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

FORM 8-K

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 1, 2008

IMAGING3, INC.
(Exact name of registrant as specified in its charter)

CALIFORNIA
(State or other jurisdiction of incorporation)

       000-50099                                       95-4451059
 ----------------------                    ----------------------------------
(Commission File Number)                  (I.R.S. Employer Identification No.)

3200 W. VALHALLA DR., BURBANK, CALIFORNIA 91505
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (818) 260-0930

NOT APPLICABLE

(Former name, former address and former fiscal year, if changed since last
report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.

[_] Written communications pursuant to Rule 425 under the Securities Act (17

     CFR240.14d-2(b))

[_]  Soliciting  material  pursuant  to  Rule  14a-12  under  Exchange  Act  (17
     CFR240.14a-12)

[_]  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR240.14d-2(b))

[_]  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR240.13e-4(c))


TABLE OF CONTENTS

SECTION 2.   FINANCIAL INFORMATION............................................1

                  Item 2.03 Creation of a Direct Financial Obligation.........1

SECTION 9.   FINANCIAL STATEMENTS AND EXHIBITS ...............................1

SIGNATURES....................................................................2


SECTION 2. FINANCIAL INFORMATION

Item 2.03. Creation of a Direct Financial Obligation.

Imaging3, Inc., a California corporation (the "Company"), issued five noninterest bearing promissory notes to its Chief Executive Officer (the "CEO") for amounts owed to the CEO by the Company. The unsecured noninterest bearing promissory notes are in the amounts of $140,039.35, $95,000, $375,000, $66,500 and $100,000, respectively dated November 1, 2008, March 23, 2009, April 2, 2009, April 13, 2010 and June 28, 2010. The promissory notes are payable on demand. The notes in the principal amounts of $140,039.35, $375,000 and $95,000 have been repaid in full by the Company, and the other two notes are still outstanding.

Copies of the signed promissory notes are attached to this Report as Exhibits 10.1, 10.2, 10.3, 10.4 and 10.5.

SECTION 9. FINANCIAL STATEMENTS, PRO FORMA FINANCIALS & EXHIBITS

(a) Financial Statements of Business Acquired

Not Applicable.

(b) Pro Forma Financial Information

Not Applicable.

(c) Shell Company Transactions

Not Applicable.

(d) Exhibits

10.1.Promissory Note, dated November 1, 2008 in the amount of $140,039.35, payable by Imaging3, Inc. to Dean Janes.

10.2 Promissory Note, dated March 23, 2009 in the amount of $95,000, payable by Imaging3, Inc. to Dean Janes.

10.3 Promissory Note, dated April 2, 2009 in the amount of $375,000, payable by Imaging3, Inc. to Dean Janes.

10.4 Promissory Note, dated April 13, 2010 in the amount of $66,500, payable by Imaging3, Inc. to Dean Janes.

10.5 Promissory Note, dated June 28, 2010 in the amount of $100,000, payable by Imaging3, Inc. to Dean Janes.

-1-

SIGNATURES

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

IMAGING3, INC.
(Registrant)

Date:  August 30, 2010
                               /s/ Dean Janes, Chief Executive Officer
                               ----------------------------------------
                               Dean Janes, Chief Executive Officer

-2-

UNSECURED PROMISSORY NOTE

$140,039.35 November 1, 2008

Los Angeles, California

FOR VALUE RECEIVED, Imaging3, Inc., a California corporation (the "Maker"), hereby promises to pay to the order of Dean Janes or his assigns (the "Payee"), at 3200 W. Valhalla Dr., Burbank, California 91505, the principal sum of One Hundred and Forty Thousand Thirty Nine Dollars and Thirty Five Cents ($140,039.35) bearing no interest unless there is a default on the Note. The Note matures on December 31, 2012 (the "Maturity Date") at which time all outstanding principal is payable in full. Maker has the right to prepay all or any portion of this Note at any time during its term without penalty.

1. DEFAULT AND REMEDIES. Any of the following shall constitute a default by Maker hereunder:

A. The failure of the Maker to make any payment of principal or interest required hereunder within 10 days of the due date for such payment, as it may properly be extended pursuant to the terms of this Note; or

B. The failure of Maker to fully perform any other material covenants and agreements under this Note and continuance of such failure for a period of 10 days after written notice of the default by Payee to Maker.

