Exhibit 10(c)
        2000 AMENDED AND RESTATED CREDIT FACILITY AGREEMENT


           THIS  AGREEMENT  is made  as of the  28th  day of  July,
2000,  by  and  between  DETECTION  SYSTEMS,  INC.,  a  corporation
formed  under  the laws of the State of New York  with  offices  at
130 Perinton Parkway,  Fairport,  New York 14450 ("Detection"),  on
behalf of itself  and as  successor  by merger to  Radionics,  Inc.
and FLEET  NATIONAL  BANK,  a  national  banking  association  with
offices  at  One  East  Avenue,   Rochester,  New  York  14638  (as
successor to Fleet Bank, "Bank").

           This Agreement  amends,  clarifies and supersedes in its
entirety the 1998 Amended and Restated  Credit  Facility  Agreement
among the  parties  to this  Agreement  dated as of  September  30,
1998 (the "Prior Agreement").

           The parties hereby agree as follows:


I.    ARTICLE  - DEFINITIONS

1.1               The  following  terms  shall  have the  following
meanings unless otherwise expressly stated herein:

           "Affiliate"  shall mean any  entity  which  directly  or
      indirectly,  or through one or more intermediaries,  Controls
      or is  Controlled  By or is  Under  Common  Control  with the
      Borrower.

           "Agency"  shall  mean the  County of  Monroe  Industrial
      Development  Agency,  a  public  benefit  corporation  formed
      under the laws of the State of New York.

           "Applicable  Base Rate Margin"  shall mean the following
      amounts for the  following  respective  ratios of Funded Debt
      to EBITDA,  calculated for the Borrower and Subsidiaries on a
      consolidated  basis and  without  duplication  in  accordance
      with GAAP:

          Ratio                    Margin  (Basis Points)
          Greater than 2.25 to 1          25.0
          2.25 to 1 and less               0.0

      The  Applicable  Base Rate  Margin  shall be  adjusted at the
      beginning of each three month period  commencing either March
      1, July 1,  September  1, and  December 1  respectively,  and
      shall be  established  for that period based upon the average
      rolling ratios shown by the Borrower's  financial  statements
      for the  four  fiscal  quarters  ending  on the  most  recent
      December 31, March 31, June 30, or September 30 respectively.

           "Applicable  LIBOR  Margin"  shall  mean  the  following
      amounts for the  following  respective  ratios of Funded Debt
      to EBITDA,  calculated for the Borrower and Subsidiaries on a
      consolidated  basis and  without  duplication  in  accordance
      with GAAP:

           Ratio                             Margin  (Basis Points)
           Greater than 2.25 to 1                   150
           Greater than 1.75 to 1 but less than
              or equal to 2.25 to 1                 120
           Greater than 1.60 to 1 but less than
              or equal to 1.75 to 1                 110
           Greater than 1.25 to 1 but less than
              or equal to 1.60 to 1                 100
           Greater than 1.00 to 1 but less than
              or equal to 1.25 to 1                  80
           Less than or equal to 1.00 to 1           70

      The  Applicable   LIBOR  Margin  shall  be  adjusted  at  the
      beginning of each three month period  commencing either March
      1, July 1,  September  1, and  December 1  respectively,  and
      shall be  established  for that period based upon the average
      rolling ratios shown by the Borrower's  financial  statements
      for the  four  fiscal  quarters  ending  on the  most  recent
      December 31, March 31, June 30, or September 30 respectively.

           "Bank" shall mean Fleet  National  Bank (as successor to
      Fleet Bank) and its successors,  legal  representatives,  and
      assigns.

           "Base Rate"  shall mean the higher of the Federal  Funds
      Rate plus 100 basis points, or the Prime Rate.

           "Borrower"  shall  mean  Detection  and its  successors,
      legal representatives, and assigns.

           "Break  Costs"  shall mean an amount equal to the amount
      (if any) required to compensate  the Bank for any  additional
      losses  (including  without  limitation  any loss,  cost,  or
      expense   incurred   by   reason   of  the   liquidation   or
      reemployment  of  deposits  or funds  acquired by the Bank to
      fund  or  maintain  the  Obligations  prepaid),   costs,  and
      expenses  (including without  limitation  penalties) the Bank
      incurs   as  a  result   of  or  in   connection   with  such
      prepayment.  If by  reason  of an Event of  Default  the Bank
      elects to declare the  Obligations to be immediately  due and
      payable,   then  any  Break   Costs   with   respect  to  the
      Obligations  shall  become due and payable in the same manner
      as though Borrower had exercised a right of prepayment.

           "Business  Day" shall mean,  in respect of any date that
      is  specified in this  Agreement to be subject to  adjustment
      in  accordance  with  the  Modified  Following  Business  Day
      Convention,  a day on which  commercial banks settle payments
      in New York or, if the payment  obligation  is  calculated by
      reference to any LIBOR Rate, London, England.

           "Controls"  (including  the  terms  "Controlled  By"  or
      "Under Common  Control") shall mean but not be limited to the
      ownership  of  twenty-five  percent  (25%)  or  more  of  the
      outstanding  shares  of  capital  stock  of  any  corporation
      having  voting power for the election of  directors,  whether
      or not at the same time  stock of any other  class or classes
      has or might have voting power by reason of the  happening of
      any  contingency,  or ownership of twenty-five  percent (25%)
      or more of any  interest  in any  partnership,  or any  other
      interest by reason of which a controlling  influence over the
      affairs of the entity may be exercised.

           "Current  Assets"  shall  mean  all  assets  treated  as
      current assets in accordance with GAAP.

           "Current  Liabilities"  shall  mean  treated  as current
      liabilities  in  accordance  with  GAAP,   including  without
      limitation  all  obligations  payable on demand or within one
      year  after  the  applicable  measurement  date  as  well  as
      installment,  reimbursement, or sinking fund payments payable
      within one year after the  applicable  measurement  date, but
      excluding  any  such  liabilities   which  are  renewable  or
      extendable  at the option of the  obligor to a date more than
      one year after the applicable measurement date.

           "Current  Ratio" shall mean Current  Assets  compared to
      Current Liabilities.

           "Debt"  for  any   person  or  entity   shall  mean  (i)
      indebtedness  of such  person or entity for  borrowed  money,
      (ii)  obligations  of such person or entity for the  deferred
      purchase   price  of  property  or  services   (except  trade
      payables incurred in the ordinary course of business),  (iii)
      capitalized  or  capitalizable  obligations of such person or
      entity with respect to leases,  (iv) the amount available for
      drawing under  outstanding  standby  letters of credit issued
      for the  account  of such  person or entity and the amount of
      other off-balance  sheet obligations or liabilities,  each to
      the extent not otherwise treated  separately as Debt, (v) all
      obligations  endorsed  (other  than  for  collection  in  the
      ordinary  course of business) or guaranteed by such person or
      entity  directly  or  indirectly  in  any  manner   including
      without limitation  contingent  obligations to purchase,  pay
      or supply  funds to any person or entity to assure a creditor
      against  loss,  (vi)  obligations  of such  person  or entity
      arising under  acceptance  facilities,  or bills,  notes,  or
      similar  instruments,  and  (vii)  obligations  secured  by a
      lien,  security  interest,   or  other  arrangement  for  the
      purpose  of  security  on  property  owned by such  person or
      entity  whether or not the underlying  obligations  have been
      assumed by such person or entity.

           "Distributions"  shall mean (i) dividends,  payments, or
      distributions  of any kind in respect of the  capital  stock,
      securities  or other  equity  interests  or rights to acquire
      such  equity  interests  of  the  applicable  entity  (except
      distributions in the form of such stock,  equity  securities,
      equity  interests,  or rights to acquire equity  interests or
      assets of a business being acquired),  and (ii)  repurchases,
      redemptions,  or acquisitions  of capital stock,  securities,
      or other  equity  interests  or rights to acquire such equity
      interests of the Borrower or any Affiliate.

           "Domestic    Subsidiaries"   shall   mean   consolidated
      subsidiaries  organized  under the laws of the United  States
      of  America  or  any  state,   territory  or  instrumentality
      thereof  that are wholly  owned by  Detection.  All  Domestic
      Subsidiaries  are required to (a) be Guarantors,  (b) provide
      the Bank  with  security  interests  in all of  their  assets
      unless  otherwise  agreed by the  Bank,  and (c)  except  for
      intercompany   transactions   with  the  Borrower  and  other
      Subsidiaries,  themselves  comply  in all  respects  with the
      requirements  set forth in Section 8.13,  and 9.10,  and with
      the same  requirements  as are imposed  upon the  Borrower in
      Article 11 of this Agreement.

           "EBITDA"  shall mean,  for any period and  determined in
      accordance  with  GAAP,  net  operating  income   (calculated
      before Interest  Expense,  taxes,  extraordinary  and unusual
      items,   and  income  or  loss   attributable  to  equity  in
      Affiliates)    plus    depreciation   and   amortization   of
      intangibles less Distributions.

           "Environment"  means any water including but not limited
      to surface  water and ground water or water  vapor;  any land
      including land surface or subsurface;  stream sediments; air;
      fish;  wildlife;  plants;  and all other natural resources or
      environmental media.
           "Environmental Laws" means all federal,  state and local
      environmental,   land  use,  zoning,  health,  chemical  use,
      safety   and   sanitation   laws,    statutes,    ordinances,
      regulations,  codes and rules  relating to the  protection of
      the   Environment   and/or   governing   the  use,   storage,
      treatment, generation, transportation,  processing, handling,
      production  or  disposal  of  Hazardous  Substances  and  the
      regulations,    rules,    ordinances,    bylaws,    policies,
      guidelines,  procedures,  interpretations,  decisions, orders
      and  directives  of  federal,  state and  local  governmental
      agencies and authorities with respect thereto.

           "Environmental  Permits"  means all  licenses,  permits,
      approvals,   authorizations,    consents   or   registrations
      required  by  any  applicable   Environmental  Laws  and  all
      applicable  judicial and administrative  orders in connection
      with  ownership,  lease,  purchase,  transfer,  closure,  use
      and/or  operation  of  the  Improvements  and/or  as  may  be
      required    for   the   storage,    treatment,    generation,
      transportation,  processing, handling, production or disposal
      of Hazardous Substances.

           "Environmental  Report" means written  reports,  if any,
      prepared  for the  Bank  by an  environmental  consulting  or
      environmental engineering firm.

           "ERISA"  shall  mean  the  Employee   Retirement  Income
      Security Act of 1974, as amended.

           "Event of  Default"  shall  mean the  occurrence  of any
      event described in Article  12 hereof.

           "Federal  Funds  Rate" shall  mean,  for any  period,  a
      fluctuating  interest  rate  per  annum  equal  for  each day
      during  such period to the  weighted  average of the rates on
      overnight  federal  funds  transactions  with  members of the
      Federal Reserve System arranged by Federal funds brokers,  as
      published  for  such  day (or if such  day is not a  Business
      Day,  for the next  preceding  Business  Day) by the  Federal
      Reserve  Bank  of  New  York,  or,  if  such  rate  is not so
      published  for any day which is a Business  Day,  the average
      of the quotations for such day on such transactions  received
      by the Bank from three  Federal  funds  brokers of recognized
      standing selected by it.

           "Fee  Rate"  shall mean the rate used in  computing  the
      unused fee and  computed as  described in Section 2.7 of this
      Agreement.

           "First  Tier  Foreign  Subsidiary"  shall mean a Foreign
      Subsidiary  the  stock  of which  is  owned  directly  by the
      Borrower or a Domestic Subsidiary.

           "Fixed  Charges" shall mean for the  applicable  period,
      (i)  Interest  Expense,   (ii)  provision  for  taxes,  (iii)
      capital  expenditures  not  funded by  Funded  Debt or out of
      additional  paid in  capital,  and  (iv)  principal  or other
      payments   due  with   respect  to  Debt  which  are  Current
      Liabilities.

           "Foreign  Subsidiary"  shall mean any Subsidiary  formed
      under  the  laws of a  jurisdiction  other  than  the  United
      States of America or any state,  territory or instrumentality
      thereof.

           "Funded  Debt" shall mean all Debt that is not a Current
      Liability.

           "GAAP"   shall  mean   generally   accepted   accounting
      principles  as in  effect  from  time to  time in the  United
      States of America.

           "Guarantors"  shall mean all  persons or  entities  that
      have jointly and severally  guaranteed all of the Obligations
      in  form   satisfactory  to  the  Bank,   including   without
      limitation,  all Domestic  Subsidiaries.  Unless the Bank and
      the  Borrower   otherwise   agree  in  writing,   no  Foreign
      Subsidiary shall be a Guarantor.

           "Hazardous  Substances" means,  without limitation,  any
      explosives,  radon,  radioactive  materials,  asbestos,  urea
      formaldehyde  foam  insulation,   polychlorinated  biphenyls,
      petroleum  and   petroleum   products,   methane,   hazardous
      materials,  hazardous  wastes,  hazardous or toxic substances
      and any other  material  defined as a hazardous  substance in
      the Comprehensive  Environmental  Response,  Compensation and
      Liability Act of 1980, as amended,  42 U.S.C.  Sections 9601,
      et. seq.;  the  Hazardous  Materials  Transportation  Act, as
      amended,  49 U.S.C.  Sections  1801,  et. seq.;  the Resource
      Conservation   and  Recovery  Act,  as  amended,   42  U.S.C.
      Sections 6901,  et. seq.;  Articles 15 and 27 of the New York
      State  Environmental  Conservation  Law or any other federal,
      state,  or local law,  regulation,  rule,  ordinance,  bylaw,
      policy,  guideline,  procedure,   interpretation,   decision,
      order, or directive,  whether existing as of the date hereof,
      previously enforced or subsequently enacted.

           "Improvements"  shall  mean any real  property  owned or
      used by the Borrower.

