable law, any govern-mental rule or regulation, any order of
any  court  or  other  agency  of  government to which either of such parties is
subject  or  the articles of incorporation or by-laws of the Borrower; or (c) do
not  violate  any  provision  of any indenture, agreement or other instrument to
which  Borrower  is a party or by which Borrower or its properties or assets are
bound  and  which is material to the conduct or operation of Borrower's business
and  financial  affairs,  or  conflict with, result in a breach of or constitute
(with due notice or lapse of time or both) a default under any provision of such
indenture,  agreement  or  other  instruments,  or  result  in  the  creation or
imposition  of any lien, charge or encumbrance of any nature whatsoever upon the
property  or  assets  of  the  Borrower or the Guarantor, other than as provided
herein.

     3.3     FINANCIAL  STATEMENTS.  Borrower and each Guarantor have heretofore
             ---------------------
furnished  to  the  Bank  the  financial  statements  which  fairly  present the
financial  condition  and  the  results  of  operations  of the Borrower and the
Guarantor  as  of the date and for the period indicated, show all known material
liabilities,  direct or contingent, as of the respective dates thereof, and were
prepared  in accordance with Generally Accepted Accounting Principles applied on
a  consistent  basis.

     3.4     ADVERSE  CHANGE, ETC.  There has been no material adverse change in
             --------------------
the  business,  properties  or condition (financial or otherwise) of Borrower or
any  Guarantor  since  the  date  of the most recent of the financial statements
delivered  to  the  Bank.

     3.5     LITIGATION.  There are no actions, suits or proceedings pending or,
             ----------
to  the  knowledge  of  Borrower or any Guarantor, overtly threatened against or
affecting  any of them, at law or in equity, or before or by any Federal, state,
municipal  or other governmental court, tribunal, department, commission, board,
bureau, agency or instrumentality, domestic or foreign, which involve any of the
transactions herein contemplated or the possibility of any judgment or liability
which  would  result in any material adverse change in the business, operations,
properties or assets or in the financial condition of any of them, or materially
and  adversely  affect the ability of any of them to perform hereunder.  Neither
Borrower  nor  any  Guarantor  is  in  default with respect to (a) any judgment,
order, writ, injunction or decree; or (b) any rule or regulation of any court or

<PAGE>

Federal,  state,  municipal  or  other governmental court, tribunal, department,
commission,  board, bureau, agency or instrumentality, domestic or foreign which
would  have  a  material adverse effect on its business, properties or condition
(financial  or  otherwise).

     3.6     PAYMENTS  OF  TAXES.  Borrower  and  each  Guarantor  have filed or
             -------------------
caused to be filed all Federal, state and local tax returns that are required to
be filed and has paid or caused to be paid all taxes as shown on such returns or
on any assessment received by it, to the extent that such taxes have become due,
except  taxes  the  validity  of  which  is  being  contested  in  good faith by
appropriate  proceedings  and  for which, in the exercise of reasonable business
judgment,  there  have been set aside adequate reserves with respect to any such
tax  or  assessment  so  contested  the tax or assessment so contested shall not
materially  affect  its  ability  to  perform  hereunder.

     3.7     PRIORITY  OF  SECURITY  INTEREST.  Subject  (a)  to  filing  and
             --------------------------------
recordation  of  the  appropriate  instruments in the appropriate offices of the
proper  jurisdiction  or possession by the Bank or its agent where perfection is
based  upon  possession;  (b)  to  the  enforcement  of  remedies to bankruptcy,
insolvency,  and  other  laws  affecting  creditors'  rights  generally  and  to
moratorium  laws,  from  time  to  time  in effect; and (c) to general equitable
principles  which  may  limit  the  right  to  obtain  the  remedy  of  specific
performance,  each  of  the security interests granted to the Bank as identified
under  Section  2  of  this  Loan  Agreement  constitutes a valid first priority
security  interest  or lien in and to the property covered thereby, granting all
rights  and remedies to a secured party under the Uniform Commercial Code, as in
effect  in  the  State  of  Florida  and Alabama, as the same may be modified or
amended  from  time  to  time,  except  as  otherwise  permitted  hereunder.

     3.8     ELIGIBLE  ACCOUNTS RECEIVABLE AND ELIGIBLE INVENTORY.  All Eligible
             ----------------------------------------------------
Inventory  included  in  the  Borrowing  Base  meet  the  criteria  for Eligible
Inventory  and  all  Eligible Accounts Receivable included in the Borrowing Base
meet  the  criteria  for  Eligible  Accounts  Receivable.

     3.9     LOCATION  OF COLLATERAL.  All of the Collateral is used or held for
             -----------------------
use  by Borrower at the following locations:  205 Carriage Street, Guin, Alabama
35563,  and  7668  Highway  278,  Sulligent,  Alabama  35586.

                    SECTION 4. CONDITIONS OF LENDING AND
                         ISSUANCE OF LETTERS OF CREDIT.

     The  obligation  of  the  Bank to extend credit and issue Letters of Credit
hereunder  is  subject  to  the  following  conditions:

     4.1     REPRESENTATIONS  AND  WARRANTIES.  At  the  date of each Advance or
             --------------------------------
issuance  of  any Letter of Credit, the representations and warranties set forth
in  Section  3 hereof shall be true and correct on and as of such date, with the
same  effect  as though such representations and warranties had been made on and
as  of  such date, except to the extent that such representations and warranties
relate  solely  to  an  earlier  date.

<PAGE>

     4.2     CERTIFICATES.  On  or  before  the date hereof, the Bank shall have
             ------------
received:  (a)  from  the  Borrower:  (1) a copy of its certificate of corporate
status  and  Articles  of  Incorporation  with  all amendments, certified by the
Secretary of State of Florida, dated as of a recent date; (2) the certificate of
its  secretary or assistant secretary, dated the date hereof and certifying that
attached thereto is a true and complete copy of its Bylaws prior to the adoption
of the resolutions by its Board of Directors authorizing the execution, delivery
and  performance  of this Loan Agreement; and certification that its articles of
incorporation  have  not  been  amended  since  the  date  of the last amendment
thereof, if any, indicated on the certificate of the Secretary of State; and (b)
such  other  documents  as  the  Bank  may  reasonably  request.

     4.3     NO  DEFAULT.  At the date of each Advance or issuance of any Letter
             -----------
of  Credit,  no Event of Default, or event which with the giving of notice or of
the  passage  of time, or both, would constitute an Event of Default, shall have
occurred  and  be  continuing,  and  the  representations  and warranties of the
Borrower and each Guarantor contained herein shall remain true and correct as of
such  date, except to the extent that such representations and warranties relate
to  an  earlier  date.  Each  request  for  an  Advance  shall  constitute  the
confirmation  by  Borrower  and  each  Guarantor  that  at  the date thereof the
condi-tions  contained  in  this  Section  4.3  shall  have  been  satisfied.

     4.4     OTHER  CONDITIONS  PRECEDENT.  On  or before the date hereof, there
             ----------------------------
shall  have  been delivered to the Bank all of the financial statements, reports
and  other  documents  required  by  the  Loan  Commitment dated March 31, 2006.

            SECTION 5. CROSS-DEFAULT AND CROSS-COLLATERALIZATION.

     Any  Event  of  Default  under  the  terms of the Loan shall constitute and
hereby  is  declared  to be an immediate and absolute default under the terms of
all loans between Bank and Borrower.  Should an event of default occur under the
terms  of  any of said loans, which event is subject to notice and cure periods,
if  any, failure to cure such event of default within such curative period shall
constitute an immediate default under this Loan and all such other loans owed by
Borrower  to  Bank.  Each of the foregoing loans between Bank and Borrower shall
also  be  cross-collateralized, whether such loans are now existing or hereafter
entered  into  between  Bank  and  Borrower  at  any  time.

                      SECTION 6. AFFIRMATIVE COVENANTS

     From  the  date  hereof  and  so  long  as  the  Loan  shall  be  unpaid or
unperformed,  the  Borrower and, as specified hereinbelow, the Guarantor, as the
case  may  be,  will:

     6.1     EXISTENCE  AND  PROPERTIES.  To  the  extent  that  the  same  are
             --------------------------
necessary  for  the proper and advantageous conduct of its business, do or cause
to  be  done  all things necessary to preserve, renew and keep in full force and

<PAGE>

effect its corporate existence, rights, licenses and permits and comply with all
laws  and  regulations  applicable to it and conduct and operate its business in
substantially  the  manner  in  which  it  is  presently conducted and operated.

     6.2     INSURANCE.
             ----------

          (a)     Cause  to  be  maintained  at all times during the term of the
Loan,  general  liability insurance with limits reasonably satisfactory to or as
reasonably  required  by,  Bank.

          (b)     Cause the Collateral to be adequately insured at all times, by
financially  sound  and reputable insurers, in an amount not less than the value
thereof.

          (c)     Cause  the  Bank  to  be  a named insured to the extent of its
interest in respect the policies of insurance required by Section 6.2(a) and (b)
hereinabove.

     6.3     OBLIGATIONS,  TAXES  AND  LAWS.  Pay  or  cause  to  be  paid  all
             ------------------------------
indebtedness  and  obligations  promptly and in accordance with their respective
terms,  including, without limitation, sales, use and personal property taxes as
the  same  may  be  imposed  upon  the  Borrower  from time to time, and pay and
discharge  or  cause  to be paid and discharged promptly all taxes, assessments,
and governmental charges or levies imposed upon it or in respect of its property
before the same shall become in default, as well as all lawful claims for labor,
materials,  and  supplies  or otherwise which, if unpaid, might become a lien or
charge  upon  such  property  or  any  part  thereof, and timely comply with all
applicable  laws and governmental rules and regulations; provided, however, that
the  Borrower  shall  not be required to pay or discharge or cause to be paid or
discharged  any  such  tax,  assessment, charge, lien or claim, or timely comply
with  the  laws  and governmental rules so long as the validity thereof shall be
contested  by  appropriate  legal  proceedings timely initiated and conducted in
good  faith,  and  (a)  in  the  case of an unpaid tax, assessment, governmental
charge  or  levy,  lien, encumbrance, charge or claim, such proceedings shall be
effective  to suspend the collection thereof from the Borrower and its property;
(b)  neither  such property nor any part thereof, nor any interest therein would
be  in any danger of being sold, forfeited or lost; (c) in the case of a law and
governmental  rule  or regulation, neither the Borrower nor the Bank would be in
any  danger  of  criminal  liability  for failure to comply therewith; (d) there
shall have been established such reserve or other appropriate provision, if any,
with  respect  thereto on the books of the entity involved, as shall be required
by  Generally  Accepted  Accounting  Principles  with  respect  to any such tax,
assessment,  charge,  lien,  claim,  encumbrance,  law,  rule  or regulation, so
contested.

