Borrower's Social Security
No. ###-##-####
                                 PROMISSORY NOTE

$230,000.00                                     Charleston, South Carolina

     FOR VALUE RECEIVED, as of December 19, 1996, JAMES W. MILLER, an individual
and resident of the State of Virginia (the  "Borrower"),  promises to pay to the
order of ENVIROMETRICS,  INC. (the "Lender"), whose address for payment purposes
is 9229 University Boulevard,  Charleston,  SC 29481, the principal sum of up to
Two Hundred Thirty Thousand and No/100 Dollars  ($230,000.00) (the "Loan") under
the terms and conditions of this promissory note (the "Note").

     Background.  Borrower has entered into real estate purchase  contracts with
Lender to purchase (i) that certain real  property and  improvements  located at
1019 Bankton Drive, Charleston, South Carolina ("Berkeley County Property"); and
(ii) 9229 University Boulevard,  Charleston,  South Carolina ("Charleston County
Property") (the Berkeley  County  Property and Charleston  County Property shall
collectively  be  referred  to  herein  as  the  "Properties").   In  connection
therewith,  Lender has agreed to loan Borrower up to  $230,000.00 to be used for
the  acquisition  of a portion of the  Properties,  and in return,  Borrower has
agreed to execute and deliver to Lender second  priority  mortgages and security
agreements  ("Mortgages"),  second priority assignments of leases and guaranties
("Assignments  of Leases and  Guaranties"),  and UCC-1 Financing  Statements for
each  of  the  Properties  (the  Note,  Mortgages,  Assignments  of  Leases  and
Guaranties  and other related  documents  shall  collectively  be referred to as
"Loan Documents"). Beard Development Corporation ("BDC") shall contemporaneously
provide a loan to Borrower in the amount of up to $625,000.00 ("BDC Loan") which
shall be secured by first  priority  mortgages and  assignments of leases on the
Properties.  The Lender  agrees to  subordinate  to BDC its right to payment and
collection  under this Note as long as any sum is due and payable under BDC Loan
including any future  advances  under the BDC Loan, and including all extensions
and modifications related thereto.

     Interest.  The interest rate on the  outstanding  principal  balance of the
Loan  shall  accrue at a fixed  rate per annum  equal to ten  percent  (10.00%).
Interest  shall be  calculated  on the  bases of a 360-day  year and the  actual
number of days elapsed.

     Maturity  Date.  Unless  earlier paid,  the Loan shall mature two (2) years
from the date  hereof  ("Maturity  Date").  In the event the Note is not paid in
full on the  Maturity  Date and the Lender and the  Borrower  have not agreed in
writing on the terms and conditions for an extension of the Maturity Date,  then
in addition to all other amounts due and payable  hereunder,  the Borrower shall
pay the Lender an extension fee equal to one and one-half  percent (1.5%) of the
outstanding  balance of principal  and interest due on the Note on the first day
of each month until the Note is paid in full.

     Repayment  of  Principal  and  Interest.  Monthly  installments  of accrued
interest only shall be due and payable during the term of this Note on the first
(1st) day of each  month  commencing  January 1, 1997 and  continuing  until the
Maturity Date.  Unless the Note is accelerated as provided below,  all remaining
principal  and  interest  shall be due and  payable on the  Maturity  Date.  All
payments shall be made to Lender at the address first set forth above or at some
other address designated by the Lender in writing.  If a payment date falls on a
weekend or holiday recognized by the State of South Carolina,  the payment shall
be due the first (1st) business day after such payment date.

     Disbursements  Under the Loan.  All of the  proceeds  of the Loan  shall be
disbursed at closing.

     Acceleration.  If Borrower fails to make any payment due hereunder and such
failure to pay  continues  for a period of five (5) days (the grace period shall
no longer  apply if such  failure to timely  pay occurs  more than two (2) times
during the term of this Note), Lender may, without notice or demand,  accelerate
all outstanding principal and other sums due hereunder  immediately.  If payment
of all sums due hereunder is accelerated, the then outstanding principal and all
accrued  but  unpaid  interest  shall bear  interest  at the rate  provided  for
hereunder plus four percent (4%) per annum until such principal and interest has
been paid in full; provided,  however,  that in no event shall this or any other
provision  herein permit the  collection of any interest which would be usurious
under the law governing this transaction, and if any such interest is collected,
the  amount  above the  maximum  rate  permitted  by law shall be deemed to be a
principal payment hereunder.  Further,  in the event of such  acceleration,  the
Loan, and all other indebtedness of the Borrower to the Lender arising out of or
in connection with the Loan shall become  immediately  due and payable,  without
presentation,  demand,  protest  or notice of any kind,  all of which are hereby
waived by the Borrower.

     Late  Charges.  In the  event any  payment  of  interest  or  principal  is
delinquent  more  than  five (5) days,  the  Borrower  will pay to Lender a late
charge of  eighteen  percent  (18%) of the amount of the overdue  payment.  This
provision for late charges shall not be deemed to extend the time for payment or
be a "grace period" or "cure period" that gives the Borrower a right to cure any
default under this Note.  Imposition of late charges is not contingent  upon the
giving of notice or demand.