           "Increased  Cost"  shall  mean  any  additional  amounts
      sufficient  to  compensate  the  Bank  and  any  assignee  or
      participant  of the Bank for any  increased  costs of funding
      or maintaining  the Obligations as a result of any law (other
      than  changes in tax laws  imposed on the  overall net income
      or  similar  measure  of   profitability   of  the  Bank)  or
      guideline  adopted  pursuant  to or  arising  out of the July
      1988  report of the Basle  Committee  on Banking  Regulations
      and    Supervisory    Practices    entitled    "International
      Convergence of Capital  Measurement  and Capital  Standards",
      or the adoption  after the date of this  Agreement of any law
      or guideline  regarding  capital  adequacy,  or any change in
      any  of  the   foregoing   or  in   the   interpretation   or
      administration  of any of the  foregoing by any  governmental
      authority,  central bank or  comparable  agency  charged with
      the interpretation or administration  thereof,  or compliance
      by the Bank or the Bank's  holding  company (or any  assignee
      or   participant   of  the  Bank  or  any  of  their  holding
      companies),  with any request or directive  regarding capital
      adequacy  (whether  or not  having  the  force of law) of any
      such authority,  central bank or comparable agency, which has
      or would  have the effect of  reducing  the rate of return on
      the Bank's  capital or on the  capital of the Bank's  holding
      company (or the capital of any  assignee  or  participant  of
      the  Bank or any of  their  holding  companies)  as a  direct
      consequence  of  the   transactions   contemplated   by  this
      Agreement  and all  related  documents  and  agreements,  the
      existence  of  the  Bank's  commitments  hereunder,   or  the
      Obligations  to a level  below  that  which  the  Bank or the
      Bank's  holding  company (or any assignee or  participant  of
      the  Bank  or any of  their  holding  companies)  would  have
      achieved but for such adoption,  change or compliance (taking
      into  consideration  the Bank's,  assignee's or participant's
      policies on capital adequacy).

           "Interest   Expense"  shall  mean,  for  the  applicable
      period,  for the Borrower and  Subsidiaries  determined  on a
      consolidated  basis without  duplication,  all interest paid,
      capitalized,  or accrued,  and  amortization of debt discount
      with  respect to all Debt less all  related  interest  income
      during such period and determined  after giving effect to the
      net cost associated  with financial  arrangements of any kind
      made to protect  against  fluctuations in interest rates such
      as  interest   rate  swap   contracts,   interest   rate  cap
      agreements, and the like.

           "LIBOR" shall mean the rate per annum  (rounded  upward,
      if  necessary,  to  the  nearest  1/32  of  one  percent)  as
      determined  on the basis of the offered rates for deposits in
      United  States  Dollars,  for a period of time  comparable to
      the  applicable  LIBOR  Interest  Period which appears on the
      Telerate  Page 3750 as of 11:00 a.m.,  London time on the day
      that is two London  Banking Days  preceding  the first day of
      the applicable  LIBOR Interest Period (the "Interest  Setting
      Date");  provided,  however, if the rate described above does
      not appear on the Telerate System on any applicable  Interest
      Setting  Date,  the  LIBOR  rate  shall be the rate  (rounded
      upwards as described  above,  if  necessary)  for deposits in
      United States  Dollars for a the applicable  Interest  Period
      on the  Reuters  Page  "LIBO"  (or  such  other  page  as may
      replace  the LIBO Page on that  service  for the  purpose  of
      displaying  such rates),  as of 11:00 a.m.  (London  Time) on
      the day  that is two (2)  London  Banking  Days  prior to the
      beginning  of  such  LIBOR  Interest  Period.   If  both  the
      Telerate and Reuters  system are  unavailable,  then the rate
      for that date will be  determined on the basis of the offered
      rates for deposits in United  States  Dollars for a period of
      time  comparable  to the  applicable  LIBOR  Interest  Period
      which  are   offered  by  four  major  banks  in  the  London
      interbank market at  approximately  11:00 a.m. (London Time),
      on the day that is two (2) London  Banking Days preceding the
      first  day of  such  LIBOR  Interest  Period.  The  principal
      London  office of each of the four major London banks will be
      requested to provide a quotation of its United  States Dollar
      deposit  offered  rate. If at least two such  quotations  are
      provided,  the rate for that date will be the arithmetic mean
      of  the   quotations.   If  fewer  than  two  quotations  are
      provided  as  requested,  the  rate  for  that  date  will be
      determined  on the  basis of the  rates  quoted  for loans in
      United States Dollars to leading  European banks for a period
      of time  comparable to the applicable  LIBOR Interest  Period
      offered  by major  banks in New  York  City at  approximately
      11:00  a.m.  New  York  City  time on the day that is two (2)
      London  Banking  Days  preceding  the first day of such LIBOR
      Interest  Period.  In the  event  that the Bank is  unable to
      obtain  any such  quotation  as  provided  above,  it will be
      deemed  that LIBOR for the LIBOR  Interest  Period  cannot be
      determined.

           In the event that LIBOR cannot be  determined,  or there
      is any change in any law or  application  thereof  that makes
      it  unlawful,  or any  central  bank  or  other  governmental
      authority  asserts that it is unlawful,  for the Bank to hold
      obligations  if the rate is determined  with reference to the
      LIBOR  (collectively,  a "LIBOR End Date"),  then  borrowings
      with  interest  based  upon  the  LIBOR  Rate  shall  not  be
      available after the LIBOR End Date.

           "LIBOR  Interest   Period"  shall  mean  any  particular
      one-month,  three-month,  or six-month period during which an
      applicable LIBOR Rate shall be in effect.

           "LIBOR  Rate" shall mean,  with  respect to any interest
      rate  period,  the  rate per anum  equal  to  LIBOR,  further
      adjusted to reflect any Increased Cost.

           "Loan  Documents"  shall  mean all  notes,  instruments,
      security   agreements,   assignments,   pledges,   mortgages,
      guarantees,  and other  documents and  agreements of any kind
      or nature related to this Agreement or the Obligations.

           "Modified  Following Business Day Convention" shall mean
      the  convention  for  adjusting any relevant date if it would
      otherwise  fall on a day that is not a Business  Day.  Terms,
      when used in conjunction with the term,  "Modified  Following
      Business  Day  Convention",  and a date,  shall  mean that an
      adjustment  will be made if that date would otherwise fall on
      a day that is not a  Business  Day so that  the date  will be
      the first following day that is a Business Day.

           "Mortgage" shall mean the mortgage  described in Section
      5.5 of this Agreement.

           "Mortgage  Loan"  shall mean the  mortgage  loan made by
      the Bank in  favor of  Detection  in the  original  principal
      amount  of  Three  Million  Four  Hundred   Thousand  Dollars
      ($3,400,000.00).

           "Mortgage Loan Note" shall mean the note  evidencing the
      Obligations  related  to the  Mortgage  Loan  in the  form of
      Exhibit B attached hereto and made a part hereof.

           "Mortgaged   Property"   shall  mean  the  property  and
      improvements  covered by and more  specifically  described in
      the Mortgage.

           "Obligations"   shall  include  all  of  the  Borrower's
      obligations  owing to the Bank or any participant or assignee
      of the  Bank,  including  all  obligations  related  to  this
      Agreement  of  any  kind  or  nature,  arising  now or in the
      future,  including without  limitation  obligations under the
      Revolving Line Note and the Mortgage Loan Note.

           "Prime  Rate" shall mean the  variable per annum rate of
      interest so  designated  from time to time by the Bank as its
      prime rate.  The Prime Rate is a reference  rate and does not
      necessarily  represent  the lowest or best rate being charged
      to any customer.

           "Rate  Change  Date"  shall  mean the  first day of each
      one-month,  three-month,  or  six-month  period for which any
      LIBOR Rate applies.

           "Release"  has the same meaning as given to that term in
      Section 101(22) of the Comprehensive  Environmental Response,
      Compensation  and  Liability  Act of  1980,  as  amended,  42
      U.S.C.  Section  9601(22),  and the  regulations  promulgated
      thereunder.

           "Revolving  Line"  shall  mean  the  revolving  line  of
      credit established pursuant to Section  of this Agreement.

           "Revolving  Line Note"  shall  mean the note  evidencing
      Obligations  related to the  Revolving  Line as  described in
      Section  of this Agreement.

           "Revolving  Line  Conversion  Date" shall mean July ___,
      2003.

           "Revolving  Line  Termination  Date" shall mean the date
      on which  the  Revolving  Line  terminates  as  described  in
      Section  of this Agreement.

           "Subsidiary"  shall  mean for any  person or entity  any
      corporation or other business  organization of which at least
      a majority  of the  securities,  equity,  or other  ownership
      interests  having  absolute or  contingent  voting  power are
      directly or indirectly owned by such person or entity.

           "Tangible   Assets"  shall  mean  total  assets,   after
      deduction  of  depreciation,  depletion,  and  reserves,  but
      excluding  accounts  from and other  obligations  payable  by
      officers  and  Affiliates  and further  excluding  all assets
      required to be classified as intangible  assets in accordance
      with  GAAP  (including  without   limitation   organizational
      expense, good will,  unamortized debt discount,  research and
      development costs,  patents,  trademarks,  copyrights,  other
      intellectual  property  rights,   franchises,   and  deferred
      assets).

           "Tangible  Net Worth"  shall mean  Tangible  Assets less
      Total Liabilities as determined by GAAP.

           "Total   Liabilities"   shall   mean   the  sum  of  all
      liabilities  shown on the balance sheet as of the  applicable
      date of determination, determined in accordance with GAAP.


1     ARTICLE  - REVOLVING LINE

1.1               Revolving   Line.   Subject   to  the  terms  and
conditions of this Agreement,  the Bank hereby  establishes for the
benefit of the  Borrower a revolving  line of credit in the maximum
principal  amount  of  Thirty-Five  Million  Dollars  ($35,000,000)
outstanding  at any one time.  The proceeds of the  Revolving  Line
shall be used for  Borrower's  working  capital  purposes.  Subject
to the terms of this  Agreement,  the  Borrower (or either of them)
may borrow,  repay, and reborrow under the Revolving Line,  between
the date of this  Agreement up to but not  including  the Revolving
Line  Conversion  date,  and so  long  as the  aggregate  principal
amount  outstanding  at any time to the  Borrower  does not  exceed
$35,000,000.   Each   borrowing   request   must  be  of  at  least
$250,000.   No  additional   advances   shall  be  made  under  the
Revolving Line from and after the Revolving Line Conversion Date.

1.1               Revolving   Line   Note.   The   Borrower   shall
execute,   together  with  this   Agreement,   a  note   evidencing
Obligations  related to the Revolving  Line in the form of Exhibit
A attached hereto and made a part hereof.

1.1               Interest  Rate  and  Payments.   All  outstanding
amounts under the Revolving Line,  except as specifically  provided
herein,  shall bear interest until paid in full (including  without
limitation after  acceleration,  maturity and judgment) at the Base
Rate plus the  Applicable  Base Rate  Margin.  Changes  in the rate
of interest  applicable  to the  Revolving  Line Note shall  become
effective  automatically  and without notice at the time of changes
in the Base Rate.

           The  Borrower,  however,  at least three  Business  Days
prior  to  each  Rate  Change  Date  may  notify  the  Bank  of its
election  to have a portion  of the  outstanding  principal  amount
under the  Revolving  Line (which must be at least  $1,000,000  and
must be an increment of  $100,000)  bear  interest for a one-month,
three-month,  or six month  period  commencing  on such Rate Change
Date at the LIBOR Rate plus the Applicable LIBOR Margin.

           All  computations of interest shall be made on the basis
of a three  hundred  sixty (360) day year and the actual  number of
days elapsed.

1.1               Payments.   Payments  of  all  accrued   interest
under the  Revolving  Line  Note  shall be due and  payable  on the
first  day  of  each  month.  Commencing  on the  first  day of the
month   following  the  Revolving  Line  Conversion   Date,   equal
principal  payments  under the Revolving  Line Note shall be due in
an amount each equal to a fraction,  the  numerator of which is one
(1) and the  denominator  of  which  is  forty-eight  (48),  of the
outstanding  principal  amount under the Revolving Line Note on the
Revolving  Line  Conversion  Date,  due on the  first  day of  each
month.  All remaining  outstanding  principal and accrued  interest
under the  Revolving  Line Note shall be due and payable in full on
the  earlier  of (i) July 28,  2007,  and (ii) the date of an Event
of Default.

1.1               Revolving Line  Termination.  Unless  extended in
writing  by the Bank on terms and  conditions  then  acceptable  to
the Bank,  the  Revolving  Line will  terminate  on, the earlier of
(i) July  28,  2007,  and  (ii)  the  date of an Event of  Default.
Notwithstanding  the  foregoing,  no additional  advances  shall be
made under the  Revolving  Line from and after the  Revolving  Line
Conversion Date.

1.1               Break  Costs.   Any  payment  of  any   principal
outstanding  under the Revolving Line Note which  principal  amount
is then  bearing  interest  at a rate  based  upon the  LIBOR  Rate
shall be  accompanied  by a payment of all Break Costs  unless such
payment is on the Rate Change Date  applicable  to that  particular
principal amount outstanding.

1.1               Unused Fee.  The  Borrower  shall pay to the Bank
an unused fee  computed at the  following  applicable  Fee Rate for
the  respective   applicable   ratio  of  Funded  Debt  to  EBITDA,
calculated  for the Borrower  and  Subsidiaries  on a  consolidated
basis and without duplication in accordance with GAAP:

           Ratio                             Fee Rate (Basis Points)
           Greater than 2.25 to 1                   25
           Greater than 1.25 to 1 but
                less than or equal to 2.25 to 1     15
           Greater than 1.00 to 1 but
                less than or equal to1.25 to 1    12.5
           Less than or equal to 1.00 to 1          10

      Each Fee Rate  shall be  adjusted  at the  beginning  of each
three month period  commencing  either  March 1, July 1,  September
1, and December 1  respectively,  and shall be established for that
period  based  upon  the  average   rolling  ratios  shown  by  the
Borrower's  financial  statements  for  the  four  fiscal  quarters
ending  on the most  recent  December  31,  March  31,  June 30, or
September 30 respectively.

      The unused fee shall be  computed  as  follows:  $35,000,000,
minus  the  average  daily  outstanding  principal  balance  of the
Revolving  Line,  times the Fee Rate per annum.  At the end of each
fiscal  quarter,  the Bank will bill the  Borrower  for the  unused
fee.

1.1              Letters  of  Credit.  Subject  to  the  terms  and
conditions  of this  Agreement,  the  Bank  will  make  letters  of
credit  available  for the account of the  Borrower.  The aggregate
amount   available   for  drawing   under  all  letters  of  credit
outstanding  shall  reduce,  dollar for  dollar,  the  amount  then
available  for advances  under the Revolving  Line.  The letters of
credit  shall  be  in  form   satisfactory  to  the  Bank  and  the
expiration  dates  thereof  shall not be later  than the  Revolving
Line Termination Date.

