Endorsement To 10% Senior Secured Convertible Note Sample Contracts

ENDORSEMENT TO 10% SENIOR SECURED CONVERTIBLE NOTE Precision Optics Corporation, Inc. New York, New York November 15, 2010 (November 15th, 2010)

The 10% Senior Secured Convertible Note dated June 25, 2008 and amended December 11, 2008, June 25, 2010 and July 26, 2010, September 15, 2010 and October 15, 2010 (the Note) of Precision Optics Corporation, Inc., a Massachusetts corporation (the Company), payable to the order of Special Situations Private Equity Fund, L.P. (the Holder) in an aggregate principal amount of $275,000 and to which the Endorsement is affixed is hereby amended in the following respects:

Endorsement to 10% Senior Secured Convertible Note (June 28th, 2010)

The 10% Senior Secured Convertible Note dated June 25, 2008 and amended December 11, 2008 (the Note) of Precision Optics Corporation, Inc., a Massachusetts corporation (the Company), payable to the order of Special Situations Fund III, QP, L.P. (the Holder) in an aggregate principal amount of $275,000 and to which this Endorsement is affixed is hereby amended in the following respects:

Endorsement to 10% Senior Secured Convertible Note (June 28th, 2010)

The 10% Senior Secured Convertible Note dated June 25, 2008 and amended December 11, 2008 (the Note) of Precision Optics Corporation, Inc., a Massachusetts corporation (the Company), payable to the order of Special Situations Private Equity Fund, L.P. (the Holder) in an aggregate principal amount of $275,000 and to which this Endorsement is affixed is hereby amended in the following respects:

Endorsement to 10% Senior Secured Convertible Note (June 28th, 2010)

The 10% Senior Secured Convertible Note dated June 25, 2008 and amended December 11, 2008 (the Note) of Precision Optics Corporation, Inc., a Massachusetts corporation (the Company), payable to the order of Arnold Schumsky (the Holder) in an aggregate principal amount of $50,000 and to which this Endorsement is affixed is hereby amended in the following respects: