Exhibit: 10.4

PROMISSORY NOTE

Principal Amount: $459,170

Dated: October 1, 2007

This Promissory Note (“Note”) is made and entered into as of this 1st day of October, 2007 by and between ATSI Communications, Inc., a Nevada corporation ("ATSI") with its principal place of business located at 3201 Cherry Ridge, Suite C-300, San Antonio, Texas, 78230 and Dr. Alfonso Torres Roqueñi, (“Lender”) of Blvd. Miguel Avila Camacho No. 184, Piso 16, Col. Lomas de San Isidro, Mexico City, Mexico.

For value received, ATSI promises to pay FOUR HUNDRED FIFTY NINE THOUSAND ONE HUNDRED AND SEVENTY U.S. Dollars ($459,170) to the order of Lender at Blvd. Miguel Avila Camacho No. 184, Piso 16, Col. Lomas de San Isidro, Mexico City, Mexico, or such other location as Lender may designate in writing, on October 1, 2010.

Interest shall accrue at 6% (six percent) per annum. Lender shall not impose any penalty for ATSI’s pre-payment of this Note.

Upon and at any time after any Default (as defined below) all amounts due under this Note, at the option of Lender and without demand, notice or legal process of any kind, may be declared and immediately shall become due and payable. "Default" shall mean the occurrence or existence of any one or more of the following events or conditions: (i) ATSI fails to pay when due any amount due under this Note and fails to cure such late payment within five (5) days following written receipt of notice of the late payment; or (ii) ATSI makes an assignment for the benefit of creditors, or any proceeding is filed or commenced by or against ATSI under any bankruptcy, reorganization, arrangement of debt insolvency, readjustment of debt or receivership law or statute, and any such proceeding remains undismissed or unstayed for a period of 30 days, or any of the actions sought in any such proceeding (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, ATSI or for any substantial part of its property) shall occur, or ATSI shall take any action to authorize any of the actions set forth above in this subsection.

ATSI hereby waives presentment, demand of payment, protest or notice with respect to the indebtedness evidenced by this Note including, without limitation, notice that the Note or any portion thereof, is due.

If Lender prevails in any action to collect on or enforce this Note or claims arising from the execution of this Note, then Lender's reasonable attorneys' fees and costs will also be payable under this Note.

Neither party may assign this Note without the prior written consent of the other, which shall not be unreasonably withheld.

This Note may be modified only by a written document that refers specifically to this Note and is signed by both parties. A party's failure or delay in enforcing any provision of this Note will not be deemed a waiver of that party's rights with respect to that provision or any other provision of this Note. A party's waiver of any of its rights under this Note is not a waiver of any of its other rights with respect to a prior, contemporaneous or future occurrence, whether similar in nature or not. This Note shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto.

THIS NOTE SHALL BE GOVERNED BY THE LAWS OF THE STATE OF TEXAS, AND LENDER AGREES TO SUBMIT TO THE JURISDICTION OF THE COURTS OF THE STATE OF TEXAS FOR ALL PURPOSES. SOLE AND EXCLUSIVE VENUE FOR ANY DISPUTE OR DISAGREEMENT ARISING UNDER OR RELATING TO THIS NOTE SHALL BE IN A COURT SITTING IN BEXAR COUNTY, SAN ANTONIO, TEXAS.

MADE this 1st day of October, 2007

ATSI Communications, Inc.		Alfonso Torres Roqueñi/George Kauss
By:	/s/ Arthur L. Smith	By:	/s/ Alfonso Torres Roqueñi
	Arthur L. Smith		Alfonso Torres Roqueñi
	CEO