           The  Borrower  will pay the Bank's  customary  letter of
credit commissions in connection with each letter of credit.

           The  Borrower,  if requested  by the Bank,  will execute
reimbursement   agreements  in  form   satisfactory  to  the  Bank,
documenting  its   Obligations   with  respect  to  the  Letter  of
Credit.  All  drawings  under any letter of credit shall be treated
as immediate advances under the Revolving Line.

1.1               Facility  Fee.  The  Borrower  shall  pay  to the
Bank a fee on the date hereof in  connection  with the  increase in
the total  availability  to the Borrower  under this Agreement over
that available under the Prior Agreement.


1     ARTICLE  - MORTGAGE LOAN

1.1              Prior  Mortgage  Loan.  The  Bank  previously  has
made the  Mortgage  Loan to  Detection  evidenced  by the  Mortgage
Loan Note.

1.1               Agreement  Covers Prior  Mortgage Loan Note.  The
Mortgage   Loan,   the   Mortgage   Loan  Note,   and  all  related
documentation,  shall remain in full force and effect,  enforceable
in accordance with their original  terms,  as modified  extended or
replaced  from time to time.  All of the  terms of this  Agreement,
however,  also shall be  applicable  to the Mortgage  Loan.  Solely
with  respect to the  Mortgage  Loan,  to the extent of any express
inconsistency  between  the terms of this  Agreement  and the terms
of the  Mortgage  Loan,  the  terms  of  the  Mortgage  Loan  shall
prevail  and  the   inconsistent   terms   thereof  are   expressly
incorporated   herein.   Additional  but  not  inconsistent   terms
contained  in  the  Mortgage  Loan  are  not   superseded  by  this
Agreement.

1     ARTICLE  - EXPENSES/DEFAULT RATE INCREASES

1.1               Administrative   Expenses.   The  Borrower  shall
pay any fees,  expenses  and  disbursements,  including  reasonable
legal  fees,   of  the  Bank   related  to  this   Agreement,   the
Obligations,  the  perfection of any collateral  security  required
hereunder,  and the  transactions  contemplated  by this Agreement.
Such  payments  shall be due from time to time upon the Bank giving
the Borrower notice of the amount of such expenses.

1.1               Collection  Costs.  At the  request  of the Bank,
the  Borrower   shall   promptly  pay  any   expenses,   reasonable
attorney's  fees,   costs,  or  disbursements  in  connection  with
administration  of  the  Obligations  or  collection  of any of the
Obligations or  enforcement  of any of the Bank's rights  hereunder
or under any note,  security  agreement,  reimbursement  agreement,
guarantee,  or other  agreement  related  hereto.  This  obligation
shall  survive the payment of any notes  executed  hereunder.  The
Bank may apply any  payments of any nature  received by it first to
the   payment   of    Obligations    under   this    Section   4.2,
notwithstanding   any  conflicting   provision  contained  in  this
Agreement or any other agreement with the Borrower.

1.1               Default  Interest  Rate.  Upon the failure of the
Borrower to comply with any  covenant  contained  in Section 8.1 or
Article 10 of this  Agreement,  the rate of interest on each of the
Obligations  shall be  increased  to a rate at all  times  equal to
four  percentage  points  (4%)  above  the rate of  interest  which
would  be  in  effect  absent  such  failure  of  compliance,  such
increased  rate to remain in effect  through and  including the end
of the  fiscal  quarter  in which such  failure  of  compliance  is
remedied.   Upon  the  occurrence  of  an  Event  of  Default,  the
provisions   of  this   paragraph   shall  be   superseded  by  the
provisions  of the  second  paragraph  of this  Section  4.3  which
relates  to  increases  in the  rate  of  interest  in  case of the
occurrence of an Event of Default.

           Upon the occurrence of an Event of Default,  the rate of
interest on each of the  Obligations  shall be  increased to a rate
at all times  equal to four  percentage  points (4%) above the rate
of  interest  which  would be in  effect  absent  such  failure  of
compliance,  such  increased  rate to remain in effect  through and
including   payment  in  full  of  all  of  the   Obligations   and
cancellation  of further  commitments to lend under this Agreement,
or written waiver of such Event of Default by the Bank.

1.1               Late  Payment  Fees.  If  the  entire  amount  of
principal  and/or  interest  is not paid in full  under  any of the
Loan  Documents  within  ten  (10)  days  after  the  same  is due,
Borrower  shall  pay to the Bank a late fee  equal to five  percent
(5%) of the required payment.

1.1               Prepayments  Upon  Default.  If by  reason  of an
Event of Default the Bank elects to declare the  Obligations  to be
immediately  due and  payable,  then any Break  Cost or  prepayment
charge  with  respect  to the  Obligations  shall  become  due  and
payable in the same manner as though the Borrower  had  exercised a
right of prepayment.


1     ARTICLE  - COLLATERAL AND GUARANTEES

1.1               Security   Interests.   As  collateral   for  all
Obligations,  the  Borrower  shall  provide to the Bank,  and shall
cause each  Guarantor to provide to the Bank,  a security  interest
and  lien  in  all  their  respective  assets,   including  without
limitation machinery,  equipment,  furniture,  fixtures,  vehicles,
accounts,   inventory,  chattel  paper,  interests  in  leases  and
property  under  lease,   intellectual   property  and  proprietary
interests,   documents,   instruments,   and  general  intangibles,
provided,  however,  that Borrower  shall not provide the Bank with
a  security  interest  or lien in any  Margin  Stock as  defined in
Regulation  U  of  the  Federal  Reserve  Board  purchased  by  the
Borrower in  accordance  with  Section 9.2  hereof.  Such  security
interests  shall be first liens on such assets,  which shall not be
otherwise  encumbered  except as specified on Schedule 5.1 attached
hereto and made a part hereof.

1.1               Guarantees.   The   Borrower   shall   cause  all
Subsidiaries   other   than   Foreign    Subsidiaries   to   become
Guarantors.  The  Guarantor  guarantees  shall contain an agreement
that,  except for  intercompany  transactions  with the Borrower or
other  Subsidiaries,  such  Guarantor  shall comply in all respects
with the  requirements  set forth in Section  8.13,  and 9.10,  and
with the same  requirements  as are  imposed  upon the  Borrower in
Article 11 of this Agreement.

1.1               Stock  Pledge.  The Borrower  shall pledge to the
Bank (a) all of  Borrower's  shares of  capital  stock of  Domestic
Subsidiaries,  and  (b) in the  case  of  each  First-Tier  Foreign
Subsidiary,  65% of the total combined  voting power of all classes
of stock of such First-Tier  Foreign  Subsidiary  entitled to vote.
No  stock  of  any  Foreign  Subsidiary  other  than a  First  Tier
Foreign Subsidiary shall be pledged to the Bank.


1     ARTICLE  - REPRESENTATIONS OF BORROWER

           The  Borrower  represents  and  warrants  to the Bank as
follows:

1.1               Organization   and  Power.   Detection   is  duly
organized,  validly  existing and in good  standing  under the laws
of the  State  of New  York,  and is  duly  qualified  to  transact
business  and  in  good  standing  in all  states  in  which  it is
required  to  qualify or in which  failure to qualify  could have a
material  adverse  impact  on  its  business.  Detection  has  full
power  and  authority  to  own  its  properties,  to  carry  on its
business as now being  conducted,  to execute,  deliver and perform
this Agreement and all related  documents and  instruments,  and to
consummate  the  transactions  contemplated  hereby.  Detection has
no Subsidiaries or Affiliates except those listed on Schedule 6.1.

           Each Subsidiary is duly organized,  validly existing and
in good  standing  under  the laws of the state or  country  of its
organization,  and is duly  qualified  to transact  business and in
good  standing in all states and  countries in which it is required
to  qualify or in which  failure  to qualify  could have a material
adverse  impact on its  business.  Each  Subsidiary  has full power
and  authority to own its  properties,  to carry on its business as
now  being   conducted,   to  execute,   deliver  and  perform  its
obligations   under   this   Agreement   and  all   documents   and
instruments  related  to  this  Agreement,  and to  consummate  the
transactions contemplated hereby.

1.1               Proceedings  of Borrower.  All  necessary  action
on the part of the  Borrower,  including  shareholder  approval  to
the extent  required,  relating to  authorization  of the execution
and  delivery  of this  Agreement  and all  related  documents  and
instruments,   and  the  performance  of  the  Obligations  of  the
Borrower  hereunder and thereunder  has been taken.  This Agreement
and all related documents and instruments  constitute legal,  valid
and  binding   obligations   of  the   Borrower,   enforceable   in
accordance with their respective  terms,  except as  enforceability
may be  limited by  applicable  bankruptcy,  insolvency  or similar
law  affecting  the rights of creditors  generally,  and  equitable
principles.  The  Borrower  has no defenses,  offsets,  claims,  or
counterclaims  with respect to its  obligations  arising under this
Agreement   and  all  related   documents  and   instruments.   The
execution  and delivery by the Borrower of this  Agreement  and all
related  documents  and  agreements,  and  the  performance  by the
Borrower of its  obligations  under this  Agreement and all related
documents and  agreements  will not violate any provision of law or
either of the Borrower's  respective  Certificates of Incorporation
or By-laws or  organizational  or other  documents  or  agreements.
The execution,  delivery and  performance of this Agreement and all
related  documents  and  agreements,  and the  consummation  of the
transactions  contemplated  hereby will not violate, be in conflict
with,  result in a breach  of, or  constitute  a default  under any
agreement  to which the  Borrower is a party or by which any of its
properties is bound, or any order, writ,  injunction,  or decree of
any court or governmental  instrumentality,  and will not result in
the  creation  or  imposition  of any lien,  charge or  encumbrance
upon any of its properties except in favor of the Bank.

           All  necessary  action  on the part of each  Subsidiary,
including  shareholder  approval to the extent  required,  relating
to  authorization  of the execution and delivery of this  Agreement
and all related  documents and instruments,  and the performance of
the  Obligations  of each  Subsidiary  hereunder and thereunder has
been  taken.   All  documents  and  instruments   related  to  this
Agreement  executed  by  each  Subsidiary  respectively  constitute
legal,   valid  and  binding   obligations   of  such   Subsidiary,
enforceable in accordance with their  respective  terms,  except as
enforceability   may   be   limited   by   applicable   bankruptcy,
insolvency  or  similar  law  affecting  the  rights  of  creditors
generally,  and equitable  principles.  No Subsidiary has defenses,
offsets,  claims, or counterclaims  with respect to its obligations
arising  under  all  documents  and  instruments  related  to  this
Agreement.  The  execution  and delivery by each  Subsidiary or all
documents  and  agreements  related  to  this  Agreement,  and  the
performance  by  each  Subsidiary  of its  obligations  under  this
Agreement  and  all  related  documents  and  agreements  will  not
violate any  provision of law or any  Subsidiary's  Certificate  of
Incorporation  or By-laws or  organizational  or other documents or
agreements.   The  execution,   delivery  and  performance  of  all
documents  and  agreements  related  to  this  Agreement,  and  the
consummation  of the  transactions  contemplated  hereby  will  not
violate,   be  in  conflict  with,   result  in  a  breach  of,  or
constitute a default  under any  agreement to which any  Subsidiary
is a party or by  which  any of its  properties  is  bound,  or any
order,  writ,  injunction,  or decree of any court or  governmental
instrumentality,   and  will  not   result  in  the   creation   or
imposition  of any  lien,  charge  or  encumbrance  upon any of its
properties except in favor of the Bank.

1.1               Capitalization.  All  of the  outstanding  shares
and  other  equity  interests  of both of the  Borrowers  are  duly
authorized,  validly issued,  and fully paid.  There is no existing
contract,  debenture,  security,  right, option,  warrant,  call or
similar  commitment  of any  character  calling  for or relating to
the issuance,  retirement,  redemption,  purchase, or repurchase of
shares or other equity interests of the Borrower.

           All  of  the   outstanding   shares  and  other   equity
interests of each Subsidiary are duly  authorized,  validly issued,
and  fully  paid.  There  is  no  existing   contract,   debenture,
security,  right,  option,  warrant,  call or similar commitment of
any   character   calling  for  or   relating   to  the   issuance,
retirement,  redemption,  purchase,  or  repurchase  of  shares  or
other  equity  interests of any  Subsidiary  except with respect to
Emergency   Communications,   Inc.  pursuant  to  the  Shareholders
Agreement  dated  January 26,  1993,  a complete  copy of which has
been provided to the Bank prior to the date hereof.

1.1               Litigation.  Except  as  shown on  Schedule  6.4,
there is no action,  suit or  proceeding  at law or in equity or by
or  before  any  governmental   instrumentality   or  other  agency
pending or, to the  knowledge of the Borrower,  threatened  against
or  affecting  the  Borrower  (i) that  brings  into  question  the
legality,  validity  or  enforceability  of this  Agreement  or the
transactions   contemplated  hereby  or  (ii)  that,  if  adversely
determined,  would have a material  adverse effect on the financial
condition or the business of the Borrower.

           There  is no  action,  suit or  proceeding  at law or in
equity or by or before any  governmental  instrumentality  or other
agency  pending or, to the  knowledge of the  Borrower,  threatened
against or affecting any  Subsidiary  (i) that brings into question
the legality,  validity or  enforceability of this Agreement or the
transactions   contemplated  hereby  or  (ii)  that,  if  adversely
determined,  would have a material  adverse effect on the financial
condition or the business of the Subsidiary.

1.1               Financial  Statements.  All financial  statements
furnished  by the  Borrower to the Bank are  complete  and correct,
have  been  prepared  in   accordance   with   generally   accepted
accounting  principles  consistently applied throughout the periods
indicated,  and  fairly  present  the  financial  condition  of the
Borrower and its  Subsidiaries,  as of the respective dates thereof
and the results of their  respective  operations for the respective
periods covered thereby.

1.1               Adverse   Changes.    Since   the   most   recent
financial  statements  described  in Section  6.5 hereof  there has
been no material  adverse  change in the  condition,  financial  or
otherwise, of the Borrower or its Subsidiaries, taken as a whole.