     6.4     FINANCIAL  STATEMENTS  AND  REPORTS.  Borrower  and  each Guarantor
             -----------------------------------
shall  maintain systems of accounting established and administered in accordance
with  Generally Accepted Accounting Principles.  The Borrower and the Guarantor,
as  appropriate,  will  furnish  to  the  Bank:

<PAGE>

          (a)     Within  120  days  after  the  end  of  each  fiscal year, the
Borrower  shall  deliver  to  the Bank, audited balance sheets and statements of
income,  retained  earnings  and changes in financial position for such year, an
audited  inventory  of Borrower, all of which shall be accompanied by supporting
schedules  and  the  unqualified  opinion  of  independent  certified  public
accountants  of  recognized standing reasonably acceptable to the Bank, together
with  copies  of  federal  corporate  tax returns within thirty (30) days of the
filing  thereof  and  upon  filing,  all filings required in accordance with SEC
regulations,  if  any.

          (b)     Within  30  days  after  the end of each month, deliver to the
Bank  the  following  financial  statements  certified  by  the  President  or
Vice-President of the Borrower as accurate to the best of his knowledge upon due
inquiry  and  investigation: (1) the Borrowing Base Certificate; (2) an accounts
receivable  aging  report  by  customer  reflecting  the past due status of each
invoice;  (3)  an inventory certification reflecting current value of Inventory;
and  (4)  consolidated,  interim  financial statements for the Borrower; in such
form  and  context  as  Bank  may  require.

          (c)     Concurrently  with  the  statements  furnished  pursuant  to
paragraphs  (a)  and  (b)  of  this  Section 6.4, a certificate of an authorized
officer  of  the Borrower certifying that to the best of his knowledge, no Event
of Default hereunder, nor any event which with notice or lapse of time, or both,
would  constitute  such  an  Event of Default, has occurred or, if such Event of
Default  or  event  has  occurred,  specifying  the  nature  and extent thereof.

          (d)     Quarterly  covenant  compliance  certificates  signed  by  an
authorized  officer  of  Borrower  within 30 days after the end of each quarter.

          (e)     Within  120  days  after  the  end  of  each  fiscal year, the
Guarantor  shall  deliver  to the Bank consolidated audited financial statements
and,  upon  filing,  all filings required in accordance with SEC regulations, if
any.

          (f)     Within  30  days  of  filing, the Guarantors shall provide the
Bank  with  consolidated  annual  corporate  tax  returns.

          (g)     Promptly,  from time to time, such other information regarding
the operation, business, affairs and financial condition of the Borrower and the
Guarantor  as  the  Bank  may  reasonably  request.

     6.5     LITIGATION  NOTICE.  Give  the  Bank  prompt  written notice of any
             ------------------
action,  suit or proceeding at law or in equity or by or before any governmental
instrumentality or other agency, the outcome of which might materially adversely
affect  the  operations or financial condition of the Borrower or the Guarantor.
The  Bank  has been given notice by Borrower of the currently pending litigation
described  in  EXHIBIT  "B"  attached  hereto.

     6.6     NOTICE  OF  DEFAULT.  Borrower  and each Guarantor, as the case may
             -------------------
be, shall give the Bank prompt written notice of any Event of Default hereunder,

<PAGE>

or  any  event  which, with the passage of time or the giving of notice or both,
would  become  such  an  Event  of  Default  hereunder.

     6.7     ACCESS TO PREMISES AND INSPECTIONS.  At all reasonable times and as
             ----------------------------------
often  as  the Bank may reasonably request, permit or arrange for any authorized
representative  designed  by  the Bank to visit and inspect the principal office
and  operations  of  the Borrower, any of the other offices or properties of the
Borrower,  including,  without limitation, the Collateral, and its books, and to
make  extracts from such books and to discuss the affairs, finances and accounts
of  the Borrower with its chief financial officer or such other person as may be
designated  by  the  chief executive or chief operating officer of the Borrower.

     6.8     CONTINUED  ASSISTANCE.  Promptly, from time to time as the Bank may
             ---------------------
reasonably  request,  Borrower  and  each  Guarantor shall perform such acts and
execute,  acknowledge,  deliver,  file,  register, deposit or record any and all
further  instruments,  agreements  and  documents whether to continue, preserve,
renew,  record or perfect the Bank's interests in the Collateral, as well as the
priority  thereof.

     6.9     TITLE  TO  COLLATERAL.  The  Borrower shall own all of the property
             ---------------------
constituting  the  security for the Loan.  All such property shall be and remain
free  and clear of all mortgages, pledges, liens, charges and other encumbrances
of  any  nature  whatsoever,  except  as granted to the Bank hereby or otherwise
permitted  herein.

     6.10     FINANCIAL  COVENANTS.  Until the Loan has been fully repaid to the
              --------------------
Bank,  Borrower  shall:

          (a)     DEBT SERVICE COVERAGE RATIO.  Maintain a Debt Service Coverage
Ratio  of not less than 1.25 to 1.00, measured on a rolling 4-quarter basis.  As
used herein "Debt Service Coverage Ratio" shall be defined as (1) (A) Net Income
of  Borrower,  plus  (B) Interest Expense, plus (C) Depreciation & Amortization,
minus  (D)  Distributions,  minus (E) Extraordinary Income/Non-Recurring Income,
divided by (2) (A) Current Portion of Long Term Debt Payments, plus (2) Interest
Expense.

          (b)     DEBT TO TANGIBLE NET WORTH RATIO.  Maintain a Debt to Tangible
Net Worth Ratio of not more than 2.00 to 1.00.  As used herein "Debt to Tangible
Net  Worth  Ratio"  shall  be  defined as (1) (A) Total Liabilities of Borrower,
minus (B) Subordinated Debt, divided by (2) (A) Net Worth, plus (B) Subordinated
Debt,  minus  (C)  Intangibles,  minus  (D)  Related  Party  Receivables.

     6.11     DEPOSIT  ACCOUNTS.  Borrower  shall place on deposit with Bank all
              -----------------
of  its corporate deposit accounts (except for payroll accounts) making the Bank
its  primary  depository  relationship.

<PAGE>

                        SECTION 7. NEGATIVE COVENANTS

     From the date hereof and so long as any of the Obligations shall be unpaid,
the  Borrower  and  each  Guarantor,  as  the  case  may  be,  will  not:

     7.1     NEGATIVE  PLEDGE.  Either  directly  or  indirectly, incur, create,
             ----------------
assume  or  permit  to exist any Liens with respect to any property securing the
Loan or be bound by or subject to any assessments and other similar governmental
charges  or  claims  except as provided in Section 6.3 of this Loan Agreement or
Permitted  Liens.

     7.2     SALE  OR  DISPOSITION  OF  COLLATERAL.  Sell, discount or otherwise
             -------------------------------------
dispose  of  any of the property securing the Loan or any part thereof except in
the  ordinary  course  of  business,  or incur additional material borrowings or
enter  into  material  leases without the prior written consent of the Bank upon
terms  and  conditions  satisfactory  to  the  Bank.

     7.3     ORGANIC  CHANGES.  Either  directly  or  indirectly,  (a)  merge or
             ----------------
consolidate  the  Borrower,  with  or  into  any other corporation; (b) sell (in
bulk), lease or otherwise dispose of all or substantially all of the property of
the  Borrower,  unless  the  transferee or the lessee shall be acceptable to the
Bank,  which acceptance must in writing and issued by the Bank prior to any such
sale,  lease  or  other  disposition, and such transferee shall have assumed the
Loan;  or (c) without prior written consent of the Bank, sell, transfer, assign,
or otherwise dispose, or permit the sale, transfer, assignment or disposition of
the  shares  of  the  Borrower,  directly  or  indirectly,  or  take  any action
whatsoever,  the  result  of  which is that the interest of the Guarantor in the
Borrower,  is  changed to the extent that such shareholders fail to retain their
current  ownership  interest  as existing as of the date of this Loan Agreement.

     7.4     DISTRIBUTIONS.  Make  any  distributions  to  shareholders, whether
             -------------
dividends,  debt  repayment,  stock  re-purchase, advances or otherwise, whether
directly or indirectly, without the prior written consent of the Bank other than
stock  dividends  and distributions made pursuant to the Earnout Agreement dated
January  18,  2006, pursuant to which, payments may be paid to the former owners
of  the  Borrower,  as an earnout, based upon the net income before taxes of the
Borrower.

     7.5     CHANGES  IN  MANAGEMENT.  Suffer  or  permit  any  change  in  the
             -----------------------
management  of  Borrower  as  in  effect  on  the date hereof, without the prior
written  consent  of the Bank, which consent shall not be unreasonably withheld.

     7.6     ADDITIONAL  INDEBTEDNESS.  Incur, create, assume or permit to exist
             ------------------------
any  additional  indebtedness  in  excess  of  $100,000.00  in the aggregate, or
indebtedness  secured  by  the Collateral pledged to secure the Loan, other than
the  indebtedness  to  the  Bank  and  other indebtedness incurred in the normal
course  of business, without the prior written consent of Bank, except as may be
permitted  hereunder.

<PAGE>

     7.7     SETTLEMENTS.  Enter  into  any  transaction  that  materially  and
             -----------
adversely  affects the collateral referenced herein or the Borrower's ability to
repay  the  Loan  other  than  in  the  normal  course  of  business.

                        SECTION 8. EVENTS OF DEFAULT

     8.1     EVENTS  OF  DEFAULT.  The occurrence of any of the following events
             -------------------
shall  constitute  an  event  of  default  (an  "Event  of  Default") hereunder:

          (a)     Any  representation or warranty made in this Loan Agreement or
in any report, certificate, financial statement or other instrument furnished in
connection  herewith  at  any  time shall prove to be false or misleading in any
material  respect  as  of  the  time  when  made;

          (b)     In  the  event  any  payment  of  principal, interest or other
monetary  obligation  is  not  made within ten (10) days after the date when due
under  the  Loan;

          (c)     Default  with  respect to any material obligation for borrowed
money  or  otherwise  of  the  Borrower  if  the  effect  of  such default is to
accelerate  the maturity of such indebtedness or to permit the holder or obligee
thereof  (or  a  trustee  on  behalf  of  such  holder or obligee) to cause such
indebtedness  to  become  due  prior  to  its  stated maturity, or such material
indebtedness shall not be paid as and when due and payable (in each case, giving
effect  to  any  applicable  grace  periods);

          (d)     Default  in the due observance or performance of any covenant,
condition or agreement contained in Sections 6 and 7 of this Loan Agreement; and
such  default  shall  not be cured within 15 days after the earlier of knowledge
thereof by an officer of the Borrower, or after written notice of the default is
delivered  by  the  Bank,  but if the default is subject to cure and the cure is
being  diligently  pursued by appropriate means at the end of such 15 days, then
Borrower  shall  have  an  additional  15  days thereafter to complete the cure;

