Revolving Loans Promissory Note



$9,500,000                                                         June 30, 1998



      FOR VALUE  RECEIVED,  the  undersigned,  AJAY  SPORTS,  INC.,  a  Delaware
corporation,  LEISURE LIFE,  INC., a Tennessee  corporation,  PALM SPRINGS GOLF,
INC.,  a Colorado  corporation,  and AJAY  LEISURE  PRODUCTS,  INC.,  a Delaware
corporation,  (each individually  referred to as "Borrower" and all collectively
referred to as "Borrowers")  hereby jointly and severally  promise to pay to the
order of Wells Fargo Bank,  National  Association  ("Bank") on the Maturity Date
the principal sum of Nine Million Five Hundred Thousand Dollars ($9,500,000), or
such lesser amount as shall equal the aggregate outstanding principal balance of
all Revolving Loans made by Bank to Borrowers  pursuant to the Credit  Agreement
referred to below.

      This  promissory  note is one of the Notes  referred to in, and subject to
the terms of, that certain Credit Agreement among Borrowers and Bank dated as of
June 30, 1998,  (as amended,  modified or  supplemented  from time to time,  the
"Credit  Agreement").  Capitalized  terms used herein shall have the  respective
meanings assigned to them in the Credit Agreement.

      Borrower  further  promises to pay interest on the  outstanding  principal
balance hereof at the interest rates, and payable on the dates, set forth in the
Credit Agreement. All payments of principal and interest hereunder shall be made
to Bank at Bank's office in lawful money of the United States and in same day or
immediately available funds.

      Bank is authorized  but not required to record the date and amount of each
advance made  hereunder,  the date and amount of each  payment of principal  and
interest hereunder, and the resulting unpaid principal balance hereof, in Bank's
internal records,  and any such recordation shall be prima facie evidence of the
accuracy of the information so recorded;  provided however,  that Bank's failure
to so  record  shall  not  limit  or  otherwise  affect  Borrower's  obligations
hereunder  and under the  Credit  Agreement  to repay the  principal  hereof and
interest hereon.

      The Credit Agreement provides, among other things, for acceleration (which
in certain cases shall be automatic) of the maturity  hereof upon the occurrence
of certain stated events, in each case without presentment,  demand,  protest or
further  notice  of any  kind,  all of which  are  hereby  expressly  waived  by
Borrowers.
<PAGE>

      Borrowers'  obligations  evidenced by this  promissory note are secured by
the collateral described in the Loan Documents.  The Loan Documents describe the
rights of Bank and any other holder hereof with respect to the collateral.

      In the event of any conflict between the terms of this promissory note and
the terms of the  Credit  Agreement,  the terms of the  Credit  Agreement  shall
control.

      This promissory note shall be governed by and construed in accordance with
the laws of the State of Oregon.

      UNDER OREGON LAW, MOST AGREEMENTS,  PROMISES, AND COMMITMENTS MADE BY BANK
AFTER OCTOBER 3, 1989 CONCERNING LOANS AND OTHER CREDIT EXTENSIONS WHICH ARE NOT
FOR PERSONAL,  FAMILY OR HOUSEHOLD  PURPOSES OR SECURED SOLELY BY THE BORROWER'S
RESIDENCE, MUST BE IN WRITING, EXPRESS CONSIDERATION AND BE SIGNED BY BANK TO BE
ENFORCEABLE.


AJAY SPORTS, INC.                      LEISURE LIFE, INC.


By: /s/ Duane R. Stiverson             By: /s/ Duane R. Stiverson      
   --------------------------             ----------------------------
Title: CFO                             Title: CFO


PALM SPRINGS GOLF, INC.                AJAY LEISURE PRODUCTS, INC.


By: /s/ Duane R. Stiverson             By: /s/ Duane R. Stiverson       
   --------------------------             ----------------------------
Title: CFO                             Title: CFO