EXHIBIT 10.11

                                 PROMISSORY NOTE

$104,500                                                JANUARY 27, 1999
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PRINCIPAL                                                    DATE

TEN (10)%                                              EXINGTON, KY (U.S.A.)
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INTEREST RATE                                          CITY         STATE

     FOR VALUE RECEIVED,  Equity Au, Inc. and its successor Equity  Technologies
and resources,  inc., (hereinafter "Equity Technology"),  a Delaware Corporation
with its principal  place of business at 1050 Chinoe Rd., Suite 304,  Lexington,
KY 40502, promises to pay to the order of (Name of Lender) Kentrust,  Inc. , (an
Individual  Corporation,  Partnership,  Limited Liability  Company) Frank Dickey
residing  at or with  principal  place of  business  at (Street  Address)  2098B
Candlelight Way . (City) LEXINGTON (State) KY . (hereinafter  "Lender"),  at the
address of the Lender or such other place as the holder hereof shall  designate,
the principal  amount of One Hundred Four Thousand  Five Hundred  Dollars,  with
interest  thereon at the rate of ten (10%) percent per annum,  one (1) year from
the date of this Note.  If this Note is not paid in full on the date  payment is
due, Equity Technology shall pay interest at the rate of twelve (12%) percent of
the principal amount due, until paid, and a late fee of ten (10%) percent of the
principal amount due.

     Equity  Technology  and every  endorser  and  guarantor of this Note hereby
waive presentment,  demand, notice, protest and all other demands and notices in
connection with the delivery,  acceptance,  performance,  default or enforcement
hereof and consent that no indulgence and no substitution,  release or surrender
collateral,  and no  discharge  or  release  of any  other  party  primarily  or
secondarily liable hereon,  shall discharge or otherwise affect the liability of
the Borrower or any such endorser or guarantor. No delay or omission on the part
of the holder in exercising any right hereunder,  and a waiver of any such right
on any one  occasion  shall not be  construed  as a bar to or waiver or any such
right on any future occasion.

     Equity  Technology and every endorser and guarantor  hereof agree to pay on
demand all costs and expenses,  including legal costs and reasonable  attorneys'
fees,  incurred or paid by the holder in  enforcing  this Note on default.  This
Note shall take  effect on the date  hereof and shall be governed by the laws of
the Commonwealth of Kentucky.

EQUITY AU, INC. AND ITS SUCCESOR
EQUITY TECHNOLOGIES & RESOURCES, INC.


/s/ FRANK G. DICKEY, JR.
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BY: FRANK G. DICKEY, JR., PRESIDENT

                                                    /s/ LAURA WHITE
                                                   --------------------------
                                                     ATTEST: SECRETARY

THIS NOTE AND THE INTERST  THEREON IS SECURED BY  1,033,333  SHARE OF EQUITY AU,
INC.'S COMMON STOCK. IN THE EVENT OF DEFAULT,  SAID SHARES SHALL IMMEDIAATELY BE
ISSUED TO KENTRUST, INC.