          (e)     Default  in the due observance or performance of any covenant,
condition or agreement to be observed or performed pursuant to the terms of this
Loan  Agreement,  and  such  default shall not be cured within 15 days after the
earlier  of  knowledge  there of by an officer of the Borrower, or after written
notice of the default is delivered by the Bank, but if the default is subject to
cure and the cure is being diligently pursued by appropriate means at the end of
such  15  days,  then  Borrower  shall  have an additional 15 days thereafter to
complete  the  cure;

          (f)     The termination of its guarantee by the Guarantor or any other
guarantor  of Loan; provided, however, any such termination shall not affect the
rights  of the Bank and obligations of the Guarantor existing at the time of the
Bank's  receipt  of  written  notice  of  the  termination  of  guaranty;

<PAGE>

          (g)     The Borrower or Guarantor shall (1) make an assignment for the
benefit  of  creditors,  file a petition in bankruptcy, petition or apply to any
tribunal  for  the  appointment of a custodian, receiver or any trustee or shall
commence  any  proceeding  under  any  bankruptcy,  reorganization, arrangement,
readjustment  of  debt,  dissolution  or  liquidation  law  or  statute  of  any
jurisdiction,  whether  now  or hereafter in effect; or if there shall have been
filed  any  such petition or application, or any such proceeding shall have been
commenced  against  any of them in which an order for relief is entered or which
remains  undismissed  for  a  period  thirty  (30) days or more; the Borrower or
Guarantor,  by  any  act  or omission, shall indicate consent to, approval of or
fail  to timely object to, any such petition, application or proceeding or order
for  relief  or  for  the appointment of a custodian, receiver or any trustee or
shall  suffer  any  such  custodianship, receivership or trusteeship to continue
undischarged for a period of thirty (30) days or more; (2) generally not pay its
debts  as  such  debts  become  due or admit in writing its inability to pay its
debts  as  they  mature;  or  (3)  have  concealed,  removed, or permitted to be
concealed  or  removed,  any  part  of  its properties or assets, with intent to
hinder,  delay  or  defraud  its creditors or any of them, or made or suffered a
transfer  of  any  of its property which may be fraudulent under any bankruptcy,
fraudulent  conveyance  or  similar  law, or shall have made any transfer of its
property  to  or  for  the  benefit of a creditor at a time when other creditors
similarly  situated  have  not  been  paid; or shall have suffered or permitted,
while  solvent, any creditor to obtain a lien upon any Collateral, through legal
proceedings  or  distraint, which is not vacated or "bonded off" within ten (10)
days from the date thereof; or (4) be "insolvent" as such term is defined in the
Bankruptcy  Code,  11  U.S.C.  Sec.101(31).

     8.2     DEFAULT  RATE.  From  and  after  the  occurrence  of  an  Event of
             -------------
Default,  the  Loan  shall  accrue  interest  at  the  Default  Rate.

                             SECTION 9. REMEDIES

     From  and  after  the  occurrence  of  an  Event  of  Default:

     9.1     TERMINATION  OF  ADVANCES  AND ACCELERATION.  Bank may, at its sole
             -------------------------------------------
option  cease  making  Advances  under  this  Loan  Agreement and/or declare the
principal  of and interest on the Loan and all other obligations due by Borrower
hereunder to be immediately due and payable without presentment, demand, protest
or  notice  of  any  kind, all of which are hereby expressly waived, anything in
this  Loan  Agreement to the contrary notwithstanding, and all amounts hereunder
shall  then  be  immediately  due  and  payable.

     9.2     COLLATERAL.  With  respect  to  the  Collateral,  Bank  may:
             ----------

          (a)     Sell  the  Collateral  at  either a public or private sale, or
both,  by way of one or more contracts or transactions, for cash or on terms, in
such  manner  and  at  such  places  (including  Borrower's  premises)  as  Bank
determines  is commercially reasonable.  It is not necessary that the Collateral
be  present  at any such sale.  Bank shall give notice of the disposition of the
Collateral  as  follows:

<PAGE>

               (1)     Bank  shall  give  Borrower notice in writing of the time
and  place  of  public  sale,  or,  if  the sale is a private sale or some other
disposition  other  than a public sale is to be made of the Collateral, the time
on  or  after  which  the  private  sale or other disposition is to be made; and

               (2)     The  notice  shall  be  personally  delivered  or mailed,
postage  prepaid, to Borrower as provided in Section 10 below, at least ten (10)
days  before the earliest time of disposition set forth in the notice; no notice
needs to be given prior to the disposition of any portion of the Collateral that
is  perishable  or  threatens  to decline speedily in value or that is of a type
customarily sold on a recognized market; provided, however, that Bank may credit
                                         --------  -------
bid  and  purchase  the  Collateral  at  any  public  sale.

          (b)     Bank  may seek the appointment of a receiver or keeper to take
possession  and operate, as applicable all or any portion of the Collateral, and
to  the  maximum  extent  permitted  by  law, may seek the appointment of such a
receiver  without  the  requirement  of  prior  notice  or  a  hearing;

          (c)     Bank  shall have all other rights and remedies available to it
at law or in equity pursuant to any other loan documents execution in connection
herewith.  The  rights  and  remedies of Bank hereunder shall be cumulative, and
not  exclusive.  The exercise of one or more such remedies shall not preclude or
prevent  Bank  from,  at  the  same  time, or at any other time, resorting to or
exercising  the  same  or  other  rights,  powers, privileges or remedies herein
granted  to  it  or  to  which  it  might  otherwise  legally  resort.

     9.3     APPLICATION  OF PROCEEDS UPON DISPOSITION OF COLLATERAL.  Apply, at
             -------------------------------------------------------
Bank's  option,  the  proceeds of any sale of the Collateral as well as all sums
received  or  collected  by  Bank  from  or on account of such Collateral and/or
additional  or  substitute  collateral to (a) the payment of reasonable expenses
incurred  or  paid  by Bank in connection with any sale, transfer or delivery of
the  Collateral  and/or  such  additional  or substitute collateral, and (b) the
payment  of  the obligations or any part thereof, all in such order or manner as
Bank in its sole discretion may determine, irrespective of the date of maturity.
All acts done or to be done by Bank in conformity with the powers herein granted
are  hereby  ratified and confirmed by Borrower.  Borrower agrees to pay to Bank
any  deficiency  in  the  event  the  proceeds  of  any  foreclosure sale of the
Collateral  are  insufficient  to  satisfy the Loan obligations in full and Bank
shall  have  the  right  to  sue  Borrower  for  such  deficiency.

     9.4     RIGHT TO INCOME.  Unless such Event of Default is waived in writing
             ---------------
by  Bank, Bank may, at its sole discretion, collect, receive and receipt for all
income, interest, earnings or profits (including any dividends) now or hereafter
payable  upon or on account of the Collateral without any responsibility however
for its failure to do so.  The sums or property so collected or received by Bank

<PAGE>

on  account  of  the Collateral, and pursuant to this Section 9.4, shall be held
and retained by Bank as further security for the Obligations and shall be deemed
automatically  to  be  Collateral  under  this  Loan  Agreement.

     9.5     CASH  COLLATERALIZATION  OF  LETTERS  OF  CREDIT.  Bank  may,
             ------------------------------------------------
irrespective  of  whether  it  is  taking  any  of the actions described in this
Section  or  otherwise,  make  demand  upon Borrower to, and forthwith upon such
demand Borrower will, pay to Bank in same-day funds, for deposit in such account
as  Bank  shall  specify (the "L/C Cash Collateral Account"), an amount equal to
105%  of  the  Letter  of  Credit  Obligations  then  outstanding.  The L/C Cash
Collateral  Account shall be in the name and under the sole dominion and control
of  Bank.  Bank shall have no obligation to invest any amounts on deposit in the
L/C  Cash  Collateral  Account.  Borrower grants to Bank, a lien on and security
interest  in  the L/C Cash Collateral Account and all amounts on deposit therein
as  collateral  security  for the performance of its obligations under this Loan
Agreement  and the other loan documents. Bank shall have all rights and remedies
available  to  it  under  applicable law with respect to the L/C Cash Collateral
Account  and  all  amounts  on  deposit  therein.

     9.6     RIGHT TO SETOFF. In addition to any rights now or hereafter granted
             ---------------
under  applicable  law  and not by way of limitation of any such rights, Bank is
hereby  authorized  by  Borrower  at  any  time  or from time to time, after the
occurrence  of  an Event of Default, without notice to Borrower, or to any other
person,  any  such  notice  being  hereby  expressly  waived,  to set off and to
appropriate  and  to  apply  any  and  all deposits (general or special, time or
demand, including, but not limited to, indebtedness evidenced by certificates of
deposit,  in  each case whether matured or unmatured) and any other Indebtedness
at any time held or owing by Bank, its branches, subsidiaries or affiliates, for
the  credit or the account of Borrower against and on account of the obligations
and liabilities of Borrower to Bank under this Loan Agreement and any other loan
document, including, but not limited to, all claims of any nature or description
arising out of or connected with this Loan Agreement or any other loan document,
irrespective  of  whether or not: (a) Bank shall have made any demand hereunder;
or  (b)  Bank  shall have declared the principal of and interest on the Loan and
the  Loan  Agreement  and  other  amounts  due  hereunder to be due and payable.

     9.7     BANK'S  LIABILITY  FOR  COLLATERAL.  Borrower hereby agrees that so
             ----------------------------------
long as Bank complies with its obligations, if any, under the Uniform Commercial
Code  as  in effect from time to time in the State of Florida, Bank shall not in
any  way  or  manner  be  liable  or responsible for: (a) the safekeeping of the
Collateral, (b) any loss or damage thereto occurring or arising in any manner or
fashion  from any cause, (c) any diminution in the value thereof, (d) any act or
default  of  any  carrier,  warehouseman,  bailee,  forwarding  agency, or other
persons, and all risk of loss, damage, or destruction of the Collateral shall be
borne  by  Borrower.

                              SECTION 10.  NOTICES

     All  notices,  requests,  demands  or  other  communications to or from the
parties hereto shall be deemed to have been duly given and made: (a) in the case
of  a  letter sent other than by mail, when the letter is delivered to the party

<PAGE>

to  whom  it  is addressed; (b) in the case of a telegram or facsimile document,
when  the  telegram  or  facsimile  is sent; (c) in the case of a letter sent by
mail,  three  (3) days from the day on which the letter is deposited in a United
States  post  office, certified mail, return receipt requested, and addressed as
follows:

     If  to  the  Borrower
      or  Guarantor:          DEER  VALLEY  HOMEBUILDERS,  INC.
                              Attention:  Joel  Logan,  President
                              205  Carriage  Street
                              Guin,  Alabama  35563

     with  a  copy  to:       BUSH  ROSS,  P.A.
                              Attention:  Brent  A.  Jones
                              220  S.  Franklin  Street
                              Tampa,  Florida  33602

     If  to  the  Bank:       FIFTH  THIRD  BANK
                              Attention:  Chad  Loar,  Vice  President
                              201  East  Kennedy  Blvd.,  Suite  1800
                              Tampa,  Florida  33602

     with  a  copy  to:       FISHER  &  SAULS,  P.A.
                              Attention:  Kenneth  E.  Thornton
                              100  Second  Avenue  South,  Suite  701
                              St.  Petersburg,  Florida  33701

                           SECTION 11.  MISCELLANEOUS

     11.1     COSTS.  The  Borrower  hereby  agrees to pay to the Bank all costs
              -----
and  expenses  of  every kind and description incurred by the Bank in connection
with  the enforcement and protection in any legal or equitable proceeding of the
rights  of  the  Bank  in connection with this Loan Agreement, and in connection
with  any  action  or  claim  under  this Loan Agreement, or in any wise related
thereto, including, without limitation, the reasonable fees and disbursements of
counsel  to  the  Bank.  In the event of litigation arising out of or related to
this  agreement,  the  prevailing party shall be entitled to reasonable fees and
costs  of  its  counsel.

