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REGULATION A OFFERING!!

REG A Term Sheet Of Interstate Financial Group Inc.

REGULATION “A”,  OFFERING TERM SHEET

Interstate Financial Group (I. F.G.) of OK., Inc., a Oklahoma corporation, seeks public investment of $5,000,000, with funds to be used for capital expenses, operating expenses and working capital. Upon completion I.F.G., Inc. anticipates that it will maintain profitable operations, expand its lending operations, and significantly increase annual revenues without proportional increases in overhead.

THE OFFERING

Securities Offered ……………………………………………… Common stock in aggregate  total  of  5,000,000
shares.  These shares have not been registered
or qualified under federal or state securities laws
and will be subject to restrictions on transfer.

24 Month Convertible Notes ……………………………….. Investment will be accepted in the form of 24
Month Convertible Promissory Notes bearing
10% per annum interest convertible to common
stock at any time prior to maturity at the rate of
$1.00 per share for all principal and interest then
owing.
10% Warrants …………………………………………………… Each investor who purchases a 24  Month
Convertible Promissory Note will also be issued
a Warrant to acquire that number of shares
equivalent to 10% of the principal amount of the
Convertible Promissory Note at $1.00 per share
for 24 months.
Nature of Investors ……………………………………………. The shares are being offered to general public as that term is defined in  Securities
And Exchange Commission Regulation A.
Subscriptions for Shares…………………………………….. Investors will be required to complete and
execute a subscription agreement  attached  to
the Company’s Offering Memorandum
that fully describes the offering.
Wiring Instructions …………………………………………….. Investment will be accepted by wire transfer  of
funds to:

Receiving Bank:
HARRIS N. A.
111 WEST MONROE
CHICAGO, IL 60603
ABA No.                     071-000-288
Account No.                   438-240-4
Account Holder:          Vision Financial Markets (1st Beneficiary)
                                    4 High Ridge Park
                                    Stamford, CT 06905
For Further Credit to (2nd Beneficiary):
Name: Interstate Financial Group   Account #: 317601

Nothing in this Term Sheet may be considered an offer to buy or sell the securities of Interstate Financial Group of Ok., Inc.
Investment will only be accepted pursuant to the terms of the Company’s  Regulation A Offering Memorandum and a fully executed Subscription Agreement attached thereto. Everything in this Term Sheet is qualified in
its entirety by the contents of said Offering Memorandum that fully describes the offering, including risk factors,
dilution and other information material to the offering.

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