1.1               Taxes.  The  Borrower  has  filed or caused to be
filed  when due all  federal  tax  returns  and all state and local
tax returns that are  required to be filed,  and has paid or caused
to be paid all  taxes as shown on said  returns  or any  assessment
received.  Detection's  tax  returns  have  been  audited  and  tax
years closed  through and including  fiscal 1995.  Each  Subsidiary
has filed or caused to be filed when due all  federal  tax  returns
and all  state  and  local  tax  returns  that are  required  to be
filed,  and has paid or  caused  to be paid  all  taxes as shown on
said  returns  or  any  assessment  received.  The  Borrower's  tax
returns  are not being  audited on the date of this  Agreement  and
the Borrower has not been  notified of any  intention by any taxing
authority to conduct such an audit.

1.1               Properties.   The   Borrower   and  each  of  its
Subsidiaries  have  good  and  marketable  title  to all  of  their
properties   and  assets,   including   without   limitation,   the
properties  and  assets  reflected  in the  most  recent  financial
statements  referred to in Section 6.5  hereof.  The  Borrower and
each of its  Subsidiaries  have  undisturbed  peaceable  possession
under all  leases  under  which they are  operating,  none of which
contain  unusual  or  burdensome  provisions  that  may  materially
affect the  operations  of the Borrower and its  Subsidiaries,  and
all such leases are in full force and effect.

1.1               Indebtedness.  Except  as  disclosed  in the most
recent  financial  statements  referred  to in Section  6.5 hereof,
the Borrower and its Subsidiaries have no outstanding Debt.

1.1               ERISA.  No  action,  event,  or  transaction  has
occurred  that  could  give  rise to a lien or  encumbrance  on the
assets  of the  Borrower  or its  Subsidiaries  as a result  of the
application of relevant  provisions of ERISA,  and the Borrower and
its Subsidiaries  are in material  compliance with all requirements
of ERISA.

1.1               Margin  Securities.  Except  as may be  permitted
by Section 9.2 hereof,  no  proceeds of the  Obligations  have been
or will be used for the purpose of  purchasing  or carrying  Margin
Securities  as  defined  in  Regulation  U of the  Federal  Reserve
Board.

1.1               Compliance   With  Law.   The  Borrower  and  its
Subsidiaries  are  not  in  violation  of  any  laws,   ordinances,
governmental  rules,  requirements,  or  regulations  to which they
are subject which violation might  materially  adversely affect the
condition   (financial  or  otherwise)  of  the  Borrower  and  its
Subsidiaries.  The  Borrower  and its  Subsidiaries  have  obtained
and are in compliance with all licenses,  permits,  franchises, and
governmental  authorizations  necessary  for the ownership of their
properties  and the conduct of their  business,  for which  failure
to  comply  could   materially   adversely   affect  the  condition
(financial or otherwise) of Borrower and its Subsidiaries.

1.1               Patents,  Trademarks,  and  Authorizations.   The
Borrower  and  its   Subsidiaries   own  or  possess  all  patents,
trademarks,  service  marks,  trade  names,  copyrights,  licenses,
authorizations,   other  intellectual   property  rights,  and  all
rights with respect to the  foregoing,  necessary to the conduct of
their  business  as now  conducted  without any  material  conflict
with the rights of others.

1.1               Contracts  and  Agreements.  The Borrower and its
Subsidiaries  are not  parties to any  contract or  agreement  that
materially adversely affects their business,  property,  assets, or
condition,  financial  or  otherwise,  and  the  Borrower  and  its
Subsidiaries  are in compliance  in all material  respects with all
contracts and agreements to which they are a party.
2     ARTICLE  - CONDITIONS OF LENDING

           The following  conditions  must be satisfied  before the
Bank  shall  have any  obligation  to make any  advance  under this
Agreement:

1.1               Representations      and     Warranties.      The
representations  and  warranties of the Borrower  contained  herein
shall be true and  correct  as of the date of  making  of each such
advance, with the same effect as if made on and as of such date.

1.1               No  Defaults.  There shall exist no  condition or
event that  constitutes  (or that, with the giving of notice or the
passage  of time or both,  would  constitute)  an Event of  Default
under Article 12 hereof at the time each advance is made.

1.1               Performance.  The Borrower  shall have  performed
and complied  with all  agreements  and  conditions  required to be
performed  or  complied  with by it  prior  to or at the  time  the
advance is made.

1.1               Opinion  of  Counsel.  The  Borrower  shall  have
delivered  an  opinion  of its  counsel,  dated  the  date  of this
Agreement,  and upon request  supplemental  opinions dated the date
of the advance,  in form and substance  reasonably  satisfactory to
the Bank.

1.1               Documents to be  Delivered.  The  Borrower  shall
have delivered to the Bank all security  agreements,  reimbursement
agreements,  assignments,  guarantees,  and any  related  documents
necessary or  desirable  in  connection  with the  requirements  of
Article  5 hereof.  All  notes  evidencing  the  Obligations  shall
have been  delivered  to the Bank at the time of the  making of the
respective loans.

1.1               Certified  Resolutions.  Each  of  the  Borrowers
and the  Guarantors  shall  have  delivered  a  certificate  of its
corporate  secretary  certifying,  as of  the  date  of  the  first
advance,  resolutions  duly  adopted  by its  respective  Board  of
Directors  authorizing  the execution,  delivery and performance of
this  Agreement,  or in the  case  of  Guarantors,  its  respective
guarantee,  and  all  related  documents  and  agreements  and  the
consummation  of  the  transactions   contemplated   hereby,  which
resolutions  shall  remain in full  force and effect so long as any
of the  Obligations  are  outstanding  or any  commitment  to  lend
exists under this Agreement.

1.1               Fees and  Taxes.  The  Borrower  shall  have paid
all filing fees,  taxes, and assessments  related to the borrowings
and  the  perfection  of  any  interests  in  collateral   security
required hereunder.

1.1               Insurance.  The  Borrower  shall  have  delivered
evidence  satisfactory  to the Bank of the  existence  of insurance
required hereby.

1.1               Organizational   Documents.  The  Borrower  shall
have   delivered   to  the  Bank   copies  of  its   then-effective
Certificate of  Incorporation,  By-laws,  d/b/a  certificates,  and
other  organizational  documents and instruments,  and upon request
of  the  Bank,  a  written  certificate  that  such  documents  and
instruments  have  not  been  changed  or  amended  since  the last
advance to Borrower pursuant to the terms of this Agreement.

1.1               Other  Documents  and  Agreements.  On or  before
the date of this  Agreement,  the  Borrower  shall  have  delivered
such other documents,  instruments,  and agreements as the Bank and
its legal counsel may require in connection  with the  transactions
contemplated hereby.

1.1               Certificates  of Good Standing.  On or before the
date of this  Agreement  the Borrower  shall have  delivered to the
Bank   certificates  of  good  standing  from   appropriate   state
officials  to the effect  that the each of the  Borrowers  and each
Domestic  Subsidiary  that  owns a  Foreign  Subsidiary  is in good
standing  in the  state of its  formation  as well as in all  other
states  in  which  qualification  is  necessary  for  each  of  the
Borrowers and such Domestic  Subsidiaries  to carry on its business
in such states.


1     ARTICLE  - AFFIRMATIVE COVENANTS OF BORROWER

           So  long  as  any  Obligations  to  the  Bank  shall  be
outstanding  or this Agreement  remains in effect,  unless the Bank
otherwise consents in writing, the Borrower shall:

1.1               Financial  Statements.  Furnish  to the  Bank  as
soon as  available,  but in no event later than one hundred  twenty
(120)  days after the end of each of its  fiscal  years,  copies of
its  annual  report  containing  its  annual  financial  statements
audited  by and with an  unqualified  opinion  from an  independent
certified  public   accountant   satisfactory  to  the  Bank.  Said
financial  statements  shall be  accompanied  by (i)  copies of its
Form  10K  for  the  respective   year,  (ii)  a  schedule  showing
computation   of   financial   covenants,   (iii)  a  copy  of  any
management  letter  prepared  by the  Borrower's  accountants,  and
(iv) a  certificate  of the Chief  Financial  Officer  or the Chief
Accounting  Officer of the  Borrower to the effect that no Event of
Default  has  occurred  and no  condition  exists  which  with  the
passage of time or the giving of notice would  constitute  an Event
of Default.

           The  Borrower  also shall  furnish to the Bank copies of
its consolidating  quarterly financial  statements and Form 10Q not
more than fifty  (50) days  after the close of each  quarter of its
fiscal  year.  Said  statements  shall  be  accompanied  by  (i)  a
schedule  showing  computation of financial  covenants,  and (ii) a
certificate   of  the  Chief   Financial   Officer   or  the  Chief
Accounting  Officer of the  Borrower to the effect that no Event of
Default  has  occurred  and no  condition  exists  which  with  the
passage of time or the giving of notice would  constitute  an Event
of Default.

           The   Borrower   shall   provide  to  the  Bank  interim
financial   statements,   if  any,   prepared  by  the   Borrower's
independent accountants.

1.1               Other  Reports  and  Inspections.  Furnish to the
Bank an annual  budget  within 30 days of the  commencement  of any
fiscal  year,  and  such  additional   information,   reports,   or
financial   statements   as  the  Bank  may,  from  time  to  time,
reasonably request.

           The Borrower  shall permit any person  designated by the
Bank to inspect the  property,  assets,  and books of the  Borrower
at  reasonable  times  and,  prior  to an Event  of  Default,  upon
reasonable  notice,  and shall discuss its affairs,  finances,  and
accounts  at  reasonable  times  with the Bank from time to time as
often as may be reasonably requested.

1.1               Taxes.    Pay   and    discharge    all    taxes,
assessments,  levies,  and governmental  charges upon the Borrower,
its income and property,  prior to the date on which  penalties are
attached  thereto;  provided,  however,  that the  Borrower  may in
good  faith  contest  any  such  taxes,  assessments,   levies,  or
charges so long as such contest is  diligently  pursued and no lien
or execution  exists or is levied against any of Borrower's  assets
related to the  contested  items and so long as Borrower  maintains
all reserves required by GAAP.

1.1               Insurance.  Maintain  or cause  to be  maintained
insurance,  of kinds and in amounts  satisfactory to the Bank, with
responsible  insurance  companies  on all of its real and  personal
properties  in such  amounts and against such risks as are prudent,
including but not limited to,  full-risk  extended  coverage hazard
insurance   to  the  full   insurable   value   of  real   property
(co-insurance   not  being  permitted  without  the  prior  written
consent of the Bank),  all-risk  coverage  for  personal  property,
business   interruption  or  loss  of  rents   coverage,   worker's
compensation  insurance,  and  comprehensive  general liability and
products  liability  insurance.  The Borrower also shall  maintain
flood  insurance  covering  any of its real  properties  located in
flood  zones.  The  Borrower  shall  provide  to the Bank,  no less
often than  annually  and upon its  request,  a  detailed  list and
evidence  satisfactory  to the Bank of its  insurance  carriers and
coverage  and shall  obtain such  additional  insurance as the Bank
may  reasonably   request.   Hazard  insurance  policies  for  real
property  shall  name the Bank as  mortgagee,  and for  personalty,
additional  insured and loss payee,  as its  interests  may appear.
All  policies  shall  provide for at least  thirty (30) days' prior
notice of cancellation to the Bank.

1.1               Existence.   Cause   to  be   done   all   things
necessary  to  preserve  and to keep in full  force and  effect its
existence,  rights,  and  franchises  and to comply in all material
respects  with all  valid  laws and  regulations  now in  effect or
hereafter  promulgated  by any  properly  constituted  governmental
authority having jurisdiction.

1.1               Maintenance   of   Properties.   At   all   times
maintain,  preserve,  protect, and keep its property used or useful
in conducting  its business,  in good repair,  working  order,  and
condition  and,  from time to time,  make all  needful  and  proper
repairs,  renewals,  replacements,  betterments,  and  improvements
thereto,  so that  the  business  carried  on may be  properly  and
advantageously conducted at all times.

1.1               Material  Changes,  Judgments.  Notify  the  Bank
immediately  of  any  material  adverse  change  in  the  financial
condition  of  the  Borrower  and  of  the  filing  of  any  suits,
judgments,  or liens which, if adversely  determined,  could have a
material  adverse effect on the business or financial  condition of
the   Borrower.   The   Borrower   also   shall   notify  the  Bank
immediately   of   any   change   in   the   name,   identity,   or
organizational  structure of the Borrower,  the Guarantors,  or any
Foreign Subsidiary.

1.1               ERISA   Compliance.   Comply   in  all   material
respects  with  the  provisions  of  ERISA  and   regulations   and
interpretations related thereto.

1.1               Franchises/Permits/Laws.  Preserve  and  keep  in
full  force and  effect  all  franchises,  permits,  licenses,  and
other  authority  as are  necessary  to  enable it to  conduct  its
business  as  being  conducted  on the date of this  Agreement  and
comply in all material  respects  with all laws,  regulations,  and
requirements  now  in  effect  or  hereafter   promulgated  by  any
properly  constituted  governmental  authority having  jurisdiction
over it.

1.1               Payments.   Make   all   payments   as  and  when
required  by this  Agreement  and the notes  and  other  agreements
related hereto or to the Obligations.

1.1               Deposits/Bank    Services.     Detection    shall
maintain  all of its  main  depository  accounts  at the  Bank  and
shall obtain its cash management services from the Bank.

1.1               Amendments.  Give the Bank  written  notice of an
amendment or modification to the  Certificate of  Incorporation  or
other governing documents or agreements of either Borrower.

1.1                  Subsidiaries.   Cause   each   Subsidiary   to
comply in all respects  with the same  requirements  as are imposed
upon the Borrower in Sections  8.3,  8.4,  8.5,  8.6, 8.7, 8.8, and
8.9 of this Agreement.