Upon the occurrence of a default hereunder, Payee may, at its option, declare immediately due and payable the entire unpaid principal sum of this Note owing at the time of such declaration pursuant to this Note. The outstanding defaulted amount will bear simple interest at a rate of 7% per annum. In the event of a default under this Note, the Payee will have all rights and remedies available to Payee at law or in equity on a cumulative basis, including but not limited to all rights and remedies under the Uniform Commercial Code as in effect under the laws of the State of California.

2. COSTS OF COLLECTIONS. Payee shall be entitled to collect reasonable attorney's fees and costs from Maker, as well as other costs and expenses reasonably incurred, in curing any default or attempting collection of any payment due on this Note.

3. INSPECTION RIGHTS. Payee, individually or through its agent, shall have the right, upon reasonable notice and at its expense, to review and inspect the books and records of the Maker at Maker's office during reasonable business hours.

4. RESTRICTION ON TRANSFER. This Note shall be subject to the following restrictions:

"This Note has been purchased by means of a private placement exempt from Federal securities registration pursuant to Section 4(2) and Rule 506 of the Securities Act of 1933, as amended, and exempt from California securities registration pursuant to Section 25102(f) of the California Corporate Securities Act of 1968, as amended, for offerings not involving any public offering or solicitation. This Note may not be sold, assigned, transferred or otherwise disposed of to any person or entity until the Note has been registered under an effective registration statement filed with the Securities and Exchange Commission, or an opinion of counsel or other evidence acceptable to Maker has been obtained to the effect that such registration is not required."


5. PAYMENT AND PLACE OF PAYMENT. This Note shall be payable in lawful money of the United States. All payments on this Note are to be made or given to Payee at the address provided to Maker or to such other place as Payee may from time to time direct by written notice to Maker.

6. NONRECOURSE. In the event that the Maker defaults on this Note, Payee shall look solely to the assets of the Company for repayment and none of the shareholders, officers, directors or affiliates of the Maker shall have any personal liability for payment hereunder.

7. WAIVER. Maker, for itself and its successors, transfers and assigns, waives presentment, dishonor, protest, notice of protest, demand for payment and dishonor in nonpayment of this Note, bringing of suit or diligence of taking any action to collect any sums owing hereunder or in proceeding against any of the rights and properties securing payment hereunder.

8. SEVERABILITY. If any provision of this Note or the application thereof to any persons or entities or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Note shall not be deemed affected thereby and every provision of this Note shall be valid and enforceable to the fullest extent permitted by law.

9. NO PARTNER. Payee shall not become or be deemed to be a partner or joint venturer with Maker by reason of any provision of this Note. Nothing herein shall constitute Maker and Payee as partners or joint venturers or require Payee to participate in or be responsible or liable for any costs, liabilities, expenses or losses of Maker.

10. NO WAIVER. The failure to exercise any rights herein shall not constitute a waiver of the right to exercise the same or any other right at any subsequent time in respect of the same event or any other event.

12. GOVERNING LAW. This Note shall be governed by and construed solely in accordance with the laws of the State of California. The venue for any legal proceedings under this Note shall be in the County of Los Angeles, State of California.

IN WITNESS WHEREOF, Maker has executed this Note as of the date first hereinabove written.

IMAGING3, INC.,
A CALIFORNIA CORPORATION

By: /s/ Christopher Sohn
---------------------------
Christopher Sohn, President


UNSECURED PROMISSORY NOTE

$95,000 March 23, 2009

Los Angeles, California

FOR VALUE RECEIVED, Imaging3, Inc., a California corporation (the "Maker"), hereby promises to pay to the order of Dean Janes or his assigns (the "Payee"), at 3200 W. Valhalla Dr., Burbank, California 91505, the principal sum of Ninety Five Thousand Dollars ($95,000) bearing no interest unless there is a default on the Note. The Note matures on December 31, 2012 (the "Maturity Date") at which time all outstanding principal is payable in full. Maker has the right to prepay all or any portion of this Note at any time during its term without penalty.