     11.2     SEVERABILITY.  The  provisions  of  this  Loan  Agreement  are
              ------------
severable,  and  if any provision hereof shall be held by any court of competent
jurisdiction  to  be  unenforceable, such holding shall not affect or impair any
other  provision  hereof.

     11.1     GOVERNING  LAW.  THIS  LOAN  AGREEMENT  SHALL  BE  CONSTRUED  IN
              --------------
ACCORDANCE  WITH  AND  GOVERNED  BY  THE  INTERNAL  LAWS OF THE STATE OF FLORIDA
WITHOUT  GIVING  EFFECT  TO  PRINCIPLES  OF  CONFLICT  OF  LAWS.

<PAGE>

     11.2     INDEMNITY.  Borrower  agrees  to  indemnify and hold harmless Bank
              ---------
and  each  of  its  affiliates, employees, representatives, officers, directors,
agents  and  attorneys  (any of the foregoing shall be an "Indemnitee") from and
                                                           -----------
against  any  and  all  claims,  liabilities,  losses,  damages,  actions,
investigations,  proceedings,  attorneys'  fees  and  expenses (as such fees and
expenses  are  incurred and irrespective of whether suit is brought) and demands
by  any  party,  including the costs of investigating and defending such claims,
actions, investigations or proceedings, and the costs of answering any discovery
served  in  connection  therewith, whether or not Borrower or the person seeking
indemnification  is  the  prevailing party and whether or not the person seeking
indemnification  is  a party to any such action or proceeding (a) resulting from
any  breach  or  alleged breach by Borrower of any representations or warranties
made  hereunder, or (b) arising out of (1) the Loan or otherwise under this Loan
Agreement,  including  the  use  of  the  proceeds  of the Loan hereunder in any
fashion  by  Borrower  or  the  performance  of  its  obligations under the loan
documents  by  Borrower,  (2)  allegations  of  any participation by Bank in the
affairs  of  Borrower,  or  allegations  that  Bank has any joint liability with
Borrower  for  any  reason, or (3) any claims against Bank by any shareholder or
other investor in or lender to Borrower, by any brokers or finders or investment
advisers or investment bankers retained by Borrower or by any other third party,
for  any  reason  whatsoever,  or (c) in connection with taxes (other than taxes
imposed  on the overall net income of the Bank), fees, and other charges payable
in connection with the Loan, or the execution, delivery, and enforcement of this
Loan  Agreement, the other loan documents, and any subsequent amendments thereto
or  waivers  of  any  of  the  provisions  thereof,  unless  the  person seeking
indemnification under clause (a), (b) or (c) of this Section 11.2, is determined
in  such  case  to  have acted or failed to act with gross negligence or willful
misconduct  by  a  non-appealable  judicial  order.

     11.5     INTERPRETATION.  To  the extent not otherwise provided for hereby,
              --------------
the  course of dealing by and between the Bank and the Borrower shall control in
the  determination  and  interpretation  of  the  rights  of the parties hereto.
Further,  to the extent not otherwise provided for hereby nor by or inconsistent
with the course of dealing by and between the parties hereto, the usage of trade
in  transactions  substantially  similar to the transactions contemplated herein
shall  control  in  the  determination  and  interpretation of the rights of the
parties  hereto.

     11.6     REVIVAL  AND  REINSTATEMENT  OF OBLIGATIONS.  If the incurrence or
              -------------------------------------------
payment  of  the obligations by Borrower or the transfer to Bank of any property
should  for any reason subsequently be declared to be void or voidable under any
state  or federal law relating to creditors' rights, including provisions of the
bankruptcy  code  relating  to  fraudulent  conveyances,  preferences,  or other
voidable  or  recoverable  payments  of  money  or  transfers  of  property
(collectively,  a  "Voidable  Transfer"),  and  if  Bank is required to repay or
                    -------------------
restore,  in  whole  or  in part, any such Voidable Transfer, or elects to do so
upon  the  reasonable  advice  of  its  counsel,  then,  as to any such Voidable
Transfer,  or  the  amount  thereof  that Bank is required or elects to repay or
restore,  and  as  to all costs, expenses, and reasonable attorneys fees of Bank

<PAGE>

related  thereto,  the  liability  of  Borrower  automatically shall be revived,
reinstated,  and  restored  and shall exist as though such Voidable Transfer had
never  been  made.

     11.7     ATTORNEY-IN-FACT.  The  Borrower  hereby constitute any officer of
              ----------------
the  Bank as attorney-in-fact, with power to receive and open all mail addressed
to  them; to endorse their name on any notes, acceptances, checks, drafts, money
orders or other evidences of payment or collateral that may come into the Bank's
possession;  to sign their name on any invoice or bill of lading relating to any
Account  Receivable,  or  on  drafts  against  customers,  to  send requests for
verification  of  Accounts Receivable to any account debtor and, to do all other
acts  and  things necessary to carry out this Loan Agreement; provided, however,
the  Bank  agrees  that  it shall not exercise the powers conferred upon in this
Section  11.7  until  the  occurrence of an Event of Default, or an event which,
with  the  giving of notice or the passage of time, or both, would constitute an
Event of Default.  All acts of said attorney or designee are hereby ratified and
approved  by the Borrower and the Guarantor, and said attorney or designee shall
not  be  liable  for  any  acts  of  commission or omission nor for any error of
judgment  or  mistake  of  fact  or  law,  unless  said  attorney or designee is
determined  in such case to have acted or failed to act with gross negligence or
willful  misconduct  by  an  non-appealable  judicial order..  This power, being
coupled with an interest, is irrevocable so long as any obligations, monetary or
otherwise,  remain,  due  to  the  Bank  from  the  Borrower  or  the Guarantor.

     11.8    HEADINGS.  The  name  of  this  Loan Agreement, as well as Section
             --------
headings  used  herein,  are  for  conveniences of reference only and are not to
affect  the construction of, or be taken into consideration in interpreting this
Loan  Agreement.

     11.9    TERMS.  Any  term  used herein shall be equally applicable to both
             -----
the  singular  and  plural  forms.

     11.10   JURY  TRIAL.  BORROWER,  GUARANTOR AND THE BANK HEREBY KNOWINGLY,
             -----------
VOLUNTARILY, INTENTIONALLY, AND IRREVOCABLY WAIVE THE RIGHT ANY OF THEM MAY HAVE
TO A TRIAL BY JURY IN RESPECT TO ANY LITIGATION, WHETHER IN CONTRACT OR TORT, AT
LAW  OR  IN EQUITY, BASED HEREON, OR ARISING OUT OF, UNDER OR IN CONNECTION WITH
THIS  LOAN  AGREEMENT  AND  ANY  OTHER DOCUMENT OR INSTRUMENT CONTEMPLATED TO BE
EXECUTED  IN  CONJUNCTION HEREWITH, OR ANY COURSE OF CONDUCT, COURSE OF DEALING,
STATEMENTS  (WHETHER  VERBAL  OR  WRITTEN) OR ACTIONS OF ANY PARTY HERETO.  THIS
PROVISION  IS  A  MATERIAL  INDUCEMENT  FOR  THE  BANK  ENTERING  INTO THIS LOAN
AGREEMENT.  FURTHER,  BORROWER HEREBY CERTIFIES THAT NO REPRE-SENTATIVE OR AGENT
OF  THE  BANK,  NOR THE BANK'S COUNSEL, HAS REPRESENTED, EXPRESSLY OR OTHERWISE,
THAT  THE  BANK WOULD NOT, IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS
WAIVER  OF  RIGHT  TO  JURY  TRIAL PROVISION.  NO REPRESENTATIVE OR AGENT OF THE
BANK,  NOR  BANK'S COUNSEL HAS THE AUTHORITY TO WAIVE, CONDITION, OR MODIFY THIS
PROVISION.

<PAGE>

     IN WITNESS WHEREOF, the parties hereto have caused this Loan Agreement to
be executed and delivered as of the day and year first above written.

WITNESSES:                    "BORROWER"

                              DEER  VALLEY  HOMEBUILDERS,  INC.,
                              an  Alabama  corporation


-----------------------------     By:-------------------------------------
Signature  of  Witness               Joel  Logan,  as  its  President

----------------------------------
Print  or  type  Name  of  Witness

----------------------------------          (CORPORATE  SEAL)
Signature  of  Witness

----------------------------------
Print  or  type  Name  of  Witness

                              "GUARANTOR"

                               CYTATION  CORP.,  a  Delaware  corporation


------------------------------    By:--------------------------------------
Signature  of  Witness               Charles  G.  Masters, as its President

----------------------------------
Print  or  type  Name  of  Witness

----------------------------------               (CORPORATE  SEAL)
Signature  of  Witness

----------------------------------
Print  or  type  Name  of  Witness

                              DEERVALLEY  ACQUISITIONS  CORP.,
                              a  Florida  corporation


-----------------------------     By:--------------------------------------
Signature  of  Witness               Charles  G.  Masters, as its President

----------------------------------
Print  or  type  Name  of  Witness

-----------------------------------          (CORPORATE  SEAL)
Signature  of  Witness

----------------------------------
Print  or  type  Name  of  Witness

<PAGE>

                              "BANK"

                              FIFTH  THIRD  BANK,
                              a  Michigan  banking  corporation


--------------------------------     By:-------------------------------------
Signature  of  Witness               Chad  Loar,  as  its  Vice  President

----------------------------------
Print  or  type  Name  of  Witness

----------------------------------          (CORPORATE  SEAL)
Signature  of  Witness

----------------------------------
Print  or  type  Name  of  Witness


STATE  OF  ALABAMA
COUNTY  OF
            ----------------

     The foregoing instrument was acknowledged before me this      day of April,
                                                             ------
2006,  by Joel Logan, as President of DEER VALLEY HOMEBUILDERS, INC., an Alabama
corporation,  on  behalf  of  the  corporation.