1     ARTICLE  - NEGATIVE COVENANTS OF BORROWER

           So long as any  Obligations  shall  be  outstanding,  or
this  Agreement  shall remain in effect,  unless the Bank otherwise
consents  in  writing,   the  Borrower   shall  not,   directly  or
indirectly:

1.1              Debt/Liens.  Create,  incur,  assume,  or allow to
exist,  voluntarily  or  involuntarily,  any Debt,  or any security
interest,  assignment,  pledge,  lien or other  encumbrance for the
purpose  of  collateral  of any kind  (including  the  charge  upon
property   purchased  under   conditional   sales  or  other  title
retention  agreements) upon any of its property or assets,  whether
now owned or hereafter  acquired,  or become the general partner in
any  partnership,  excluding only (i)  Obligations to and interests
held by the Bank,  (ii) Debt  described  in Schedule  9.1  attached
hereto and made a part  hereof,  (iii)  encumbrances  described  in
Schedule  5.1,  and (iv)  obligations  and  interests  to which the
Bank consents in writing.
1.2               Loans and  Investments.  Make any loan or advance
to, or any  investment  of any kind in,  any  person,  firm,  joint
venture,  corporation  or  other  entity  whatsoever,   except  (i)
short-term  investments  in  certificates  of deposit of  financial
institutions  and similar  investments  made in the ordinary course
of business,  (ii) to the extent  permitted by this  Agreement,  to
or  in   any   Subsidiary,   provided   however,   that   aggregate
investments  and/or capital  contributions  by the Borrower and its
Domestic  Subsidiaries in or to the Foreign  Subsidiaries (taken as
a whole) shall in no event exceed  $1,000,000  per year,  and (iii)
provided  that  Borrower  remains at all times in  compliance  with
each of the  financial  covenants  set forth in  Article 10 hereof,
payment of up to  $10,000,000  in the aggregate for  repurchases of
common stock of Detection  Systems,  Inc. between April 1, 1999 and
March 31, 2000.

1.1               Mergers,   Sales  and   Acquisitions/Change  in
Ownership  Interests.  Enter into any merger or  consolidation,  or
acquire  all or  substantially  all the  stock or  other  ownership
interests   or  assets  of  any  person,   firm,   joint   venture,
corporation,  or other entity except for  acquisition  transactions
involving  the  expenditure  by the Borrower and its  Affiliates of
not more than  $1,000,000  in total  consideration  in any one year
or  in  any  single  transaction;  or  sell,  lease,  transfer,  or
otherwise  dispose of any material  portion of its assets except in
the ordinary course of business.

           The   Borrower   will  not  allow  any   change  in  the
ownership,   legal  or  equitable,  of  the  shareholder  or  other
equity  interests in the  Subsidiaries  except between or among the
Borrower and the Domestic Subsidiaries.

1.1               Amendments.     Allow    the     amendment     or
modification  of either  of their  Certificates  of  Incorporation,
By-laws,  or  other  governing  documents  and  agreements  in  any
material respect without the prior written consent of the Bank.

1.1               Compensation.  Compensate  any  person or entity,
including without limitation  salaries,  bonuses,  consulting fees,
or otherwise,  in excess of amounts  reasonably related to services
rendered to the Borrower.

1.1               Judgments.   Allow   to   exist   any   judgments
against  Borrower  in  excess  of  $100,000  which  are  not  fully
covered  by  insurance  or for which an appeal or other  proceeding
for the  review  thereof  shall not have been taken and for which a
stay  of  execution   pending  such  appeal  shall  not  have  been
obtained.

1.1               Margin  Securities.  Except  as may be  permitted
by Section 9.2 hereof,  allow any  proceeds of the  Obligations  to
be used for the  purpose  of  purchasing  or  carrying  any  Margin
Securities  as defined in  Regulation  U of the Board of  Governors
of the Federal Reserve.

1.1              Tennessee  Assets.  Allow  any of  either of their
respective  assets to be located in the State of  Tennessee  with a
value in excess of the dollar  amount  limitation  of  coverage  by
the   respective   Borrower's   Security   Agreements   related  to
Tennessee assets.

1.1              Negative  Pledge.  Assign,  transfer,   pledge  or
otherwise  encumber  to or in favor of anyone  other  than the Bank
any  property,  real,  personal or  intangible,  which the Borrower
now or  hereafter  owns.  Borrower  will not at any time enter into
any  agreement  with  anyone  other  than  the  Bank in  which  the
Borrower  agrees  not to  assign,  transfer,  pledge  or  otherwise
encumber any  property,  real,  personal or  intangible,  which the
Borrower now or hereafter owns.

           9.10 Subsidiaries.  Cause each  Subsidiary  to comply in
all  respects  with the same  requirements  as are imposed upon the
Borrower in Sections  9.1,  9.2, 9.3, 9.5, 9.6, 9.8 and 9.9 of this
Agreement.


1     ARTICLE  - FINANCIAL COVENANTS

           The  financial  covenants  set  forth in  Section  10.1,
10.2,  10.3  and 10.4  shall  be  determined  by  calculating  such
covenant for the Borrower and its  Subsidiaries  on a  consolidated
basis and without duplication in accordance with GAAP.

           So  long  as  any  Obligations  to  the  Bank  shall  be
outstanding  or this Agreement  remains in effect,  unless the Bank
otherwise consents in writing, the Borrower, shall:

1.1               Minimum   Current   Ratio.   Maintain  a  minimum
Current  Ratio of at least 2.0 to 1.0,  as shown on each  quarterly
financial statement provided to the Bank.

1.1              Minimum  Fixed Charge  Coverage.  Maintain a ratio
of  (a)  EBITDA   minus   Distributions   to  (b)  Fixed   Charges,
calculated  for the  quarter  ending on the  measurement  date plus
the fewer of  either  (i) the last  three  preceding  quarters,  or
(ii) the number of quarters  except the  measurement  date  quarter
that have ended after  March 31,  1998,  as shown on the  quarterly
financial  statements  provided to the Bank, of at least 1.5 to 1.0
for the quarter ending June 30, 1998 and thereafter.

1.1               Maximum  Funded Debt  Ratio.  Maintain a ratio of
Funded Debt to EBITDA,  calculated  for the  quarter  ending on the
measurement date plus the three preceding quarters, not exceeding:

                     (a)  2.5 to 1.0  measured  on March 31,  2000,
                June 30, 2000,  September  30,  2000,  and December
                31, 2000,
                     (b)  2.25 to 1.0  measured on March 31,  2001,
                June 30, 2001,  September  30,  2001,  and December
                31, 2001, and
           (c)  2.0  measured  on March 31,  2002 and at the end of
                each quarter thereafter.

1.1               Minimum  Tangible  Net Worth.  Maintain a minimum
Tangible  Net Worth  equal to at least one hundred  percent  (100%)
of  Tangible  Net Worth of the  Borrower as of March 31, 2000 plus,
in  each   succeeding   fiscal   quarter,   an   amount   equal  to
seventy-five   percent  (75%)  of  net  operating  income  for  all
periods  following  March 31, 2000 plus one hundred  percent (100%)
of the  net  proceeds  from  any  sale of  stock  or  other  equity
interests  in the  Borrower  for all  periods  following  March 31,
2000 as shown on each  quarterly  financial  statement  provided to
the Bank.

           10.5 Limitation  on Foreign  Intercompany  Indebtedness.
Ensure at all times  that  aggregate  indebtedness  of all  Foreign
Subsidiaries  owing to the Borrower  and all Domestic  Subsidiaries
at  no  time  exceeds  by  more  than   $29,900,000  the  aggregate
indebtedness  of the Borrower and all Domestic  Subsidiaries  owing
to all Foreign Subsidiaries.

           10.6 Profitability.   Maintain  positive  net  operating
income  (calculated before Interest Expense,  taxes,  extraordinary
and unusual  items,  and income or loss  attributable  to equity in
Affiliates)  on a quarterly  basis at all times  during each fiscal
quarter of the Borrower  commencing  with the fiscal quarter ending
March 31, 1999,  as shown on each  quarterly  income  statement for
the Borrower provided to the Bank.

1     ARTICLE  - ENVIRONMENTAL MATTERS; INDEMNIFICATION

1.1               Environmental   Representations.   The   Borrower
represents   and  warrants   that,  to  the  best  of   Borrowers's
knowledge and except as shown on Schedule 11.1:

      (a)  Neither the  Improvements  nor any property  adjacent to
           the  Improvements  is  being  or has  been  used for the
           storage,    treatment,    generation,    transportation,
           processing,  handling,  production  or  disposal  of any
           Hazardous  Substance  or as a  landfill  or other  waste
           disposal  site  or  for  the  storage  of  petroleum  or
           petroleum  based products  except in compliance with all
           Environmental Laws.

      (b)  Underground  storage  tanks  are not and  have  not been
           located on the  Improvements  except in compliance  with
           all Environmental Laws.

      (c)  The   soil,   subsoil,   bedrock,   surface   water  and
           groundwater  of  the   Improvements   are  free  of  any
           Hazardous Substances.

      (d)  There has been no Release,  nor is there the threat of a
           Release of any  Hazardous  Substance  on, at or from the
           Improvements  or any property  adjacent to or within the
           immediate  vicinity of the  Improvements  which  through
           soil,  subsoil,  bedrock,  surface water or  groundwater
           migration could come to be located on the  Improvements,
           and  Borrower  has not  received  any form of  notice or
           inquiry  from any federal,  state or local  governmental
           agency or authority,  any operator,  tenant,  subtenant,
           licensee  or  occupant  of  the   Improvements   or  any
           property  adjacent to or within the  immediate  vicinity
           of the  Improvements  or any other person with regard to
           a Release or the  threat of a Release  of any  Hazardous
           Substance  on,  at  or  from  the  Improvements  or  any
           property adjacent to the Improvements.

      (e)  All  Environmental  Permits relating to the Borrower and
           the  Improvements  have  been  obtained  and are in full
           force and effect.

      (f)  No event has occurred  with respect to the  Improvements
           which,  with  the  passage  of  time  or the  giving  of
           notice,  or both,  would  constitute  a violation of any
           applicable  Environmental Law or non-compliance with any
           Environmental Permit.

      (g)  There  are  no  agreements,   consent  orders,  decrees,
           judgments,  license or permit conditions or other orders
           or  directives  of any  federal,  state or local  court,
           governmental  agency or authority  relating to the past,
           present  or  future  ownership,  use,  operation,  sale,
           transfer  or  conveyance  of  the   Improvements   which
           require  any  change  in the  present  condition  of the
           Improvements   or  any  work,   repairs,   construction,
           containment, clean up, investigations,  studies, removal
           or other remedial  action or capital  expenditures  with
           respect to the Improvements.

      (h)  There are no  actions,  suits,  claims  or  proceedings,
           pending or threatened,  which could cause the incurrence
           of  expenses  or  costs of any  name or  description  or
           which seek money damages,  injunctive  relief,  remedial
           action or any other remedy that arise out of,  relate to
           or result from (i) a violation  or alleged  violation of
           any applicable  Environmental  Law or  non-compliance or
           alleged  non-compliance  with any Environmental  Permit,
           (ii)  the  presence  of  any  Hazardous  Substance  or a
           Release  or the  threat  of a Release  of any  Hazardous
           Substance  on,  at  or  from  the  Improvements  or  any
           property  adjacent to or within the  immediate  vicinity
           of the  Improvements  or  (iii)  human  exposure  to any
           Hazardous Substance,  noises, vibrations or nuisances of
           whatever  kind to the  extent  the same  arise  from the
           condition of the  Improvements  or the  ownership,  use,
           operation, sale, transfer or conveyance thereof.

1.1               Environmental     Covenants.     The     Borrower
covenants   and  agrees  with  the  Bank  that,  so  long  as  this
Agreement remains in effect, the Borrower shall:

      (a)  Comply  with,  and shall cause all  operators,  tenants,
           subtenants,  licensees and occupants of the Improvements
           to comply  with all  applicable  Environmental  Laws and
           shall  obtain  and  comply  with,  and  shall  cause all
           operators, tenants, subtenants,  licensees and occupants
           of the  Improvements  to obtain  and  comply  with,  all
           Environmental Permits.

      (b)  Not  cause  or  permit  any  change  to be  made  in the
           present or intended use of the Improvements  which would
           (i)  violate  any  applicable  Environmental  Law,  (ii)
           constitute  non-compliance with any Environmental Permit
           or (iii)  materially  increase  the risk of a Release of
           any Hazardous Substance.

      (c)  Promptly  provide Bank with a copy of all  notifications
           which it gives or receives  with  respect to any past or
           present  Release  or  the  threat  of a  Release  of any
           Hazardous  Substance on, at or from the  Improvements or
           any property adjacent to the Improvements.

      (d)  Undertake  and  complete  all  investigations,  studies,
           sampling and testing and all removal and other  remedial
           actions required by law to contain,  remove and clean up
           all  Hazardous  Substances  that  are  determined  to be
           present  at the  Improvements  in  accordance  with  all
           applicable  Environmental  Laws  and  all  Environmental
           Permits.

      (e)  At  all  times   allow   the  Bank  and  its   officers,
           employees,  agents,  representatives,   contractors  and
           subcontractors  reasonable access after reasonable prior
           notice  to  the   Improvements   for  the   purposes  of
           ascertaining   site  conditions,   including,   but  not
           limited to, subsurface conditions.

      (f)  Deliver   promptly  to  the  Bank:  (i)  copies  of  any
           documents received from the United States  Environmental
           Protection  Agency,  or any state,  county or  municipal
           environmental   or   health   agency    concerning   the
           Borrower's  operations  or the  Improvements;  and  (ii)
           copies of any  documents  submitted  by the  Borrower to
           the United  States  Environmental  Protection  Agency or
           any state,  county or municipal  environmental or health
           agency concerning its operations or the Improvements.

      (g)  If at any time the Bank obtains any reasonable  evidence
           or information which suggests that a material  potential
           environmental  problem  may  exist at the  Improvements,
           the  Bank  may  require  that  a  full  or  supplemental
           environmental  inspection  and audit report with respect
           to the  Improvements  of a scope  and  level  of  detail
           satisfactory  to Bank be  prepared  by an  environmental
           engineer or other  qualified  person  acceptable  to the
           Bank at  Borrower's  expense.  Such audit may  include a
           physical  inspection  of  the  Improvements,   a  visual
           inspection  of any  property  adjacent  to or within the
           immediate   vicinity  of  the  Improvements,   personnel
           interviews  and a review of all  Environmental  Permits.
           If  the  Bank  requires,   such  inspection  shall  also
           include a records search and/or  subsurface  testing for
           the  presence  of  Hazardous  Substances  in  the  soil,
           subsoil,  bedrock, surface water and/or groundwater.  If
           such  audit  report   indicates   the  presence  of  any
           Hazardous  Substance  or a  Release  or the  threat of a
           Release of any  Hazardous  Substance  on, at or from the
           Improvements,  Borrower  shall  promptly  undertake  and
           diligently   pursue   to   completion   all   necessary,
           appropriate   and  legally   authorized   investigative,
           containment,   removal,  clean  up  and  other  remedial
           actions,  using methods  recommended  by the engineer or
           other  person  who   prepared   said  audit  report  and
           acceptable to the appropriate  federal,  state and local
           agencies or authorities.