1. DEFAULT AND REMEDIES. Any of the following shall constitute a default by Maker hereunder:

A. The failure of the Maker to make any payment of principal or interest required hereunder within 10 days of the due date for such payment, as it may properly be extended pursuant to the terms of this Note; or

B. The failure of Maker to fully perform any other material covenants and agreements under this Note and continuance of such failure for a period of 10 days after written notice of the default by Payee to Maker.

Upon the occurrence of a default hereunder, Payee may, at its option, declare immediately due and payable the entire unpaid principal sum of this Note owing at the time of such declaration pursuant to this Note. The outstanding defaulted amount will bear simple interest at a rate of 7% per annum. In the event of a default under this Note, the Payee will have all rights and remedies available to Payee at law or in equity on a cumulative basis, including but not limited to all rights and remedies under the Uniform Commercial Code as in effect under the laws of the State of California.

2. COSTS OF COLLECTIONS. Payee shall be entitled to collect reasonable attorney's fees and costs from Maker, as well as other costs and expenses reasonably incurred, in curing any default or attempting collection of any payment due on this Note.

3. INSPECTION RIGHTS. Payee, individually or through its agent, shall have the right, upon reasonable notice and at its expense, to review and inspect the books and records of the Maker at Maker's office during reasonable business hours.

4. RESTRICTION ON TRANSFER. This Note shall be subject to the following restrictions:

"This Note has been purchased by means of a private placement exempt from Federal securities registration pursuant to Section 4(2) and Rule 506 of the Securities Act of 1933, as amended, and exempt from California securities registration pursuant to Section 25102(f) of the California Corporate Securities Act of 1968, as amended, for offerings not involving any public offering or solicitation. This Note may not be sold, assigned, transferred or otherwise disposed of to any person or entity until the Note has been registered under an effective registration statement filed with the Securities and Exchange Commission, or an opinion of counsel or other evidence acceptable to Maker has been obtained to the effect that such registration is not required."


5. PAYMENT AND PLACE OF PAYMENT. This Note shall be payable in lawful money of the United States. All payments on this Note are to be made or given to Payee at the address provided to Maker or to such other place as Payee may from time to time direct by written notice to Maker.

6. NONRECOURSE. In the event that the Maker defaults on this Note, Payee shall look solely to the assets of the Company for repayment and none of the shareholders, officers, directors or affiliates of the Maker shall have any personal liability for payment hereunder.

7. WAIVER. Maker, for itself and its successors, transfers and assigns, waives presentment, dishonor, protest, notice of protest, demand for payment and dishonor in nonpayment of this Note, bringing of suit or diligence of taking any action to collect any sums owing hereunder or in proceeding against any of the rights and properties securing payment hereunder.

8. SEVERABILITY. If any provision of this Note or the application thereof to any persons or entities or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Note shall not be deemed affected thereby and every provision of this Note shall be valid and enforceable to the fullest extent permitted by law.

9. NO PARTNER. Payee shall not become or be deemed to be a partner or joint venturer with Maker by reason of any provision of this Note. Nothing herein shall constitute Maker and Payee as partners or joint venturers or require Payee to participate in or be responsible or liable for any costs, liabilities, expenses or losses of Maker.

10. NO WAIVER. The failure to exercise any rights herein shall not constitute a waiver of the right to exercise the same or any other right at any subsequent time in respect of the same event or any other event.

12. GOVERNING LAW. This Note shall be governed by and construed solely in accordance with the laws of the State of California. The venue for any legal proceedings under this Note shall be in the County of Los Angeles, State of California.

IN WITNESS WHEREOF, Maker has executed this Note as of the date first hereinabove written.

IMAGING3, INC.,
A CALIFORNIA CORPORATION

By: /s/ Christopher Sohn
---------------------------
Christopher Sohn, President


UNSECURED PROMISSORY NOTE

$375,000 April 2, 2009

Los Angeles, California

FOR VALUE RECEIVED, Imaging3, Inc., a California corporation (the "Maker"), hereby promises to pay to the order of Dean Janes or his assigns (the "Payee"), at 3200 W. Valhalla Dr., Burbank, California 91505, the principal sum of Three Hundred Seventy Five Thousand Dollars ($375,000) bearing no interest unless there is a default on the Note. The Note matures on December 31, 2012 (the "Maturity Date") at which time all outstanding principal is payable in full. Maker has the right to prepay all or any portion of this Note at any time during its term without penalty.