----- Personally known                  ----------------------------------
----- Florida Driver's License          Notary Public
----- Other Identification Produced

      -----------------          -------------------------------------
      -----------------          Print or type name of Notary

                                        (SEAL)

STATE  OF  ALABAMA
COUNTY  OF
           ----------------

     The foregoing instrument was acknowledged before me this      day of April,
                                                             ------
2006,  by  Charles  G.  Masters,  as  President  of  CYTATION  CORP., a Delaware
corporation,  on  behalf  of  the  corporation.

---- Personally known               ----------------------------------
---- Florida Driver's License          Notary Public
---- Other Identification Produced
     -----------------          --------------------------------------
     ----------------           Print or type name of Notary

                                        (SEAL)

STATE  OF  ALABAMA
COUNTY  OF
          ----------------

     The foregoing instrument was acknowledged before me this ____ day of April,
2006,  by  Charles  G. Masters, as President of DEERVALLEY ACQUISITIONS CORP., a
Florida  corporation,  on  behalf  of  the  corporation.

---- Personally known                --------------------------------
---- Florida Driver's License          Notary Public
---- Other Identification Produced

     -----------------          -------------------------------------
     -----------------          Print or type name of Notary

                                        (SEAL)

<PAGE>

STATE  OF  ALABAMA
COUNTY  OF
          --------------------

     The  foregoing instrument was acknowledged before me this ___ day of April,
2006,  by  Chad  Loar, as Vice President of FIFTH THIRD BANK, a Michigan banking
corporation,  on  behalf  of  the  Bank.

---- Personally known               ---------------------------------
---- Florida Driver's License          Notary Public
---- Other Identification Produced
     -----------------          -------------------------------------
     -----------------          Print or type name of Notary

                                        (SEAL)
ATTACHMENTS:
-----------
     Exhibit  "A"  -  Borrowing  Base  Certificate
     Exhibit  "B"  -  Litigation  Notice

<PAGE>

                                   EXHIBIT "A"
                           BORROWING BASE CERTIFICATE
                           --------------------------



FIFTH  THIRD  BANK
201  East  Kennedy  Blvd.,  Suite  1800
Tampa,  Florida  33602

Pursuant  to  the  Loan and Security Agreement, Borrower hereby certifies, as of
the  above  date,  the  following:

(A)  Current  Value  of  Inventory                              $
                                                                 --------------
(B)  Less:  Ineligibles                                         $
                                                                 --------------
(C)  Net  Amount  of  Inventory  (A)  Less  (B)                 $
                                                                 --------------
(D)  50%  of  (C)  Not  To  Exceed  $1,250,000.00               $
                                                                 --------------
(E)  Aggregate  Amount  of  Accounts  Receivable                $
                                                                 --------------
(F)  Less:  Ineligibles

     Accounts  over  90  days                         $
                                                       ------------
     Accounts  with  Account  Debtors  having
     in  excess  of  25%  of  total  Eligible  A/R    $
                                                       ------------
     Other  (if  applicable)                          $
                                                       ------------
     Total  Ineligible                                $
                                                       ------------

(G)  Net Amount of Eligible Accounts Receivable (E) Less (F)    $
                                                                 --------------
(H)  80%  of  (G)                                               $
                                                                 --------------
(I)  CURRENT  BORROWING  BASE:                                  $
     (D)  Plus  (H)                                              --------------

(J)  The  aggregate  unpaid  principal                          $
     Owed  to  Bank  is  (will  not  exceed  maximum             --------------
     loan  limit  or  (I)  above)

(K)  Availability  (I)  Less  (J),  Less  all  issued and       $
     Outstanding  Letters  of  Credit,                           --------------
     Not  to  exceed  the  maximum  loan  limit  of  $  2,500,000.00

<PAGE>

The  undersigned  hereby certifies, represents, and warrants to FIFTH THIRD BANK
(the  "Bank")  as  follows:

1.     All the representations and warranties contained in the Loan and Security
Agreement or in any other related loan document are true and correct on the date
hereof.

2.     No  event  of default has occurred, or would result from the advance made
in  connection herewith, that constitutes an Event of Default under the Loan and
Security  Agreement  or  any  other  related  document.

3.     The  description  of  Eligible  Inventory  and  Eligible Accounts and the
values  assigned  thereto  are  true  and  correct in all material respects (see
attached  inventory  declaration  and  accounts receivable aging).  We are legal
owners  of  the  inventory  and the accounts receivable as identified above.  We
further  certify  that  the  inventory  is  in  good  condition and that storage
conditions  are  safe  and  satisfactory  for  this  type  of  inventory.

4.     The  aggregate  unpaid  principal balance of the Loan does not exceed the
lesser  of  the  $2,500,000.00 (after taking into account issued and outstanding
Letters  of  Credit)  Commitment  or  Borrowing  Base.

This  shall  also  certify  that,  for  the  month  ending,  200___, DEER VALLEY
HOMEBUILDERS, INC., an Alabama corporation (the "Borrower" or "Corporation") was
in  compliance  with  the following covenants contained in the Loan and Security
Agreement  between  Bank  and  Borrower  dated  April  ___,  2006.

     COVENANT                                         ACTUAL         COMPLIANCE
     --------                                         ------------------------

1.   Maintain  a  Debt  Service  Coverage             -----------  -----------
     Ratio  of  not  less  than  1.25  to  1.00
     "Debt  Service  Coverage  Ratio"  is
     (1)  (A)  Net  Income  of  Borrower,
     plus  (B)  Interest  Expense,
     plus  (C)  Depreciation  &  Amortization,
     minus  (D)  Distributions,
     minus  (E)  Extraordinary  Income  /
     Non-Recurring  Income,
     divided  by  (2)  (A)  Current  Portion  of
     Long  Term  Debt  Payments,
     plus  (2)  Interest  Expense

<PAGE>

2.   Maintain  a  Debt  to  Tangible  Net             -----------  -----------
     Worth  Ratio  of  Not  More  than
     2.00  to  1.00
     "Debt  to  Tangible  Net  Worth  Ratio"  is:
     (1)  (A)  Total  Liabilities  of  Borrower,
     minus  (B)  Subordinated  Debt,
     divided  by  (2)  (A)  Net  Worth,
     plus  (B)  Subordinated  Debt,
     minus  (C)  Intangibles,
     minus  (D)  Related  Party  Receivables



By:                                           By:
   -------------------------------               ----------------------------

Its:                                          Its:
    ------------------------------                ---------------------------

Date:              ,  200                     Date:               ,  200
     -------------       ---                       --------------       ----

<PAGE>

                                   EXHIBIT "B"
                                LITIGATION NOTICE

     Jason  Don  Gann  v.  Deer  Valley  Homebuilders,  Inc.,  is  a  worker's
compensation  and  retaliatory  discharge  claim  filed  by an ex-employee.  The
Company's worker's compensation insurance is defending the worker's compensation
portion of this lawsuit and the retaliatory discharge claim is being defended by
the  Company.  That issue should be resolved without any material adverse affect
on  the  Company

<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.2
<SEQUENCE>3
<FILENAME>ex10-2.txt
<DESCRIPTION>FORM OF REVOLVING CREDIT NOTE
<TEXT>
Exhibit 10.2



                              REVOLVING CREDIT NOTE
                              ---------------------
                                  (the "Note")

$2,500,000.00                                           DATED:  APRIL  12,  2006
--------------------------------------------------------------------------------

     FOR  VALUE  RECEIVED,  the  undersigned borrower, DEER VALLEY HOMEBUILDERS,
INC.,  an  Alabama  corporation (the "Borrower") promises to pay to the order of
FIFTH  THIRD  BANK,  a  Michigan  banking  corporation (the "Lender"), at 201 E.
Kennedy  Blvd.,  Suite  1800, Tampa, FL 33602 , or at such other place as Lender
may  from time to time designate in writing, with payment due as provided herein
and  in  the  Revolving Credit Loan and Security Agreement of even date herewith
(the  "Credit  Agreement"), the principal sum not to exceed $2,500,000.00, or so
much  thereof  as  has  been  disbursed  for  advances  hereunder.

     The  Interest  Rate  shall  be  a variable rate at 260 basis points (2.60%)
above  the  One-Month  "LIBOR-Index  Rate", and shall be adjusted every month on
each  Interest Rate Determination Date with all such interest rate terms defined
as  set  forth  in  "ADDENDUM  A"  attached  hereto  and  made  a  part  hereof.

     Principal  and  interest  shall  be  due  and  payable  as  follows:

          (a)     To  the  extent accrued, interest only, as stated above, shall
be  payable  monthly  commencing  May 1, 2006, and continuing on the same day of
each  month  thereafter on the principal outstanding from time to time until the
loan  maturity  date  at  which  time  the  outstanding  indebtedness,  whether
principal,  accrued  interest  or  otherwise,  shall be due and payable in full.

          (b)     The  principal amount evidenced hereby may be borrowed (and to
the  extent  any principal amount advanced hereunder is repaid by Borrower, such
sum  may be borrowed again) until this Note is terminated.  At no time, however,
shall  the  principal  balance  outstanding  hereunder  exceed  $2,500,000.00.

     If  any  payment on this Note becomes due and payable on a Saturday, Sunday
or  legal  holiday  under the laws of the State of Florida, the maturity thereof
shall be extended to the next succeeding business day and interest thereon shall
be  payable  at  contract  rate  of  interest  during  such  extension.

     As provided in the Credit Agreement, the Note is to be utilized by Borrower
on  a  revolving  credit  basis for working capital requirements and a Letter of
Credit  facility  utilized to support letters of credit issued by Lender for the
benefit  of  Borrower.

     This  Loan  facility  matures  one  (1)  year from the date hereof.  If any
letters  of  credit  supported by this Loan facility are redeemed, the amount so
redeemed  is  due  on  demand in accordance with the Credit Agreement.  Upon the
occurrence  of  any one or more of the Events of Default specified in the Credit
Agreement  or  in  any  other  document  or  instrument  delivered in connection

<PAGE>

therewith  and following notice and the expiration of all cure periods (if any),
all amounts then remaining unpaid on this Note may be declared to be immediately
due  and  payable.  Advances  under this Note shall be requested by Borrower and
evidenced  as  a  debit  to  Borrower's  loan  account.

     Borrower may repay all or part of the principal balance at any time without
penalty.  Such prepayment shall be accompanied by payment of any unpaid interest
accrued  to  the  time of such prepayment.  All payments made hereunder shall at
Lender's option first be applied to late charges, then to accrued interest, then
to  principal.  Permitted  partial prepayments shall not affect or vary the duty
of Borrower to pay all obligations when due, and they shall not affect or impair
the  right of Lender to pursue all remedies available to it hereunder, under the
security  instruments  securing  this  indebtedness,  or  under  any  other loan
documents  or  guaranty  executed  in  connection  herewith.