1.1               Indemnity.  The  Borrower  agrees  to  indemnify,
defend,  and hold  harmless  the Bank from and  against any and all
liabilities, claims, damages, penalties,  expenditures,  losses, or
charges,   including,   but  not   limited   to,   all   costs   of
investigation,    monitoring,   legal   representation,    remedial
response,  removal,  restoration or permit  acquisition of any kind
whatsoever,   which  may  now  or  in  the  future  be  undertaken,
suffered,  paid,  awarded,  assessed,  or otherwise incurred by the
Bank (or any other  person or  entity  affiliated  with the Bank or
representing  or acting  for the Bank or at the Bank's  behest,  or
with a claim  on the Bank or to whom  the  Bank  has  liability  or
responsibility  of any sort related to this Section 11.3)  relating
to,   resulting  from  or  arising  out  of  (a)  the  use  of  the
Improvements    for    the    storage,    treatment,    generation,
transportation,  processing,  handling,  production  or disposal of
any  Hazardous  Substance or as a landfill or other waste  disposal
site,  (b) the presence of any Hazardous  Substance or a Release or
the threat of a Release of any  Hazardous  Substance on, at or from
the  Improvements,  (c)  the  failure  to  promptly  undertake  and
diligently  pursue to completion  all  necessary,  appropriate  and
legally authorized  investigative,  containment,  removal, clean up
and  other  remedial  actions  with  respect  to a  Release  or the
threat of a Release of any  Hazardous  Substance on, at or from the
Improvements,  (d)  human  exposure  to  any  Hazardous  Substance,
noises,  vibrations  or  nuisances  of whatever  kind to the extent
the  same  arise  from the  condition  of the  Improvements  or the
ownership,  use,  operation,  sale, transfer or conveyance thereof,
(e)  a  violation  of  any   applicable   Environmental   Law,  (f)
non-compliance  with any  Environmental  Permit  or (g) a  material
misrepresentation  or inaccuracy in any  representation or warranty
or a material  breach of or failure to perform  any  covenant  made
by  Borrower  in this  Agreement.  Such costs or other  liabilities
incurred  by the Bank or other  entity  described  in this  Section
11.3  shall be  deemed to  include,  without  limitation,  any sums
which  the Bank  deems it  necessary  or  desirable  to  expend  to
protect its security interests and liens.

1.1               No  Limitation.  The liability of Borrower  under
this Article 11 shall in no way be limited,  abridged,  impaired or
otherwise  affected by (a) any  amendment or  modification  of this
Agreement or any other document  relating to the  Obligations by or
for  the  benefit  of  Borrower  or  any  subsequent  owner  of the
Improvements   except  for  an  amendment  or  modification   which
expressly  refers to this  Article 11, (b) any  extensions  of time
for  payment  or  performance  required  by this  Agreement  or any
other  document  relating  to the  Obligations,  (c) the release of
Borrower,  any  guarantor or any other person from the  performance
or  observance  of any  of  the  agreements,  covenants,  terms  or
conditions  contained  in  this  Agreement  or any  other  document
relating to the Obligations by operation of law,  Bank's  voluntary
act or otherwise,  (d) the  invalidity or  unenforceability  of any
of  the  terms  of  provisions  of  this  Agreement  or  any  other
document   relating  to  the   Obligations,   (e)  any  exculpatory
provision  contained  in  this  Agreement  or  any  other  document
relating to the  Obligations  limiting  Bank's recourse to property
encumbered  by any  mortgage  or to any other  security or limiting
Bank's rights to a deficiency  judgment against  Borrower,  (f) any
applicable  statute  of  limitations,   (g)  any  investigation  or
inquiry  conducted  by or on the behalf of Bank or any  information
which Bank may have or obtain  with  respect  to the  environmental
or  ecological  condition  of  the  Improvements,   (h)  the  sale,
assignment or  foreclosure  of any interest in  collateral  for the
Obligations,  (i) the sale,  transfer or  conveyance of all or part
of  the  Improvements,  (j)  the  dissolution  and  liquidation  of
Borrower,  (k) the  death or legal  incapacity  of any  individual,
(l) the release or  discharge,  in whole or in part, of Borrower in
any   bankruptcy,    insolvency,    reorganization,    arrangement,
readjustment,  composition,  liquidation or similar proceeding,  or
(m) any other  circumstances  which might  otherwise  constitute  a
legal or equitable  release or  discharge of Borrower,  in whole or
in part.

1.1               Survival.   Notwithstanding   anything   to   the
contrary   contained   herein,   the   Borrower's   liability   and
obligations   under  Section  11.4  shall  survive  the  discharge,
satisfaction  or assignment  of this  Agreement by the Bank and the
payment in full of all of the Obligations.

1.1               Investigations.   If  the  Borrower  defaults  on
any of its  Obligations  pursuant  to this  Agreement  or any other
Loan  Document,  the Bank or its  designee  shall  have the  right,
upon  reasonable  notice  to  the  Borrower,   to  enter  upon  the
Improvements  and conduct such tests,  investigation  and sampling,
including but not limited to installation  of monitoring  wells, as
shall be  reasonably  necessary  for the Bank to determine  whether
any  disposal of Hazardous  Substances  has occurred on, at or near
the  Improvements.  The  costs  of all such  tests,  investigations
and  samplings  shall  be  considered  as  additional  indebtedness
secured by all  collateral  for the  Obligations  and shall  become
immediately  due and  payable  without  notice  and  with  interest
thereon at highest rate then borne by any of the Obligations.

1.1               No   Warranty    Regarding    Information.    The
Borrower  agrees  that the Bank  shall not be liable in any way for
the  completeness  or accuracy of any  Environmental  Report or the
information  contained  therein.  The Borrower  further agrees that
the Bank has no duty to warn the  Borrower  or any other  person or
entity  about any actual or potential  environmental  contamination
or other  problem  that may have  become  apparent  or will  become
apparent to the Bank.


1     ARTICLE  - DEFAULTS

1.1               Defaults.   The  following  events   (hereinafter
called "Events of Default")  shall  constitute  defaults under this
Agreement.  Such Events of Default  shall be without  prejudice  to
the  Bank's  rights  to  demand  payment  in  full  of  Obligations
payable on demand,  as  specified  in this  Agreement  or the notes
relating to such Obligations, at any time.

           a.   Nonpayment.  Failure  of the  Borrower  to make any
      payment  of any type  under the  terms of the Loan  Documents
      within ten (10) days after the same becomes due and payable.

           b.   Performance.   Failure  of  the   Borrower  or  any
      Subsidiary  to  observe  or  perform  any  other   condition,
      covenant or term of the Loan  Documents;  provided,  however,
      except with  respect to  Sections  8.1 and 8.4 and Article 10
      of this Agreement,  if such failure is susceptible to cure an
      Event of Default  shall not occur  unless such failure is not
      cured  within  thirty  (30)  days  after  the Bank  gives the
      Borrower or the Subsidiary respectively notice of same.

           c.   Other  Obligations.  Failure  of  the  Borrower  or
      any  Subsidiary  to observe or perform  any other  condition,
      covenant,  or term of any other agreement with the Bank after
      any  applicable  cure or grace  period  related  thereto,  or
      default  by  the  Borrower  or  any   Subsidiary   under  any
      agreement  involving  Debt or any  other  material  agreement
      with any third person or entity.

           d.   Representations.     (i)     failure     of     any
      representation  or  warranty  made  by  the  Borrower  or any
      Guarantor  in  connection  with  the  execution  of the  Loan
      Documents,  or any certificate of officers  pursuant thereto,
      to  be   truthful,   accurate  or  correct  in  all  material
      respects,  or (ii) after fifteen (15) days notice and failure
      to cure,  failure of any  representation  or warranty made by
      the  Borrower  or  any  Guarantor  in  connection   with  the
      performance of the Loan Documents  after the closing date, or
      any certificate of officers  pursuant thereto to be truthful,
      accurate or correct in all material respects.

           e.    Financial  Difficulties.   Financial  difficulties
      of the Borrower or any Guarantor as evidenced by:

                (i) any  admission  in writing of inability to pay
           debts as they become due; or
                (ii) the  filing  of a  voluntary  or  involuntary
           petition  in  bankruptcy,  or under any  chapters of the
           Bankruptcy  Code,  or under any federal or state statute
           providing for the relief of debtors; or

                (iii)  making an  assignment  for the  benefit  of
           creditors; or

                (iv)  consenting to the  appointment  of a trustee
           or  receiver  for  all  or a  major  part  of any of its
           property; or

                (v)  the  entry  of a  court  order  appointing  a
           receiver  or a  trustee  for all or a major  part of its
           property; or

                (vi)  the  occurrence  of any  event,  action,  or
           transaction   that   could   give  rise  to  a  lien  or
           encumbrance  on the assets of the  Borrower  as a result
           of application of relevant provisions of ERISA.

           f.   Material  Change.  After  ten (10)  days  notice to
      the  Borrower,  any  condition  by  reason  of which the Bank
      reasonably  believes the  Borrower's  ability to timely repay
      any  Obligations to the Bank is impaired,  including  without
      limitation  by reason of  material  or  reasonably  projected
      material change in Borrower's  business or operations,  or in
      any factor affecting  Borrower's  business or operations,  or
      regarding any other  obligation or agreement of Borrower,  or
      in the  financial  condition of Borrower or its  Subsidiaries
      taken as a whole,  or in the  collateral  for the  Borrower's
      Obligations.

1.1               Remedies.  If any one or more  Events of  Default
listed  in  Section  12.1   (e)(i)-(v)   occur,   (a)  any  further
commitments  or  obligations  of the  Bank  shall be  deemed  to be
automatically and without need for further action  terminated,  and
(b) all  Obligations  of the  Borrower  to the Bank,  automatically
and without need for further  action,  shall become  forthwith  due
and payable without presentment,  demand,  protest, or other notice
of any  kind,  all of which are  hereby  expressly  waived.  If any
one or more  Events of Default  other than those  listed in Section
12.1  (e)(i)-(v)  occur,  the Bank may, at its option,  take either
or both of the  following  actions at the same or different  times:
(a) terminate any further  commitments  or obligations of the Bank,
and (b)  declare  all  Obligations  of the  Borrower  to the  Bank,
automatically   and  without  need  for  further   action,   to  be
forthwith due and payable  without  presentment,  demand,  protest,
or other  notice of any kind,  all of which  are  hereby  expressly
waived.

           In case any such  Events of  Default  shall  occur,  the
Bank shall be entitled  to recover  judgment  against the  Borrower
for all  Obligations of the Borrower to the Bank either before,  or
after,   or  during  the  pendency  of  any   proceedings  for  the
enforcement,  of any security  interests,  mortgages,  pledges,  or
guarantees  and, in the event of  realization of any funds from any
security or  guarantee  and  application  thereof to the payment of
the  Obligations  due,  the  Bank  shall  be  entitled  to  enforce
payment of and recover  judgment for all amounts  remaining due and
unpaid  on  such  Obligations.   The  Bank  shall  be  entitled  to
exercise  any other  legal or  equitable  right  which it may have,
and may  proceed to  protect  and  enforce  its rights by any other
appropriate   proceedings,   including   action  for  the  specific
performance  of  any  covenant  or  agreement   contained  in  this
Agreement and other agreements held by the Bank.

           After any Event of  Default,  the Bank may  require  the
Borrower to deliver  cash  collateral  to the Bank,  together  with
agreements  related  thereto  satisfactory  to the Bank in its sole
discretion,   in  an  amount   equal  to  the   aggregate   undrawn
outstanding  amount of all  letters of credit  issued  pursuant  to
Section 2.8 of this Agreement.

1     ARTICLE  - MISCELLANEOUS

1.1               Waiver.  No  delay  or  failure  of the  Bank  to
exercise  any right,  remedy,  power or privilege  hereunder  shall
impair  the same or be  construed  to be a waiver of the same or of
any  Event of  Default  or an  acquiescence  therein.  No single or
partial  exercise of any right,  remedy,  power or privilege  shall
preclude  other  or  further  exercise  thereof  by the  Bank.  All
rights,  remedies,  powers,  and privileges  herein  conferred upon
the Bank  shall  be  deemed  cumulative  and not  exclusive  of any
others available.

1.1               Survival      of       Representations.       All
representations  and warranties  contained herein shall survive the
execution  and delivery of this  Agreement  and the  execution  and
delivery of other agreements hereunder.

1.1               Additional  Security/Setoff.   The  Borrower  and
Guarantors  hereby  grant  to the Bank a lien,  security  interest,
and  right  of set off as  security  for the  Obligations  upon and
against all deposits,  credits,  collateral  and  property,  now or
hereafter in the  possession,  custody,  safekeeping  or control of
Bank or any  entity  under the  control of Fleet  Financial  Group,
Inc.,  or in transit  to any of them.  At any time  without  demand
or notice,  the Bank may set off the same or any part  thereof  and
apply  the same to any  liability  or  obligation  of  Borrower  or
Guarantors  even though  unmatured  and  regardless of the adequacy
of any  other  collateral  securing  the  Obligations.  Any and all
rights to require  Bank to  exercise  its rights or  remedies  with
respect to any other  collateral  which  secures  the  Obligations,
prior to  exercising  its  right of set off  with  respect  to such
deposits,   credits,   or  other   property  of  the   Borrower  or
Guarantors  are  hereby  knowingly,  voluntarily,  and  irrevocably
waived.