1. DEFAULT AND REMEDIES. Any of the following shall constitute a default by Maker hereunder:

A. The failure of the Maker to make any payment of principal or interest required hereunder within 10 days of the due date for such payment, as it may properly be extended pursuant to the terms of this Note; or

B. The failure of Maker to fully perform any other material covenants and agreements under this Note and continuance of such failure for a period of 10 days after written notice of the default by Payee to Maker.

Upon the occurrence of a default hereunder, Payee may, at its option, declare immediately due and payable the entire unpaid principal sum of this Note owing at the time of such declaration pursuant to this Note. The outstanding defaulted amount will bear simple interest at a rate of 7% per annum. In the event of a default under this Note, the Payee will have all rights and remedies available to Payee at law or in equity on a cumulative basis, including but not limited to all rights and remedies under the Uniform Commercial Code as in effect under the laws of the State of California.

2. COSTS OF COLLECTIONS. Payee shall be entitled to collect reasonable attorney's fees and costs from Maker, as well as other costs and expenses reasonably incurred, in curing any default or attempting collection of any payment due on this Note.

3. INSPECTION RIGHTS. Payee, individually or through its agent, shall have the right, upon reasonable notice and at its expense, to review and inspect the books and records of the Maker at Maker's office during reasonable business hours.

4. RESTRICTION ON TRANSFER. This Note shall be subject to the following restrictions:

"This Note has been purchased by means of a private placement exempt from Federal securities registration pursuant to Section 4(2) and Rule 506 of the Securities Act of 1933, as amended, and exempt from California securities registration pursuant to Section 25102(f) of the California Corporate Securities Act of 1968, as amended, for offerings not involving any public offering or solicitation. This Note may not be sold, assigned, transferred or otherwise disposed of to any person or entity until the Note has been registered under an effective registration statement filed with the Securities and Exchange Commission, or an opinion of counsel or other evidence acceptable to Maker has been obtained to the effect that such registration is not required."


5. PAYMENT AND PLACE OF PAYMENT. This Note shall be payable in lawful money of the United States. All payments on this Note are to be made or given to Payee at the address provided to Maker or to such other place as Payee may from time to time direct by written notice to Maker.

6. NONRECOURSE. In the event that the Maker defaults on this Note, Payee shall look solely to the assets of the Company for repayment and none of the shareholders, officers, directors or affiliates of the Maker shall have any personal liability for payment hereunder.

7. WAIVER. Maker, for itself and its successors, transfers and assigns, waives presentment, dishonor, protest, notice of protest, demand for payment and dishonor in nonpayment of this Note, bringing of suit or diligence of taking any action to collect any sums owing hereunder or in proceeding against any of the rights and properties securing payment hereunder.

8. SEVERABILITY. If any provision of this Note or the application thereof to any persons or entities or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Note shall not be deemed affected thereby and every provision of this Note shall be valid and enforceable to the fullest extent permitted by law.

9. NO PARTNER. Payee shall not become or be deemed to be a partner or joint venturer with Maker by reason of any provision of this Note. Nothing herein shall constitute Maker and Payee as partners or joint venturers or require Payee to participate in or be responsible or liable for any costs, liabilities, expenses or losses of Maker.

10. NO WAIVER. The failure to exercise any rights herein shall not constitute a waiver of the right to exercise the same or any other right at any subsequent time in respect of the same event or any other event.

12. GOVERNING LAW. This Note shall be governed by and construed solely in accordance with the laws of the State of California. The venue for any legal proceedings under this Note shall be in the County of Los Angeles, State of California.

IN WITNESS WHEREOF, Maker has executed this Note as of the date first hereinabove written.

IMAGING3, INC.,
A CALIFORNIA CORPORATION

By: /s/ Christopher Sohn
----------------------------
Christopher Sohn, President


COMMERCIAL PROMISSORY NOTE

$66,500 Dated: April 13, 2010

FOR VALUE RECEIVED, the undersigned, Imaging3, Inc., a California corporation (hereinafter "Maker"), promises to pay to Dean Janes at such other place as the Holder may designate in writing, the principal sum of SIXTY SIX THOUSAND FIVE HUNDERD DOLLARS ($66,500), together with interest at 0% thereon, due on demand.

Maker has the right to prepay this Note in whole or in part at any time during the term of this Note without premium or penalty.