     The  terms  and provisions of this Note are to be governed by and construed
under  the laws of the State of Florida and of the United States of America, and
the  rules  and  regulations promulgated under the authority thereof.  It is the
intent  of  this  Note that such laws shall be interpreted in such a manner that
after  default  the  maximum  rate  of  interest allowed to be contracted for by
applicable  law  as  changed  from time to time which is applicable to this Note
(hereinafter  called  the  "Maximum  Rate")  be  as  great  as  possible.

     In  the  event that any payment of principal or interest is not made within
ten  (10)  days  after the date when due hereunder, it is hereby agreed that the
Lender  shall  have  the option of collecting five percent (5%) of the amount of
each  such  delinquent payment; provided, however, such late fee shall not apply
to  the  lump  sum payment of the principal on the Maturity Date or the lump sum
payment of principal upon acceleration..  Said late charge and/or interest shall
be  immediately  due  and  payable  in  full  on  demand  by  the  Lender.

     In  no  event  shall  Lender have the right to charge or collect, nor shall
Borrower  be required or obligated to pay, interest or payments in the nature of
interest, which would result in interest being charged or collected at a rate in
excess  of the Maximum Rate.  In the event that any payment which is interest or
in  the nature of interest is made by Borrower or received by Lender which would
result in the rate of interest being charged or collected by the Lender being in
excess  of  the  Maximum Rate, then the portion of any such payment which causes
the  rate  of  interest  being charged or collected by Lender exceed the Maximum
Rate  (hereinafter  called  the  "excess sum") shall be credited as a payment of
principal.  If  Borrower notifies Lender in writing that Borrower elects to have
such  excess  sum  returned  to  Borrower,  such excess sum shall be returned to
Borrower.  In  the  event that any such overcharge is discovered after this Note
has  been  paid in full, then the amount of such excess sum shall be returned to
Borrower  together  with interest thereon from the date such excess sum was paid
or  collected  at  the  same rate as was due Lender during such period under the
terms  of this Note.  All excess sums credited to principal shall be credited as
of  the  date  paid  to  Lender.

<PAGE>

     The  "Default Interest Rate" shall be five percent (5%) per annum above the
contract interest rate set forth above, but not exceeding 18% per annum.  Upon a
failure  by Borrower to repay principal upon demand by Lender made not less than
ten  (10)  days  after  the  date  due  hereunder, Lender may declare the entire
principal  and  interest then remaining unpaid to be immediately due and payable
without  further notice or demand, and the entire unpaid principal balance shall
bear  interest  at  the  "Default  Interest  Rate".  In  addition  to the rights
described  in  this paragraph, Lender shall have the right to exercise all other
rights  or remedies provided by law or at equity and shall specifically have the
right  to  recover  all  damages  resulting from such default including, without
limitation,  the  right  to  recover the payment of all amounts owing to Lender.
Exercise  of any of these options shall be without notice to Borrower, notice of
such  exercise  being  hereby  expressly  waived.

     Time is of the essence hereunder.  In the event that this Note is collected
by  law or through attorneys at law, or under advice therefrom, Borrower and any
other  person liable for payment hereof, to the extent of such liability, hereby
agree  to  pay all costs of collection, including reasonable attorneys' fees and
costs  (including  charges for paralegals and others working under the direction
or  supervision  of  Lender's  attorneys)  and  all  sales or use taxes thereon,
whether  or  not  suit  is  brought,  and  whether  incurred  in connection with
collection,  trial,  appeal,  bankruptcy  or  other  creditor's  proceedings  or
otherwise.

     Borrower  authorizes  Lender,  from time to time, to debit any account that
Borrower  may  have  with  Lender  in  the  name of Borrower, for any payment of
principal  or  interest  past  due  hereunder  for the amount of such payment of
principal or interest.  Exercise of this right shall be optional with Lender and
the  provisions  of  this paragraph shall not be construed as releasing Borrower
from  the  obligation to make payments of principal or interest according to the
terms  hereof.  Borrower  shall have no right of setoff against the Lender under
this  Note  or  any  instrument  securing  this  Note.

     The  remedies  of  Lender  as  provided  herein  shall  be  cumulative  and
concurrent,  and  may  be  pursued singularly, successively, or together, at the
sole  discretion  of  Lender.  No  act  of  omission  or  commission  of Lender,
including  specifically  any  failure to exercise any right, remedy or recourse,
shall be deemed to be a waiver or release of the same, such waiver or release to
be  effected only through a written document executed by Lender and then only to
the  extent specifically recited therein.  A waiver or release with reference to
any  one event shall not be construed as continuing, as a bar to, or as a waiver
of  release  of,  any  subsequent  right,  remedy or recourse as to a subsequent
event.

     Borrower,  for itself and its successors and assigns, hereby: (a) expressly
waives  any presentment, demand for payment, notice of dishonor, protest, notice
of nonpayment or protest, all other forms of notice whatsoever, and diligence in
collection;  (b)  agrees  that  Lender, in order to enforce payment of this Note
against them shall not be required first to institute any suit or to exhaust any
of  its remedies against any Borrower or any other person or party or to attempt
to  realize  on  the  collateral  for  this  Note.

<PAGE>

     BORROWER  AND ANY OTHER PERSON LIABLE FOR PAYMENT HEREOF, BY EXECUTING THIS
NOTE  OR  ANY  OTHER  DOCUMENT  CREATING SUCH LIABILITY, WAIVE THEIR RIGHTS TO A
TRIAL  BY  JURY IN ANY ACTION WHETHER ARISING IN CONTRACT OR TORT, BY STATUTE OR
OTHERWISE,  IN  ANY  WAY  RELATED  TO  THIS  NOTE.  THIS PROVISION IS A MATERIAL
INDUCEMENT FOR LENDER'S EXTENDING CREDIT TO BORROWER AND NO WAIVER OR LIMITATION
OF  LENDER'S  RIGHTS HEREUNDER SHALL BE EFFECTIVE UNLESS IN WRITING AND MANUALLY
SIGNED  ON  LENDER'S  BEHALF.

     Borrower acknowledges that the above paragraph has been expressly bargained
for  by Lender as part of the loan evidenced hereby and that, but for Borrower's
agreement  and  the  agreement  of  any  other person liable for payment hereof,
Lender  would not have extended the loan for the term and with the interest rate
provided  herein.

     If  more  than  one  party shall execute this Note, the term "Borrower", as
used  herein,  shall  mean  all  parties signing this Note and each of them, who
shall  be jointly and severally obligated hereunder.  In this Note, whenever the
context  so  requires, the neuter gender includes the feminine and/or masculine,
as  the  case  may  be,  and  the  singular  number  includes  the  plural.

     IN  WITNESS  WHEREOF,  Borrower  has caused this Note to be executed in its
name  on  the  day  and  year  first  above  written.

     THE  UNDERSIGNED  ACKNOWLEDGES  THAT  THE  LOAN  EVIDENCED  HEREBY  IS  FOR
COMMERCIAL  PURPOSES  ONLY  AND  NOT FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES.


                              "BORROWER"

                              DEER  VALLEY  HOMEBUILDERS,  INC.,
                              an  Alabama  corporation


                              By:
                                 -----------------------------------
                                 Joel  Logan,  as  its  President

                                   (CORPORATE  SEAL)

<PAGE>

                               ADDENDUM A TO NOTE
                                LIBOR INDEX RATE

SECTION 1

DEFINITIONS.  As  used  in  this  Addendum,  the  following terms shall have the
meanings  set  forth  below:

"Bank"  shall  mean  Fifth  Third  Bank  and  its  successors  and  assigns.

"Borrower"  shall  collectively  and  individually  refer  to  the  maker of the
attached  note  dated  effective  April  12,  2006  ("Note").  The terms of this
Addendum  are hereby incorporated into the Note and in the event of any conflict
between  the terms of the Note and the terms of this Addendum, the terms of this
Addendum  shall  control.

"Business  Day"  shall  mean, with respect to Interest Periods applicable to the
LIBOR  Rate,  a day on which the Bank is open for business and on which dealings
in  U.S.  dollar  deposits  are  carried  on  in  the  London Inter-Bank Market.

"Interest  Period"  shall  mean a period of one (1) month, provided that (i) the
initial  Interest  Period  may  be less than one month, depending on the initial
funding  date  and (ii) no Interest Period shall extend beyond the maturity date
of  the  Note.

"Interest  Rate  Determination  Date"  shall mean the date the Note is initially
funded  and  the  first  Business  Day  of  each  calendar  month  thereafter.

"LIBOR  Rate"  shall  mean  that  rate  per annum effective on any Interest Rate
Determination  Date  which  is  equal  to  the  quotient  of:

(i)  the  rate  per annum equal to the offered rate for deposits in U.S. dollars
for  a  one  (1)  month  period,  which  rate  appears on that page of Bloomberg
reporting  service,  or  such  similar  service  as determined by the Bank, that
displays  British Bankers' Association interest settlement rates for deposits in
U.S.  Dollars,  as  of  11:00  A.M. (London, England time) two (2) Business Days
prior  to the Interest Rate Determination Date; provided,that if no such offered
                                                --------
rate  appears  on  such page, the rate used for such Interest Period will be the
per  annum  rate of interest determined by the Bank to be the rate at which U.S.
dollar  deposits  for the Interest Period, are offered to the Bank in the London
Inter-Bank  Market  as of 11:00 A.M. (London, England time), on the day which is
two  (2) Business Days prior to the Interest Rate Determination Date, divided by

(ii) a percentage equal to 1.00 minus the maximum reserve percentages (including
any  emergency, supplemental, special or other marginal reserves) expressed as a
decimal (rounded upward to the next 1/100th of 1%) in effect on any day to which
the  Bank  is  subject  with  respect  to any LIBOR loan pursuant to regulations

<PAGE>

issued  by  the Board of Governors of the Federal Reserve System with respect to
eurocurrency  funding (currently referred to as "eurocurrency liabilities" under
Regulation  D).  This percentage will be adjusted automatically on and as of the
effective  date  of  any  change  in  any  reserve  percentage.

"Prime  Rate"  shall  mean the publicly announced prime lending rate of the Bank
from  time  to  time in effect, which rate may not be the lowest or best lending
rate  made  available  by the Bank or, if the Note is governed by Subtitle 10 of
Title 12 of the Commercial Law Article of the Annotated Code of Maryland, "Prime
Rate"  shall  mean  the  Wall Street Journal Prime Rate, which is the Prime Rate
published  in  the "Money Rates" section of the Wall Street Journal from time to
time.

SECTION  2

INTEREST.  The  Borrower shall pay interest upon the unpaid principal balance of
the Note at the LIBOR Rate plus the margin provided in the Note (which principal
balance  shall not include the Letter of Credit Obligations until such Letter of
Credit  Obligations  are  drawn  upon  and  honored  by  the  Bank,  and  remain
unreimbursed  by Borrower). Interest shall be due and payable as provided in the
Note  and  shall  be  calculated  on  the basis of a 360 day year and the actual
number  of  days elapsed. The interest rate shall remain fixed during each month
based  upon  the  interest  rate  established  pursuant  to this Addendum on the
applicable  Interest  Rate  Determination  Date.