     Application of Payments. All sums received by the Lender for application to
the  Loan  may be  applied  by the  Lender  to late  charges,  expenses,  costs,
interest, principal and other amounts owing to the Lender in connection with the
Loan in the order selected by the Lender in its sole discretion.

     Waiver  by  Borrower.  Lender's  failure  to  exercise  any right or option
available to it hereunder,  including without  limitation the right or option to
make demand for immediate payment in full of the amount due hereunder, shall not
constitute a waiver of such right or option at any subsequent  time or a consent
to the subsequent  occurrence of the same or any other event giving rise to such
right or option. Lender's acceptance of any payment hereunder which is less than
payment in full of all amounts due and payable at the time of such payment shall
not constitute a waiver of any right or option  available to Lender at that time
or at any  subsequent  time and shall not nullify any prior exercise of any such
right or option, except as and to the extent otherwise provided by law. Borrower
hereby  waives  presentment,  protest,  demand,  notice  of  protest,  notice of
dishonor,  and  any and all  other  notices  and  demands  which  may be made or
required to be made by Lender  hereunder.  Borrower also  expressly  agrees that
Lender  may,  without in any way  affecting  the  liability  of  Borrower or any
endorser  or  guarantor  hereof,  (i) extend the time for  payment of any amount
hereunder,  (ii) accept further security or release security for payment of this
Note,  (iii)  otherwise  modify the terms of this Note or of any other  document
delivered in connection  with the Note, and (iv) sell or assign all or a part of
Lender's  interest  and rights in and under this Note.  No extension of time for
payment  of any amount  hereunder  or renewal  or  modification  hereof  made by
agreement by Lender with any person shall affect Borrower's liability under this
Note, if Borrower is not a party to such agreement.  This Note may not otherwise
be modified except in writing executed by, at least, the party against whom such
modification is sought to be enforced.

     Prepayment. Borrower may prepay the principal balance of this Note, in full
at any time or in part from time to time; provided, however, that Borrower shall
pay a  prepayment  penalty  equal to two percent  (2%) of any  principal  amount
prepaid during the thirteen (13) month period commencing on the date hereof.

     Taxes and Insurance.  In addition to all requirements set forth herein, the
Mortgages,  the Assignments of Leases and Guaranties,  and other Loan Documents,
during  the term of the Note the Lender  shall  require  (i)  title,  hazard and
public  liability  insurance  on  the  Properties  securing  the  Note,  (ii)  a
commitment for title insurance  coverage be issued in favor of the Lender on the
date hereof,  (iii) a certificate of insurance  indicating that the Borrower has
obtained hazard and public  liability  insurance (with limits  acceptable to the
Lender) with the Lender shown as first mortgagee  and/or loss payee be delivered
to the Lender on the date hereof,  and (iv) all costs of such title,  hazard and
public liability insurance (including all title rundowns and abstracts of title)
be paid by the  Borrower.  The Borrower  shall pay the Lender an amount equal to
one-twelfth  of the annual real estate taxes on the  Properties on the first day
of each month during the term of this Note.

     Tax Free Exchange.  Borrower intends to acquire the Properties as part of a
deferred  exchange of like-kind  property in accordance with Section 1031 of the
Internal Revenue Code. In connection therewith, Borrower agrees to indemnify and
hold  Lender  harmless  from any  liabilities,  claims,  and  causes  of  action
associated with the like-kind exchange and the transaction contemplated thereby.

     References.  All references  herein to Lender shall, as may be appropriate,
include and refer to any successor to Lender as well as the  then-holder of this
Note, its heirs,  successors,  and assigns.  All  references  herein to Borrower
shall include and refer to the undersigned,  its heirs, successors, and assigns.
All  references  herein to the neuter  gender shall  include the  masculine  and
feminine  genders  as may be  appropriate,  and  all  references  herein  to the
singular number shall include the plural and vice versa.

     Expenses.  In the event  this  Note is not paid  when due at any  stated or
accelerated  maturity,  the  Borrower  will pay, in addition  to  principal  and
interest,   all  reasonable  costs  of  collection  and  costs  related  to  the
enforcement  of  this  Note,  and  other  related  matters,   including  without
limitation attorneys' fees incurred therewith.

     Taxpayer  Identification  Number.  This Note  provides  for the  Borrower's
federal taxpayer  identification number or social security number to be inserted
on the first page of this Note.  If such number is not  available at the time of
execution  of  this  Note  or is  not  inserted  by  Borrower,  Borrower  hereby
authorizes  and  directs  the Lender to fill in such number on the first page of
this Note when the Borrower advises the Lender of such number.

     Governing  Law. This Note shall be governed by, and construed in accordance
with, the laws of the State of South Carolina.

This Note is dated as of the date first written above.

Borrower's Address:                                                     (SEAL)
James W. Miller
Family Practice Specialists
1447 Johnston Willis Drive
Richmond, Virginia 23235