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                                   PROMISSORY NOTE


$29,500,000                                                   New York, New York
                                                               December 29, 1997
1997


          FOR VALUE RECEIVED, the undersigned, INTEK DIVERSIFIED CORPORATION, a
Delaware corporation (hereinafter referred to as "Borrower"), hereby PROMISES TO
PAY to the order of SECURICOR COMMUNICATIONS LIMITED, a corporation formed under
the laws of England and Wales ("Lender"), at 15 Carshalton Road, Sutton, Surrey,
SM1 4LD, or at such other place as the holder of this Note may designate from
time to time in writing, in lawful money of the United States of America and in
immediately available funds, the amount of twenty nine million five hundred
thousand dollars ($29,500,000), or such lesser principal amount of outstanding
Advances under the Loan Agreement (as hereinafter defined) PLUS the unpaid
amount of any capitalized interest arising pursuant to the terms of the Loan
Agreement, together with interest on the unpaid principal amount of the Note
(including capitalized interest) outstanding from time to time from the date
hereof at the rate or rates provided in the Loan Agreement.

          This Note is issued pursuant to that certain Second Amended and
Restated Loan Agreement dated as of December 29, 1997 between Borrower and
Lender (the "Loan Agreement"), to which reference is hereby made for a statement
of all of the terms and conditions under which the Advances evidenced hereby are
made.  All capitalized terms, unless otherwise defined herein, shall have the
meanings ascribed to them in the Loan Agreement.

          The principal amount of the indebtedness evidenced hereby shall be
payable on the dates and in the amounts set forth in the Loan Agreement. 
Interest thereon shall accrue on a daily basis at the rate specified in the Loan
Agreement and shall be capitalized annually on December 28th of each year
commencing December, 1998 and will be paid in the manner set forth in the Loan
Agreement.  All accrued and unpaid interest (whether or not capitalized) shall
be due and payable on the Repayment Date.

          If any payment on this Note becomes due and payable on a day other
than a Business Day, the maturity thereof shall be extended to the next
succeeding Business Day and, with respect to payments of principal, interest
thereon shall continue to accrue at the then applicable rate during such
extension.

          The rights of Lender under this Note are subordinate and junior to the
rights of the holders of Senior Debt, as defined in, and to the extent set forth
in, Article 10 of the Loan Agreement.  This Note is subject to the provisions of
such Article 10, and any payment pursuant hereto shall be made in accordance
with the provisions thereof.


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          Upon and after the occurrence of an Event of Default, this Note may,
as provided in the Loan Agreement, and without demand, notice or legal process
of any kind, be declared or may automatically become, and immediately shall
become, due and payable.

          Demand, presentment, protest and notice of nonpayment and protest are
hereby waived by Borrower.

          THIS NOTE HAS BEEN EXECUTED, DELIVERED AND ACCEPTED AT NEW YORK, NEW
YORK AND SHALL BE INTERPRETED, GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH, THE
LAWS OF THE STATE OF NEW YORK.

                                   INTEK DIVERSIFIED CORPORATION


                                   By:
                                      ---------------------------------


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