SECTION  3

ADDITIONAL  COSTS.  In  the  event  that any applicable law or regulation or the
interpretation  or  administration thereof by any governmental authority charged
with  the  interpretation  or  administration thereof (whether or not having the
force  of law) (i) shall change the basis of taxation of payments to the Bank of
any  amounts  payable by the Borrower hereunder (other than taxes imposed on the
overall  net income of the Bank) or (ii) shall impose, modify or deem applicable
any  reserve, special deposit or similar requirement against assets of, deposits
with  or  for  the  account  of,  or credit extended by the Bank, or (iii) shall
impose  any  other  condition with respect to the Note, and the result of any of
the  foregoing  is to increase the cost to the Bank of making or maintaining the
Note  or  to  reduce  any  amount receivable by the Bank hereunder, and the Bank
determines  that  such  increased  costs  or  reduction in amount receivable was
attributable  to  the  LIBOR  Rate  basis  used  to  establish the interest rate
hereunder,  then  the Borrower shall from time to time, upon demand by the Bank,
pay  to  the  Bank additional amounts sufficient to compensate the Bank for such
increased costs (the "Additional Costs""). A detailed statement as to the amount
of  such  Additional Costs, prepared in good faith and submitted to the Borrower
by  the  Bank, shall be conclusive and binding in the absence of manifest error.

<PAGE>

SECTION  4

UNAVAILABILITY OF DOLLAR DEPOSITS. If the Bank determines in its sole discretion
at  any  time  (the  "Determination  Date")  that it can no longer make, fund or
maintain  LIBOR  based  loans  for  any  reason,  including  without  limitation

<PAGE>

illegality,  or  the  LIBOR  Rate  cannot  be ascertained or does not accurately
reflect  the  Bank's  cost  of funds, or the Bank would be subject to Additional
Costs  that cannot be recovered from the Borrower, then the Bank will notify the
Borrower  and thereafter will have no obligation to make, fund or maintain LIBOR
based  loans.  Upon  such  Determination  Date  the  Note will be converted to a
variable  rate  loan  based upon the Prime Rate. Thereafter the interest rate on
the  Note  shall  adjust  simultaneously with any fluctuation in the Prime Rate.

                              DEER  VALLEY  HOMEBUILDERS,  INC.,
                              an  Alabama  corporation


                              By:
                                 ----------------------------------
                                 Joel  Logan,  as  its  President

                                   (CORPORATE  SEAL)

<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.3
<SEQUENCE>4
<FILENAME>ex10-3.txt
<DESCRIPTION>CONTINUING GUARANTY OF CYTATION CORPORATION
<TEXT>
Exhibit 10.3



                               CONTINUING GUARANTY
                                 CYTATION CORP.

     For  the  purpose  of  inducing  FIFTH  THIRD  BANK,  a  Michigan  banking
corporation,  hereinafter  referred  to  as the "Lender," to loan to DEER VALLEY
HOMEBUILDERS,  INC.,  an  Alabama  corporation,  hereinafter  referred to as the
"Borrower,"  the  maximum  sum  of  $2,500,000.00,  the undersigned, hereinafter
referred  to  as "Guarantor," whether one or more, jointly and severally if more
than one, does hereby unconditionally guaranty to Lender that: (a) Borrower will
duly  and  punctually  pay  or  perform  all  indebtedness,  obligations  and
liabilities,  direct  or  indirect,  matured or unmatured, primary or secondary,
certain  or  contingent of Borrower to Lender now or hereafter owing or incurred
(including  without  limitation  costs  and  expenses  incurred  by  Lender  in
attempting  to  collect or enforce any of the foregoing) which are chargeable to
Borrower either by law or under the terms of Lender's arrangements with Borrower
relative  to  the  above mentioned loan, hereinafter collectively referred to as
the  "Obligations" and individually as an "Obligation"; and (b) if there are any
agreements  or  instruments  evidencing  or executed and delivered in connection
with  any  Obligation,  including  but not limited to a mortgage and/or security
agreement,  Borrower  will  perform in all other respects strictly in accordance
with  the  terms  thereof.

     1.     The  word  "Indebtedness"  is  used herein in its most comprehensive
sense,  and  includes  any and all advances (including future advances and those
advances made by Lender to protect, enlarge or preserve the priority, propriety,
or  amount  of  its lien against mechanic's liens, equitable liens, or statutory
claimants,  or  otherwise),  debts,  obligations  and  liabilities  of  Borrower
heretofore,  now  or  hereafter  made, incurred or created, whether voluntary or
involuntary  and  however  arising,  whether due or not, absolute or contingent,
liquidated,  determined  or  undetermined,  and  whether  Borrower may be liable
individually  or jointly with others, or whether recovery upon such indebtedness
may be or hereafter become barred by any statute of limitations, or whether such
indebtedness  may  be  or  hereafter  become  otherwise unenforceable. This is a
Continuing Guaranty relating to said indebtedness, including that. arising under
subsequent  or  successive  transactions which shall either continue to increase
the  indebtedness  or  from  time  to time renew it after it has been satisfied.

     2.     The  obligations  hereunder  are  independent  of the Obligations of
Borrower  and a separate action or actions may be brought and prosecuted against
Guarantor  whether action is brought against Borrower or whether Borrower may be
joined  in  any  such action or actions; and Guarantor waives the benefit of any
statute  of  limitations  affecting  its  liability hereunder or the enforcement
thereof.

     3.     Guarantor  authorizes  Lender,  without notice or demand and without
affecting  its  liability  hereunder,  from  time  to  time  to:

     (a)  Renew,  amend,  compromise, extend, accelerate or otherwise change the
time  for  payment  of, or otherwise change the terms of the indebtedness or any
part  thereof;

<PAGE>

     (b)  Take  and  hold  security  for  the  payment  of  this guaranty or the
indebtedness guarantied, exchange, enforce, waive and release any such security;

     (c)  Apply  such security and direct the order or manner of sale thereof as
Lender  in  its  discretion  may  determine.

     4.     Guarantor waives any right to require Lender to: (a) proceed against
Borrower; (b) proceed against or exhaust any security held from Borrower; or (c)
pursue  any  other  remedy  in  Lender's  power whatsoever. Guarantor waives any
defense  arising  by reason of any disability or other defense of Borrower or by
reason  of the cessation from any cause whatsoever of the liability of Borrower,
except  the defense of payment, and until all indebtedness of Borrower to Lender
shall  have been paid in full, Guarantor shall have no right to subrogation, and
waives  any  right  to  enforce any remedy which Lender now has or may hereafter
have  against  Borrower, and waives any benefit of, and any right to participate
in  any  security  now  or  hereafter  held  by  Lender.  Guarantor  waives  all
presentments,  demands  for  performance,  notices  of nonperformance, protests,
notices  of  dishonor,  and  notices  of  acceptance of this guaranty and of the
existence,  creation  or  incurring of new or additional indebtedness. Guarantor
covenants  to  cause Borrower to maintain and preserve the enforceability of any
instruments  now  or  hereafter  executed in favor of the Lender, and to take no
action  of  any kind which might be the basis for a claim that Guarantor has any
defense  hereunder other than payment in full of all indebtedness of Borrower to
Lender.  Guarantor  hereby  indemnifies  Lender against loss, cost or expense by
reason  of the assertion by Borrower of any defense of its obligations under any
of  the  aforesaid  instruments,  or  resulting  from the attempted assertion by
Guarantor  of  any  defense  hereunder based upon any such action or inaction of
Borrower.  Guarantor waives any right or claim of right to cause a marshaling of
Borrower's  assets  or  to  require  Lender  to proceed against Guarantor in any
particular  order.  No delay on the part of Lender in the exercise of any right,
power  or privilege under the documentation with Borrower or under this guaranty
shall  operate  as  a  waiver  of  any  such  privilege,  power  or  right.

     5.     In  addition  to  all  liens  upon, and rights of setoff against the
monies, securities or other property of Guarantor given to Lender by law, Lender
shall  have a lien upon and a right of setoff against all monies, securities and
other  property of Guarantor now or hereafter in the possession of or on deposit
with  Lender,  whether  held  in a general or special account of deposit, or for
safekeeping  or  otherwise;  and  every  such  lien  and  right of setoff may be
exercised  without  demand upon or notice to Guarantor. No act or conduct on the
part  of  the  Lender,  or by any neglect to exercise such right of setoff or to
enforce  such  lien,  or  by any delay in so doing, shall operate as a waiver of
such  right; and every right of setoff and lien shall continue in full force and
effect  until such right of setoff or lien is specifically waived or released by
an  instrument  in  writing  executed  by  Lender.

     6.     Any  indebtedness  of Borrower now or hereafter held by Guarantor is
hereby  subordinated  to  the indebtedness of Borrower to Lender. Guarantor also
hereby  waives  any  claim,  right  or  remedy  which  Guarantor may now have or
hereafter  acquire  against  Borrower  that  arises  hereunder  and/or  from the
performance  by  Guarantor  hereunder  including, without limitation, any claim,

<PAGE>

remedy  or right of subrogation, reimbursement, exoneration, indemnification, or
participation  in  any  claim, right or remedy of Lender against Borrower or any
security  which Lender now has or hereafter acquires, whether or not such claim,
right  or  remedy arises in equity, under contract, by statute, under common law
or  otherwise.

     7.     Guarantor agrees to pay reasonable attorneys' fees, paralegals' fees
and  legal  assistants'  fees,  and  all  other  costs and expenses which may be
incurred  by  Lender in the enforcement of Borrower's Obligations and/or of this
guaranty.

     8.     Upon  the default of Borrower with respect to any of its Obligations
or  liabilities  to  Lender,  or  in  case  Borrower  or  Guarantor shall become
insolvent  or  make an assignment for the benefit of creditors, or if a petition
in  bankruptcy  or  for  corporate reorganization or for an arrangement shall be
filed  by or against Borrower or Guarantor, or in the event of an appointment of
a  receiver  for Borrower or Guarantor or its properties, or in the event that a
judgment  is  obtained  or  warrant  of  attachment  issued  against Borrower or
Guarantor,  all  or  any part of the Obligations and liabilities of the Borrower
and/or  Guarantor to Lender, whether direct or contingent, and of every kind and
description,  shall,  without  notice  or  demand,  at the option of the Lender,
become  immediately  due  and  payable  and  shall  be  satisfied  by Guarantor.

     9.     Guarantor  guarantees  any  sums  that  a  trustee  or  debtor might
thereafter  recover  from  the  Lender  pursuant  to  a  bankruptcy  proceeding.

     10.     Guarantor  acknowledges  that  Lender  has  been  induced  by  this
guaranty  to  make  the loan to Borrower heretofore described, and this guaranty
shall,  without  further reference or assignment, pass to and may be relied upon
and  enforced by, any successor, participant or assignee of Lender in and to any
liabilities  or  Obligations  of  Borrower.