1.1               Notices.  Any  notice  or  demand  upon any party
hereto  shall be deemed to have been  sufficiently  given or served
for all purposes  hereof when  delivered in person or by nationally
recognized  overnight  courier  with  receipt  requested,   or  two
Business Days after it is mailed  certified  mail postage  prepaid,
return receipt requested, addressed as follows:


           If to Bank:         Fleet National Bank
                               One East Avenue
                               Rochester, New York 14638
                               Attention: Corporate Banking Department
                                          Martin K. Birmingham

           If to Borrower:     etection Systems, Inc.
                               130 Perinton Parkway
                               Fairport, New York 14450
                               Attention: President

Any party may  change,  by notice in writing to the other  parties,
the address to which notices to it shall be sent.

1.1               Entire   Agreement.   This   Agreement   and  the
documents  referred  to herein  embody  the  entire  agreement  and
understanding   among  the   parties   and   supersede   all  prior
agreements  and  understandings  relating  to  the  subject  matter
hereof.  This  Agreement  shall not be changed or amended  without
the  written  agreement  of  all  parties  hereto.  This  Agreement
embodies  all   commitments  to  lend  between  the  Bank  and  the
Borrower and supersedes any prior commitments.

1.1               Parties   in   Interest.   All  the   terms   and
provisions of this  Agreement  shall inure to the benefit of and be
binding  upon  and  be   enforceable   by  the  parties  and  their
respective  successors  and  assigns and shall inure to the benefit
of and be enforceable  by any holder of notes  executed  hereunder.
Upon any transfer of any  Obligation  or any  interest  therein the
Bank may  deliver  or  otherwise  transfer  or assign to the holder
any  collateral  or  guarantees  for the  Obligation,  which holder
shall thereupon have all the rights of the Bank.

1.1
            Business Days.  All Loan  Documents  shall be governed
by  the  Modified  Following  Business  Day  Convention,   but  any
extension  of time  shall,  in each such case,  be  included in the
computation of any interest or fees.

1.1               Oral  and  Telecopy  Requests.  As a  convenience
to the Borrower,  Borrower hereby  authorizes the Bank to rely upon
requests  made by the  Borrower or its  employees  in writing or by
telecopy,  and to treat  such  requests  as if they  were made in a
writing  delivered  to the Bank.  Any  advance of funds made by the
Bank   pursuant  to  any  such  request   shall  be  deemed  to  be
authorized by the Borrower unless immediately repaid in full.

1.1               Severability.  In  the  event  that  any  one  or
more of the  provisions  contained  in this  Agreement or any other
agreement,  document,  or guarantee  related hereto shall,  for any
reason,  be held invalid,  illegal or unenforceable in any respect,
such invalidity,  illegality or  unenforceability  shall not affect
any other  provision  of this  Agreement  or such other  agreement,
document, or guarantee.

1.1               Governing  Law.  This  Agreement  and  the  notes
and  agreements  hereunder,  together  with all of the  rights  and
obligations  of the parties  hereto,  shall be construed,  governed
and enforced in  accordance  with the laws of the State of New York
without regard to conflicts of laws principles.

1.1               Participations;  Assignments.  All the  terms and
provisions of this  Agreement  shall inure to the benefit of and be
binding  upon  and  be   enforceable   by  the  parties  and  their
respective  successors  and  assigns and shall inure to the benefit
of and be enforceable by any holder of notes executed hereunder.

           Bank may at any time  pledge  all or any  portion of its
rights  under the Loan  Documents,  including  any  portion  of any
note  evidencing  the  Obligations,  to  any  of  the  twelve  (12)
Federal Reserve Banks.

           The Bank shall have the  unrestricted  right at any time
or from time to time,  and without  Borrower's  or any  Guarantor's
consent,   to  assign  all  or  any   portion  of  its  rights  and
obligations  hereunder  to one or more  banks  or  other  financial
institutions  (each an  "Assignee"),  and  Borrower  agrees that it
shall  execute,  or cause to be  executed,  and  shall  cause  each
Guarantor   to   execute,   such   documents,   including   without
limitation,  amendments  to this  Agreement  and to any other  Loan
Documents,   as  the  Bank  shall  deem  necessary  to  effect  the
foregoing.  In  addition,  at the  request of the Bank and any such
Assignee,  Borrower shall issue one or more new  promissory  notes,
as  applicable,  to any such Assignee and, if Bank has retained any
of  its   rights   and   obligations   hereunder   following   such
assignment,  to Bank,  which new  promissory  notes shall be issued
in  replacement   of,  but  not  in  discharge  of,  the  liability
evidenced  by the  promissory  note  held  by  Bank  prior  to such
assignment   and  shall  reflect  the  amount  of  the   respective
commitments  and loans held by such  Assignee and Bank after giving
effect to such  assignment.  Upon the  execution  and  delivery  of
appropriate  assignment  documentation,  amendments,  and any other
documentation   required   by  Bank   in   connection   with   such
assignment,  and the  payment by  Assignee  of the  purchase  price
agreed  to by Bank  and such  Assignee,  such  Assignee  shall be a
party  to this  Agreement  and  shall  have all of the  rights  and
obligations  of the Bank  hereunder  (and  under  any and all other
Loan  Documents)  to the extent  that such  rights and  obligations
have  been  assigned  by  the  Bank  pursuant  to  the   assignment
documentation  between the Bank and such  Assignee,  and Bank shall
be released  from its  obligations  hereunder  and  thereunder to a
corresponding extent.

           The Bank shall have the  unrestricted  right at any time
and from time to time,  and  without  the  consent  of or notice to
Borrower  or  Guarantor,  to  grant  to one or more  banks or other
financial   institutions   (each  a  "Participant")   participating
interests  in Bank's  obligation  to lend  hereunder  and/or any or
all of the  Obligations.  In the  event of any  such  grant by Bank
of a  participating  interest to  Participant,  whether or not upon
notice  to  Borrower,   Bank  shall  remain   responsible  for  the
performance  of  its  obligations   hereunder  and  Borrower  shall
continue to deal solely and directly with Bank in  connection  with
Bank's rights and obligations hereunder.

           The  Bank  may   furnish  any   information   concerning
Borrower  in its  possession  from  time  to  time  to  prospective
Assignees  and  Participants,  provided that the Bank shall require
any such  prospective  Assignee or  Participant to agree in writing
to maintain the confidentiality of such information.

1.1               Clarification   of   Prior    Agreements.    This
Agreement  clarifies and  supersedes  the 1998 Amended and Restated
Credit  Agreement  dated as of September  30,  1998,  as amended by
the  First  Amendment  to the  Credit  Agreement  dated as of April
___,  1999,  between  the Bank  and the  Borrower,  and the  credit
facilities related thereto.

1.1               Jurisdiction/TRIAL  BY JURY.  Grantor consents to
jurisdiction  and  service of process in the courts of the State of
New  York  and  in  the   courts  of  the  United   States   having
jurisdiction   hereof.    BORROWER   AND   BANK   MUTUALLY   HEREBY
KNOWINGLY,  VOLUNTARILY  AND  INTENTIONALLY  WAIVE  THE  RIGHT TO A
TRIAL BY JURY IN RESPECT OF ANY CLAIM  BASED  HEREON,  ARISING  OUT
OF, UNDER OR IN  CONNECTION  WITH THIS  AGREEMENT OR ANY OTHER LOAN
DOCUMENTS   OR  ANY  COURSE  OF   CONDUCT,   COURSE  OF   DEALINGS,
STATEMENTS  (WHETHER  VERBAL OR  WRITTEN)  OR ACTIONS OF ANY PARTY.
THIS WAIVER  CONSTITUTES A MATERIAL  INDUCEMENT  FOR BANK TO ACCEPT
THIS AGREEMENT AND MAKE THE LOANS CONTEMPLATED HEREUNDER.

1.1              Loss or  Mutilation.  Upon receipt of an affidavit
of an  officer  of  Bank as to the  loss,  theft,  destruction,  or
mutilation  of any note  evidencing  any  Obligation  or any  other
Loan Document  which is not of public  record,  and,  provided that
such  affidavit  includes or is accompanied by an indemnity by Bank
reasonably  satisfactory to Borrower,  Borrower will issue, in lieu
thereof,  a  replacement  note or other Loan  Document  in the same
principal amount thereof and otherwise of like tenor.

1.1               Usury.   All  agreements   between   Borrower,any
Guarantor  and  Bank are  hereby  expressly  limited  so that in no
contingency   or   event   whatsoever,   whether   by   reason   of
acceleration or maturity of the  indebtedness  evidenced  hereby or
otherwise,  shall the amount  paid or agreed to be paid to Bank for
the use or the  forbearance of the  indebtedness  evidenced  hereby
exceed  the  maximum  permissible  under  applicable  law.  As used
herein,  the term  "applicable law" shall mean the law in effect as
of the date  hereof,  provided,  however that in the event there is
a change in the law which results in a higher  permissible  rate of
interest,  then the Loan  Documents  shall be  governed by such new
law as of its  effective  date.  In this  regard,  it is  expressly
agreed  that  it  is  the  intent  of  Borrower  and  Bank  in  the
execution,  delivery and  acceptance of this  Agreement to contract
in  strict  compliance  with the laws of the State of New York from
time  to time in  effect.  If,  under  or  from  any  circumstances
whatsoever,  fulfillment  of any provision  hereof or of any of the
Loan Documents at the time  performance of such provision  shall be
due,  shall  involve   transcending  the  limit  of  such  validity
prescribed by applicable  law, then the  obligation to be fulfilled
shall  automatically  be reduced  to the  limits of such  validity,
and if under  or from  any  circumstances  whatsoever  Bank  should
ever  receive as interest an amount  which would exceed the highest
lawful rate,  such amount which would be excessive  interest  shall
be applied to the  reduction  of the  principal  balance  evidenced
hereby and not to the payment of  interest.  This  provision  shall
control every other  provision of all agreements  between  Borrower
and Bank.

1.1                  Time  of  Payments.  In  the  event  that  any
payment  is due from  the  Borrower  under  this  Agreement  or any
note,  instrument,  agreement,  or document  related  hereto,  such
payment shall be made in  immediately  available  funds to the Bank
at or before 2:00 p.m. on the  Business  Day on which such  payment
is due.  Payments  made  after  such time  shall  continue  to bear
interest  until  the  next  succeeding  Business  Day at the  rates
otherwise provided in this Agreement.

           IN WITNESS  WHEREOF,  the  parties  have  executed  this
Agreement on the date first above written.


                               FLEET NATIONAL BANK


                               By:  ______________________________
                                    Martin  K.   Birmingham,   Vice
President


                               DETECTION SYSTEMS, INC.


                               By:  ______________________________

                               Title:
______________________________


                        INDEX TO SCHEDULES

SCHEDULE 5.1    -    Liens and Encumbrances

SCHEDULE 6.1    -    Affiliates and Subsidiaries

SCHEDULE 6.4    -    Litigation

SCHEDULE 9.1    -    Obligations

SCHEDULE 11.1   -    Environmental Matters



                         INDEX TO EXHIBITS


EXHIBIT A       -    Revolving Line Note

                  EXHIBIT B - Mortgage Loan Note

<PAGE>

                             EXHIBIT A

             AMENDED AND RESTATED REVOLVING LINE NOTE

$35,000,000.00                                      July 28, 2000

           Unless  otherwise   expressly   provided   herein,   all
capitalized  terms in this  Amended  and  Restated  Revolving  Line
Note  ("Revolving  Line  Note")  shall have the  meanings  given to
them in the 2000 Amended and  Restated  Credit  Facility  Agreement
dated as of July 28,  2000,  between the  undersigned  ("Borrower")
and Fleet  National  Bank,  as the same may be  amended,  extended,
replaced, or modified from time to time (the "Credit Agreement").

           This Revolving Line Note evidences the same  obligations
as  evidenced  by  and  amends,   replaces,  and  restates  in  its
entirety (i) the  Revolving  Line Note dated as of May 31, 1996, as
amended and  restated by the Amended and  Restated  Revolving  Line
Note dated  February  18,  1997,  as amended  and  restated  by the
Amended and Restated  Revolving  Line Note dated June 24, 1997,  as
amended and  restated by the Amended and  Restated  Revolving  Line
Note dated  September  30, 1998,  given by the Borrower in favor of
the Bank,  and (ii) the Term Loan  Note  dated May 31,  1996 in the
original  principal amount of $14,350,000,  as amended and restated
by the Amended  and  Restated  Term Loan Note dated June 24,  1997,
as  amended  by the  Amended  and  Restated  Term Loan  Note  dated
September 30, 1998, given by the Borrower in favor of the Bank.

           FOR VALUE RECEIVED,  the Borrower hereby promises to pay
to the  order of the Bank,  at any of its  banking  offices,  or at
such other places as Bank may specify in writing to  Borrower,  the
principal sum of Thirty-Five Million Dollars  ($35,000,000),  or if
less, the aggregate  unpaid  principal  amount of all advances made
by Bank to  Borrower.  Bank  shall  maintain a record of amounts of
principal and interest  payable by Borrower from time to time,  and
the records of Bank  maintained in the ordinary  course of business
shall be prima facie  evidence of the  existence and amounts of the
Borrower's  obligations  recorded  therein.  In addition,  Bank may
mail or deliver  periodic  statements  to Borrower  indicating  the
date and amount of each  advance  hereunder  (but any failure to do
so shall  not  relieve  Borrower  of the  obligation  to repay  any
advance).  Unless  Borrower  questions  the accuracy of an entry on
any periodic  statement  within  fifteen  business  days after such
mailing  or  delivery  by Bank,  Borrower  shall be  deemed to have
accepted  and be  obligated  by the  terms  of each  such  periodic
statement as accurately  representing  the advances  hereunder.  In
the event of transfer of this  Revolving  Line Note, or if the Bank
shall  otherwise deem it appropriate,  Borrower  hereby  authorizes
Bank  to  endorse  on  this  Revolving  Line  Note  the  amount  of
advances   and   payments   to  reflect   the   principal   balance
outstanding  from  time to  time.  Bank  is  hereby  authorized  to
honor   borrowing  and  other  requests   received  from  purported
representatives  of Borrower orally,  by telecopy,  in writing,  or
otherwise.  Oral requests  shall be  conclusively  presumed to have
been  made  by  an  authorized   person  and  Bank's  crediting  of
Borrower's  account with the amount  requested  shall  conclusively
establish Borrower's obligation to repay the amount advanced.