In event Maker shall (i) default in the performance of any of the obligations, covenants or agreements legally imposed by the terms of this Note, or (ii) apply for or consent in writing to the appointment of a receiver, trustee, or liquidator of Maker or (iii) file a voluntary petition in bankruptcy, or admit in writing Maker's inability to pay Maker's debts as they come due, or (iv) make general assignments for the benefit of creditors, or (v) file a petition or answer seeking reorganization or rearrangement with creditors or taking advantage of any insolvency law, or (vi) file an answer admitting the material allegations of a petition filed against Maker in any bankruptcy, reorganization, insolvency or similar proceedings, at the option of the Holder, the whole indebtedness evidenced hereby may be declared due and payable whereupon the entire unpaid principal balance of this Note and all interest accrued thereon from last payment date at the rate of the lesser of (i) ten percent (10%) per annum, or (ii) the Maximum Rate allowed under applicable law, shall thereupon at once mature and become due and payable without presentment or demand for payment or notice of the intent to exercise such option or notice of the exercise of such option by the Holder, or notice of any kind, all of which are hereby expressly waived by Maker and may be collected by suit or other legal proceedings.

If all or any part of the amount of this Note be declared due in accordance with the other provisions hereof, or if any installment herein provided is not paid when due, the principal balance as the case may be, shall bear interest at the lesser of (i) ten percent (10%) per annum, or (ii) the Maximum Rate allowed under applicable law until paid in full or until the Note is reinstated. Notice of Default shall be given, in writing, to Maker, after five days after occurrence of default. Maker shall have 10 days after written Notice of Default within which to cure the default plus interest at default rate, legal fees and costs incurred.

Except as otherwise provided herein, the undersigned and all sureties, guarantors and endorsers of this Note severally waive all notices, demands, presentments for payment, notices of non-payment, notice of intention to accelerate the maturity, notices of acceleration, notices of dishonor, protest and notice of protest, diligence in collecting or bringing suit as to this Note and as to each, every and all installments hereof and all obligations hereunder and against any party hereto and to the application of any payment on this obligation, or as an offset hereto, and agree to all extensions, renewals, partial payments, substitutions or evidence of indebtedness and the taking, release or substitution of all or any part of the security or the release of any party liable hereon with or without notice before or after maturity.

It is the intention of the parties hereto to comply with the usury laws applicable to this loan if any, accordingly it is agreed that notwithstanding any provision to the contrary in this Note or in any of the documents securing payment hereof no such provision shall require the payment or permit the collection of interest in excess of the maximum permitted by law. If any excess of interest is provided for, contracted for, charged for or received, then the provisions of this paragraph shall govern and control and neither the Maker hereof nor any other party liable for the payment hereof shall be obligated to pay the amount of such excess interest. Any such excess interest which may have been collected shall be, at the Holder's option, either applied as a credit against the then unpaid principal amount hereof or refunded to Maker. The effective rate of interest shall be automatically subject to reduction to the maximum lawful contract rate allowed under the usury laws as now or hereafter construed. It is further agreed that without limitation of the foregoing, all calculations of the rate of interest contracted for, charged for, or received


under this Note which are made for the purposes of determining whether such rate exceeds the maximum lawful rate, shall be made, to the extent permitted by law, by amortizing, prorating, allocating and spreading in equal parts during the full stated term of this Note, all interest contracted for, charged for or received from the Maker or otherwise by the Note Holder.

In the event this Note is placed in the hands of an attorney for collection (whether or not suit is filed), or in the event it is collected by suit or through bankruptcy, probate, receivership or other legal proceedings (including foreclosure), the undersigned hereby agrees to pay to the Holder as attorney's fees a reasonable amount in addition to the principal and interest then due hereon, and all other costs of collection.

IN WITNESS WHEREOF, Maker has fully executed this Note as of the date first above written.

Imaging3, Inc., a California Corporation

Corporate Seal

by:/s/ Christopher Sohn
________________________________________
         President

Attest:

by:/s/ Xavier Aguilera
________________________________________
         Secretary


COMMERCIAL PROMISSORY NOTE

$100,000 Dated: June 28, 2010

FOR VALUE RECEIVED, the undersigned, Imaging3, Inc., a California corporation (hereinafter "Maker"), promises to pay to Dean Janes at such other place as the Holder may designate in writing, the principal sum of ONE HUNDRED THOUSAND DOLLARS ($100,000), together with interest at 0% thereon, due on demand.