     11.     Guarantor  hereby  waives  any  right  to  trial  by  jury  in  any
litigation  at  any  time arising with respect to any matter connected with this
guaranty.

     12.     This guaranty shall, for all purposes, be governed by and construed
in  accordance  with,  the  laws  of  the  State  of  Florida.

     Dated  as  of  the         day  of  April,  2006.
                       ---------


                              CYTATION  CORP.,  a  Delaware  corporation


                              By:------------------------------------------
                                 Charles  G.  Masters,  as  it  President

                                        (CORPORATE  SEAL)

<PAGE>

STATE OF ALABAMA
COUNTY OF
         ----------------

     The foregoing instrument was acknowledged before me this         day of
                                                             ---------
April, 2006, by Charles G. Masters, as President of DEER VALLEY CORPORATION, a
Delaware corporation, on behalf of the corporation.

---- Personally known               ---------------------------------
---- ------- Driver's License          Notary Public
---- Other Identification Produced

     -----------------          -------------------------------------
     -----------------          Print or type name of Notary

                                        (SEAL)

<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.4
<SEQUENCE>5
<FILENAME>ex10-4.txt
<DESCRIPTION>CONTINUING GUARANTY OF DEER VALLEY ACQUISITIONS, CORP.
<TEXT>
Exhibit 10.4



                               CONTINUING GUARANTY
                          DEERVALLEY ACQUISITIONS CORP.

     For  the  purpose  of  inducing  FIFTH  THIRD  BANK,  a  Michigan  banking
corporation,  hereinafter  referred  to  as the "Lender," to loan to DEER VALLEY
HOMEBUILDERS,  INC.,  an  Alabama  corporation,  hereinafter  referred to as the
"Borrower,"  the  maximum  sum  of  $2,500,000.00,  the undersigned, hereinafter
referred  to  as "Guarantor," whether one or more, jointly and severally if more
than one, does hereby unconditionally guaranty to Lender that: (a) Borrower will
duly  and  punctually  pay  or  perform  all  indebtedness,  obligations  and
liabilities,  direct  or  indirect,  matured or unmatured, primary or secondary,
certain  or  contingent of Borrower to Lender now or hereafter owing or incurred
(including  without  limitation  costs  and  expenses  incurred  by  Lender  in
attempting  to  collect or enforce any of the foregoing) which are chargeable to
Borrower either by law or under the terms of Lender's arrangements with Borrower
relative  to  the  above mentioned loan, hereinafter collectively referred to as
the  "Obligations" and individually as an "Obligation"; and (b) if there are any
agreements  or  instruments  evidencing  or executed and delivered in connection
with  any  Obligation,  including  but not limited to a mortgage and/or security
agreement,  Borrower  will  perform in all other respects strictly in accordance
with  the  terms  thereof.

     1.     The  word  "Indebtedness"  is  used herein in its most comprehensive
sense,  and  includes  any and all advances (including future advances and those
advances made by Lender to protect, enlarge or preserve the priority, propriety,
or  amount  of  its lien against mechanic's liens, equitable liens, or statutory
claimants,  or  otherwise),  debts,  obligations  and  liabilities  of  Borrower
heretofore,  now  or  hereafter  made, incurred or created, whether voluntary or
involuntary  and  however  arising,  whether due or not, absolute or contingent,
liquidated,  determined  or  undetermined,  and  whether  Borrower may be liable
individually  or jointly with others, or whether recovery upon such indebtedness
may be or hereafter become barred by any statute of limitations, or whether such
indebtedness  may  be  or  hereafter  become  otherwise unenforceable. This is a
Continuing Guaranty relating to said indebtedness, including that. arising under
subsequent  or  successive  transactions which shall either continue to increase
the  indebtedness  or  from  time  to time renew it after it has been satisfied.

     2.     The  obligations  hereunder  are  independent  of the Obligations of
Borrower  and a separate action or actions may be brought and prosecuted against
Guarantor  whether action is brought against Borrower or whether Borrower may be
joined  in  any  such action or actions; and Guarantor waives the benefit of any
statute  of  limitations  affecting  its  liability hereunder or the enforcement
thereof.

     3.     Guarantor  authorizes  Lender,  without notice or demand and without
affecting  its  liability  hereunder,  from  time  to  time  to:

     (a)  Renew,  amend,  compromise, extend, accelerate or otherwise change the
time  for  payment  of, or otherwise change the terms of the indebtedness or any
part  thereof;

<PAGE>

     (b)  Take  and  hold  security  for  the  payment  of  this guaranty or the
indebtedness guarantied, exchange, enforce, waive and release any such security;

     (c)  Apply  such security and direct the order or manner of sale thereof as
Lender  in  its  discretion  may  determine.

     4.     Guarantor waives any right to require Lender to: (a) proceed against
Borrower; (b) proceed against or exhaust any security held from Borrower; or (c)
pursue  any  other  remedy  in  Lender's  power whatsoever. Guarantor waives any
defense  arising  by reason of any disability or other defense of Borrower or by
reason  of the cessation from any cause whatsoever of the liability of Borrower,
except  the defense of payment, and until all indebtedness of Borrower to Lender
shall  have been paid in full, Guarantor shall have no right to subrogation, and
waives  any  right  to  enforce any remedy which Lender now has or may hereafter
have  against  Borrower, and waives any benefit of, and any right to participate
in  any  security  now  or  hereafter  held  by  Lender.  Guarantor  waives  all
presentments,  demands  for  performance,  notices  of nonperformance, protests,
notices  of  dishonor,  and  notices  of  acceptance of this guaranty and of the
existence,  creation  or  incurring of new or additional indebtedness. Guarantor
covenants  to  cause Borrower to maintain and preserve the enforceability of any
instruments  now  or  hereafter  executed in favor of the Lender, and to take no
action  of  any kind which might be the basis for a claim that Guarantor has any
defense  hereunder other than payment in full of all indebtedness of Borrower to
Lender.  Guarantor  hereby  indemnifies  Lender against loss, cost or expense by
reason  of the assertion by Borrower of any defense of its obligations under any
of  the  aforesaid  instruments,  or  resulting  from the attempted assertion by
Guarantor  of  any  defense  hereunder based upon any such action or inaction of
Borrower.  Guarantor waives any right or claim of right to cause a marshaling of
Borrower's  assets  or  to  require  Lender  to proceed against Guarantor in any
particular  order.  No delay on the part of Lender in the exercise of any right,
power  or privilege under the documentation with Borrower or under this guaranty
shall  operate  as  a  waiver  of  any  such  privilege,  power  or  right.

     5.     In  addition  to  all  liens  upon, and rights of setoff against the
monies, securities or other property of Guarantor given to Lender by law, Lender
shall  have a lien upon and a right of setoff against all monies, securities and
other  property of Guarantor now or hereafter in the possession of or on deposit
with  Lender,  whether  held  in a general or special account of deposit, or for
safekeeping  or  otherwise;  and  every  such  lien  and  right of setoff may be
exercised  without  demand upon or notice to Guarantor. No act or conduct on the
part  of  the  Lender,  or by any neglect to exercise such right of setoff or to
enforce  such  lien,  or  by any delay in so doing, shall operate as a waiver of
such  right; and every right of setoff and lien shall continue in full force and
effect  until such right of setoff or lien is specifically waived or released by
an  instrument  in  writing  executed  by  Lender.

     6.     Any  indebtedness  of Borrower now or hereafter held by Guarantor is
hereby  subordinated  to  the indebtedness of Borrower to Lender. Guarantor also
hereby  waives  any  claim,  right  or  remedy  which  Guarantor may now have or
hereafter  acquire  against  Borrower  that  arises  hereunder  and/or  from the

<PAGE>

performance  by  Guarantor  hereunder  including, without limitation, any claim,
remedy  or right of subrogation, reimbursement, exoneration, indemnification, or
participation  in  any  claim, right or remedy of Lender against Borrower or any
security  which Lender now has or hereafter acquires, whether or not such claim,
right  or  remedy arises in equity, under contract, by statute, under common law
or  otherwise.

     7.     Guarantor agrees to pay reasonable attorneys' fees, paralegals' fees
and  legal  assistants'  fees,  and  all  other  costs and expenses which may be
incurred  by  Lender in the enforcement of Borrower's Obligations and/or of this
guaranty.

     8.     Upon  the default of Borrower with respect to any of its Obligations
or  liabilities  to  Lender,  or  in  case  Borrower  or  Guarantor shall become
insolvent  or  make an assignment for the benefit of creditors, or if a petition
in  bankruptcy  or  for  corporate reorganization or for an arrangement shall be
filed  by or against Borrower or Guarantor, or in the event of an appointment of
a  receiver  for Borrower or Guarantor or its properties, or in the event that a
judgment  is  obtained  or  warrant  of  attachment  issued  against Borrower or
Guarantor,  all  or  any part of the Obligations and liabilities of the Borrower
and/or  Guarantor to Lender, whether direct or contingent, and of every kind and
description,  shall,  without  notice  or  demand,  at the option of the Lender,
become  immediately  due  and  payable  and  shall  be  satisfied  by Guarantor.

     9.     Guarantor  guarantees  any  sums  that  a  trustee  or  debtor might
thereafter  recover  from  the  Lender  pursuant  to  a  bankruptcy  proceeding.

     10.     Guarantor  acknowledges  that  Lender  has  been  induced  by  this
guaranty  to  make  the loan to Borrower heretofore described, and this guaranty
shall,  without  further reference or assignment, pass to and may be relied upon
and  enforced by, any successor, participant or assignee of Lender in and to any
liabilities  or  Obligations  of  Borrower.

     11.     Guarantor  hereby  waives  any  right  to  trial  by  jury  in  any
litigation  at  any  time arising with respect to any matter connected with this
guaranty.

     12.     This guaranty shall, for all purposes, be governed by and construed
in  accordance  with,  the  laws  of  the  State  of  Florida.

     Dated  as  of  the          day  of  April,  2006.
                       ----------

                                   DEERVALLEY  ACQUISITIONS  CORP.,
                                   a  Florida  corporation


                                   By:
                                      ----------------------------------------
                                      Charles  G.  Masters,  as  it  President

                                        (CORPORATION  SEAL)

<PAGE>

STATE OF ALABAMA
COUNTY OF
         ---------------

     The  foregoing  instrument  was  acknowledged  before  me this       day of
                                                                   -------
April,  2006,  by  Charles  G.  Masters, as President of DEERVALLEY ACQUISITIONS
CORP.,  a  Florida  corporation,  on  behalf  of  the  corporation.

---- Personally known                    ------------------------------
---- ------ Driver's License             Notary Public
---- Other Identification Produced

     -----------------               ----------------------------------
     -----------------               Print or type name of Notary

                                             (SEAL)

<PAGE>

</TEXT>
</DOCUMENT>
</SUBMISSION>