           Interest.  All outstanding  amounts under this Revolving
Line Note shall bear  interest  until paid in full at the Base Rate
plus  the  Applicable  Base  Rate  Margin.  Changes  in the rate of
interest  applicable  to this  Revolving  Line  Note  shall  become
effective  automatically  and without notice at the time of changes
in the Base Rate.

           The  Borrower,  however,  at least three  business  days
prior  to  each  Rate  Change  Date  may  notify  the  Bank  of its
election  to have a portion  of the  outstanding  principal  amount
under this Revolving  Line Note (which must be at least  $1,000,000
and  must  be  an  increment  of  $100,000)  bear  interest  for  a
one-month,  three-month,  or six-month  period  commencing  on such
Rate  Change  Date at the  LIBOR  Rate  plus the  Applicable  LIBOR
Margin.

           Interest  shall  be  calculated  based  on  actual  days
elapsed  divided  by a year of 360 days.  Interest  shall  continue
to  accrue  after  maturity,   including  after   acceleration  and
judgment,  at the rate required by this  Revolving  Line Note until
this  Revolving  Line  Note is paid in full.  The rate of  interest
on  this   Revolving   Line  Note  may  be   increased   under  the
circumstances  provided in the Credit Agreement.  The right of Bank
to receive such  increased  rate of interest shall not constitute a
waiver of any other right or remedy of Bank.

           Payments.  Payments of all accrued  interest  under this
Revolving  Line Note  shall be due and  payable on the first day of
each  month.  Commencing  on the first  day of the month  following
the  Revolving  Line  Conversion  Date,  equal  principal  payments
under  this  Revolving  Line Note  shall be due in an  amount  each
equal  to a  fraction,  the  numerator  of which is one (1) and the
denominator of which is forty-eight,  of the outstanding  principal
amount  under  the  Revolving  Line  Note  on  the  Revolving  Line
Conversation  Date,  due  on  the  first  day of  each  month.  All
remaining  outstanding  principal and accrued  interest  under this
Revolving  Line  Note  shall  be due  and  payable  in  full on the
earlier  of (i)  July  28,  2007,  and (ii) the date of an Event of
Default.

Unless   extended  by  the  Bank  on  terms  and  conditions   then
acceptable to the Bank, the Revolving Line will  terminate,  on the
earlier  of (i)  July  28,  2007,  and (ii) the date of an Event of
Default.

Notwithstanding  the  foregoing,  no additional  advances  shall be
made  hereunder  from  and  after  the  Revolving  Line  Conversion
Date.

           All  payments  shall be in  lawful  money of the  United
States  in  immediately   available   funds.   Unless  canceled  in
writing  by  Borrower,   Borrower  authorizes  Bank  to  debit  its
accounts  at  Bank  to  make  payments  due  hereunder,   but  such
authority  shall not relieve  Borrower of the  obligation to assure
that payments are made when due.

           Late  Charge.  This  Revolving  Line Note is  subject to
the late charges provided in the Credit Agreement.

           Maximum Rate. All agreements  between  Borrower and Bank
are hereby  expressly  limited so that in no  contingency  or event
whatsoever,  whether by reason of  acceleration  of maturity of the
indebtedness  evidenced hereby or otherwise,  shall the amount paid
or  agreed  to be paid to Bank  for the use or the  forbearance  of
the indebtedness  evidenced  hereby exceed the maximum  permissible
under  applicable law. As used herein,  the term  "applicable  law"
shall mean the law in
effect as of the date hereof  provided,  however  that in the event
there  is  a  change  in  the  law  which   results   in  a  higher
permissible  rate of interest,  then this Note shall be governed by
such  new  law as of its  effective  date.  In this  regard,  it is
expressly  agreed  that it the intent of  Borrower  and Bank in the
execution,  delivery  and  acceptance  of this Note to  contract in
strict  compliance  with  the laws of the  State  of New York  from
time  to time in  effect.  If,  under  or  from  any  circumstances
whatsoever,  fulfillment  of any  provision  hereof or of any other
documents  between  the  Borrower  and  the  Bank  at the  time  of
performance  of  such   provision   shall  be  due,  shall  involve
transcending  the limit of such  validity  prescribed by applicable
law, then the  obligation to be fulfilled  shall  automatically  be
reduced  to the  limits  of such  validity,  and if  under  or from
circumstances  whatsoever  Bank should ever receive as interest and
amount  which would  exceed the highest  lawful  rate,  such amount
which  would  be  excessive   interest  shall  be  applied  to  the
reduction  of the  principal  balance  evidenced  hereby and not to
the  payment  of  interest.  This  provision  shall  control  every
other provision of all agreements between Borrower and Bank.

           Prepayment.   This   Revolving   Line   Note  is  freely
prepayable  in whole or in part at any time,  subject to payment of
Break Costs, if any, as provided in the Credit Agreement.

           Holidays.  If this  Revolving  Line Note or any  payment
hereunder  becomes  due on a day not a Business  Day,  the due date
of this  Revolving  Line Note or payment  shall be  extended to the
next  succeeding  Business  Day,  but any interest or fees shall be
calculated based upon the actual time of payment.

           Events of  Default.  At Bank's  option,  this  Revolving
Line  Note  shall  become  immediately  due and  payable  in  full,
without further presentment,  protest,  notice, or demand, upon the
happening of any Event of Default.

           Modification  of  Terms.  The  terms  of this  Revolving
Line Note cannot be changed,  nor may this  Revolving  Line Note be
discharged  in whole or in part,  except by a writing  executed  by
Bank.  In the event that Bank demands or accepts  partial  payments
of this  Revolving Line Note,  such demand or acceptance  shall not
be  deemed  to  constitute  a waiver  of the  right to  demand  the
entire unpaid  balance of this  Revolving  Line Note at any time in
accordance  with the terms  hereof.  Any delay or  omission by Bank
in exercising  any rights  hereunder  shall not operate as a waiver
of such rights.

           Collection  Costs.  Borrower  on  demand  shall  pay all
expenses  of  Bank,   including   without   limitation   reasonable
attorneys'  fees, in connection with  enforcement and collection of
this Revolving Line Note.

           Miscellaneous.  To the  fullest  extent  permissible  by
law,  Borrower  waives  presentment,  demand for payment,  protest,
notice of  nonpayment,  and all other demands or notices  otherwise
required  by law  in  connection  with  the  delivery,  acceptance,
performance,   default,  or  enforcement  of  this  Revolving  Line
Note.    Borrower    consents   to    extensions,    postponements,
indulgences,  amendments to notes and agreements,  substitutions or
releases  of  collateral,  and  substitutions  or releases of other
parties  primarily or secondarily  liable herefor,  and agrees that
none of the same shall  affect  Borrower's  obligations  under this
Revolving Line Note which shall be unconditional.
           Laws.  Borrower  agrees  that this  Revolving  Line Note
shall be governed by the laws of the State of New York.


                               DETECTION SYSTEMS, INC.

                               By: ____________________________

                               Title: __________________________


<PAGE>
                             EXHIBIT B

              AMENDED AND RESTATED MORTGAGE LOAN NOTE


$[3,400,000 - to be updated with current balance]
September ___, 1998


           Unless  otherwise   expressly   provided   herein,   all
capitalized  terms  in this  Mortgage  Loan  Note  shall  have  the
meanings  given  to  them  in  the  Amended  and  Restated   Credit
Facility  Agreement  dated as of  September  __,  1998  between the
undersigned  ("Detection"),  Radionics,  Inc.  and  Fleet  National
Bank (as  successor  to  Fleet  Bank,  "Bank"),  as the same may be
amended,  extended,  replaced,  or modified  from time to time (the
"Credit Agreement").

           This Amended and Restated  Mortgage Loan Note  evidences
the same  obligations  as evidenced  by, and amends and restates in
its  entirety,  the  Mortgage  Loan Note dated May 31,  1996 in the
original  principal  amount of $3,400,000  given by the Borrower to
the Bank,  as amended and  restated  by the  Amended  and  Restated
Mortgage  Loan Note dated June 24, 1997 in the  original  principal
amount of $3,400,000, given by the Borrower to the Bank.

           FOR VALUE RECEIVED,  Detection hereby promises to pay to
the order of the Bank,  at any of its banking  offices,  or at such
other  places as Bank may  specify  in  writing  to  Borrower,  the
principal  sum of [Three  Million  Four  Hundred  Thousand  Dollars
($3,400,000)].

           Interest.   Outstanding  principal  amounts  under  this
Mortgage  Loan Note shall bear  interest  until paid in full at the
Base Rate plus the  Applicable  Base Rate  Margin.  Changes  in the
rate of  interest  applicable  to this  Mortgage  Loan  Note  shall
become  effective  automatically  and without notice at the time of
changes in the Base Rate.

           Detection,  however, at least two business days prior to
each Rate Change  Date may notify the Bank of its  election to have
a portion of the outstanding  principal  amount under this Mortgage
Loan  Note  (which  must  be at  least  $1,000,000  and  must be an
increment   of   $100,000)   bear   interest   for   a   one-month,
three-month,  or six month  period  commencing  on such Rate Change
Date at the LIBOR Rate plus the Applicable LIBOR Margin.

           Interest  shall  be  calculated  based  on  actual  days
elapsed divided by a year of 360 days.

           Interest  shall continue to accrue after maturity at the
rate  required by this  Mortgage Loan Note until this Mortgage Loan
Note is paid in full.  The rate of interest on this  Mortgage  Loan
Note may be  increased  under  the  circumstances  provided  in the
Credit  Agreement.  The  right of Bank to  receive  such  increased
rate of interest  shall not  constitute a waiver of any other right
or remedy of Bank.

Mortgage  Loan Note  shall be due and  payable  on the first day of
each  month.   In   addition,   commencing   on  October  1,  1998,
principal  payments of $20,987.65  each shall be due and payable on
the first day of each month.

           All Obligations  under and related to this Mortgage Loan
Note shall be due and payable in full on May 31, 2006.

           All  payments  shall be in  lawful  money of the  United
States  in  immediately   available   funds.   Unless  canceled  in
writing  by  Detection,  Detection  authorizes  Bank to  debit  its
accounts  at  Bank  to  make  payments  due  hereunder,   but  such
authority  shall not relieve  Detection of the obligation to assure
that payments are made when due.

           Late Charge.  This  Mortgage Loan Note is subject to the
late charges provided in the Credit Agreement.

           Maximum Rate. All agreements  between  Borrower and Bank
are hereby  expressly  limited so that in no  contingency  or event
whatsoever,  whether by reason of  acceleration  of maturity of the
indebtedness  evidenced hereby or otherwise,  shall the amount paid
or  agreed  to be paid to Bank  for the use or the  forbearance  of
the indebtedness  evidenced  hereby exceed the maximum  permissible
under  applicable law. As used herein,  the term  "applicable  law"
shall  mean  the law in  effect  as of the  date  hereof  provided,
however  that in the  event  there  is a  change  in the law  which
results in a higher  permissible  rate of interest,  then this Note
shall be  governed  by such new law as of its  effective  date.  In
this  regard,  it  is  expressly  agreed  that  it  the  intent  of
Borrower  and Bank in the  execution,  delivery and  acceptance  of
this Note to  contract  in strict  compliance  with the laws of the
State of New York from time to time in  effect.  If,  under or from
any circumstances  whatsoever,  fulfillment of any provision hereof
or of any other  documents  between  the  Borrower  and the Bank at
the time of  performance  of such  provision  shall  be due,  shall
involve  transcending  the  limit of such  validity  prescribed  by
applicable   law,  then  the  obligation  to  be  fulfilled   shall
automatically  be reduced to the  limits of such  validity,  and if
under or from  circumstances  whatsoever  Bank should ever  receive
as  interest  and amount  which  would  exceed the  highest  lawful
rate,  such  amount  which  would be  excessive  interest  shall be
applied  to  the  reduction  of  the  principal  balance  evidenced
hereby and not to the payment of  interest.  This  provision  shall
control every other  provision of all agreements  between  Borrower
and Bank.

           Prepayment.   This   Mortgage   Loan   Note  is   freely
prepayable  in whole or in part at any time,  subject to payment of
Break Costs, if any, as provided in the Credit Agreement.

           Holidays.  If this  Mortgage  Loan  Note or any  payment
hereunder  becomes  due on a Saturday,  Sunday or other  holiday on
which  the  Bank is  authorized  to  close,  the  due  date of this
Mortgage  Loan  Note or  payment  shall  be  extended  to the  next
succeeding  business  day,  but  any  interest  or  fees  shall  be
calculated based upon the actual time of payment.

           Events of  Default.  At  Bank's  option,  this  Mortgage
Loan Note shall  become  immediately  due and  payable in full upon
the happening of any Event of Default.

           Modification  of Terms.  The terms of this Mortgage Loan
Note  cannot  be  changed,  nor  may  this  Mortgage  Loan  Note be
discharged  in whole or in part,  except by a writing  executed  by
Bank.  In the event that Bank demands or accepts  partial  payments
of this  Mortgage Loan Note,  such demand or  acceptance  shall not
be  deemed  to  constitute  a waiver  of the  right to  demand  the
entire  unpaid  balance of this  Mortgage  Loan Note at any time in
accordance  with the terms  hereof.  Any delay or  omission by Bank
in exercising  any rights  hereunder  shall not operate as a waiver
of such rights.

           Collection  Costs.  Detection  on  demand  shall pay all
expenses  of  Bank,   including   without   limitation   reasonable
attorneys'  fees, in connection with  enforcement and collection of
this Mortgage Loan Note.

           Miscellaneous.  To the  fullest  extent  permissible  by
law,  Detection waives  presentment,  demand for payment,  protest,
notice of non-payment,  and all other demands or notices  otherwise
required  by law  in  connection  with  the  delivery,  acceptance,
performance,  default,  or  enforcement of this Mortgage Loan Note.
Detection  consents  to  extensions,  postponements,   indulgences,
amendments to notes and  agreements,  substitutions  or releases of
collateral,   and   substitutions  or  releases  of  other  parties
primarily or secondarily  liable  herefor,  and agrees that none of
the same shall affect  Detection's  obligations under this Mortgage
Loan Note which shall be unconditional.

           Laws.  Detection  agrees  that this  Mortgage  Loan Note
shall be governed by the laws of the State of New York.


                               DETECTION SYSTEMS, INC.


                               By: ____________________________

                               Title: __________________________