Maker has the right to prepay this Note in whole or in part at any time during the term of this Note without premium or penalty.

In event Maker shall (i) default in the performance of any of the obligations, covenants or agreements legally imposed by the terms of this Note, or (ii) apply for or consent in writing to the appointment of a receiver, trustee, or liquidator of Maker or (iii) file a voluntary petition in bankruptcy, or admit in writing Maker's inability to pay Maker's debts as they come due, or (iv) make general assignments for the benefit of creditors, or (v) file a petition or answer seeking reorganization or rearrangement with creditors or taking advantage of any insolvency law, or (vi) file an answer admitting the material allegations of a petition filed against Maker in any bankruptcy, reorganization, insolvency or similar proceedings, at the option of the Holder, the whole indebtedness evidenced hereby may be declared due and payable whereupon the entire unpaid principal balance of this Note and all interest accrued thereon from last payment date @ 18% per annum shall thereupon at once mature and become due and payable without presentment or demand for payment or notice of the intent to exercise such option or notice of the exercise of such option by the Holder, or notice of any kind, all of which are hereby expressly waived by Maker and may be collected by suit or other legal proceedings.

If all or any part of the amount of this Note be declared due in accordance with the other provisions hereof, or if any installment herein provided is not paid when due, the principal balance as the case may be, shall bear interest at the lesser of (i) eighteen percent (18%) per annum, or (ii) the Maximum Rate allowed under applicable law until paid in full or until the Note is reinstated. Notice of Default shall be given, in writing, to Maker, after five days after occurrence of default. Maker shall have 10 days after written Notice of Default, within which to cure the default plus interest at default rate, legal fees and costs incurred.

Except as otherwise provided herein, the undersigned and all sureties, guarantors and endorsers of this Note severally waive all notices, demands, presentments for payment, notices of non-payment, notice of intention to accelerate the maturity, notices of acceleration, notices of dishonor, protest and notice of protest, diligence in collecting or bringing suit as to this Note and as to each, every and all installments hereof and all obligations hereunder and against any party hereto and to the application of any payment on this obligation, or as an offset hereto, and agree to all extensions, renewals, partial payments, substitutions or evidence of indebtedness and the taking, release or substitution of all or any part of the security or the release of any party liable hereon with or without notice before or after maturity.

It is the intention of the parties hereto to comply with the usury laws applicable to this loan if any, accordingly it is agreed that notwithstanding any provision to the contrary in this Note or in any of the documents securing payment hereof no such provision shall require the payment or permit the collection of interest in excess of the maximum permitted by law. If any excess of interest is provided for, contracted for, charged for or received, then the provisions of this paragraph shall govern and control and neither the Maker hereof nor any other party liable for the payment hereof shall be obligated to pay the amount of such excess interest. Any such excess interest which may have been collected shall be, at the Holder's option, either applied as a credit against the then unpaid principal amount hereof or refunded to Maker. The effective rate of interest shall be automatically subject to reduction to the maximum lawful contract rate allowed under the usury laws as now or hereafter construed. It is further agreed that without limitation of the foregoing, all calculations of the rate of interest contracted for, charged for, or received


under this Note which are made for the purposes of determining whether such rate exceeds the maximum lawful rate, shall be made, to the extent permitted by law, by amortizing, prorating, allocating and spreading in equal parts during the full stated term of this Note, all interest contracted for, charged for or received from the Maker or otherwise by the Note Holder.

In the event this Note is placed in the hands of an attorney for collection (whether or not suit is filed), or in the event it is collected by suit or through bankruptcy, probate, receivership or other legal proceedings (including foreclosure), the undersigned hereby agrees to pay to the Holder as attorney's fees a reasonable amount in addition to the principal and interest then due hereon, and all other costs of collection.

IN WITNESS WHEREOF, Maker has fully executed this Note as of the date first above written.

Imaging3, Inc., a California Corporation

Corporate Seal

by:/s/ Christopher Sohn
________________________________________
         President

Attest:

by:/s/ Xavier Aguilera
________________________________________
         Secretary