<PAGE>
                         PROMISSORY NOTE
                         TIME/INSTALLMENT
                          (PRIME RATE)


$700,000.00                                              June 17, 1997


     FOR VALUE RECEIVED, the undersigned (the "Borrower"), jointly
and severally, if more than one, hereby promises to pay to the order
of THE BANK OF NEW YORK (the "Bank") at its 385 Rifle Camp Road, West
Paterson, New Jersey office, SEVEN HUNDRED THOUSAND DOLLARS ($700,000)
in 60 equal consecutive installments of principal in the amount of
$11,666.67 each, beginning on July 17, 1997 and continuing thereafter
on the 17th day of each successive month until June 17, 2002 when the
entire unpaid principal balance hereof shall be due and payable.

     The Borrower agrees to pay interest from the date hereof on the
unpaid principal balance of the loan evidenced by this note, computed
on the basis of a 360 day year for the actual number of days elapsed,
at a rate per annum equal to the Prime Rate plus 1.00%, but not to
exceed the maximum rate permitted by law.  Interest shall be payable
on the 17th day of each month and at the maturity of the loan evidenced
by this note (whether by acceleration or otherwise).

     If any Event of Default (as hereinafter defined) shall occur and
be continuing, the Borrower agrees to pay interest on the unpaid
balance of the loan evidenced by this note, payable on demand, at a
rate per annum equal to the rate set forth above plus 2%, but not to
exceed the maximum rate permitted by law.  "Prime Rate" shall mean the
prime commercial lending rate of the Bank as publicly announced to be
in effect from time to time, such rate to be adjusted automatically,
without notice, on the effective date of any change in such rate.  The
Borrower acknowledges that the Prime Rate is not the lowest rate at
which the Bank may make loans or other extensions of credit.

     If any payment of principal of or interest on the loan evidenced
by this note becomes payable on a Saturday, Sunday or a day on which
the Bank is permitted or required by law to be closed, then such payment
shall be extended to the next succeeding business day, and interest
shall be payable at the rate set forth above during such extension.

     The loan evidenced by this note may be prepaid at any time
without penalty, but with interest on the amount being prepaid through
the date of prepayment.  If the loan evidenced by this note is payable
in installments, such prepayment shall be applied to the installments
thereof in the inverse order of maturity.

     The Bank is authorized to charge any deposit account hereof on
the date made, of the Borrower maintained at the Bank for each
principal prepayment and for each principal payment and each interest
payment and any other amount due hereunder on the due date thereof.

     If any of the following events (each an "Event of Default")
shall occur with respect to any Obligor (which term shall include the
Borrower, any guarantor hereof or any hypothecator of any collateral
securing this note): (1) failure of any Obligor in the performance of
any such obligor's covenants herein or in any instrument, document or
agreement delivered in connection herewith;  (2) default by any Obligor
in the payment or performance of any Obligation (which term shall
include any and all present or future obligations or liabilities of
such Obligor to the Bank, whether incurred by such Obligor as maker,
indorser, drawer, acceptor, guarantor, accommodation party,
counterparty, purchaser, seller or otherwise, and whether due or to
become due, secured or unsecured, absolute or contingent, joint and/or
several, and howsoever and whensoever acquired by the Bank); (3)
failure to pay when due any other indebtedness for borrowed money,
acceleration of the maturity of such indebtedness or the occurrence
of any event which with notice or lapse of time, or both, would permit
acceleration of such indebtedness; (4) if the Obligor is an individual,
the death or incompetence of such Obligor; (5) if the Obligor is not an
individual,  the dissolution, merger or consolidation of, or the sale
or disposal of all or substantially all of the assets of the Obligor
without the prior written consent of the Bank; (6) the financial
condition or credit standing of any Obligor shall be or become
materially impaired in the sole opinion of the Bank or any of its
officers; (7) commencement of any proceeding, procedure or other remedy
supplemental to the enforcement of a judgement against any Obligor; (8)
any representation or warranty made by an Obligor or any financial or
other statement of any Obligor proves to be untrue, incorrect or
incomplete when made or delivered; (9) the death of the insured under
any life insurance policy held as collateral by the Bank for the
Obligations of any Obligor with respect to this note, or the nonpayment
of any premiums on any such life insurance policy; (10) the validity
of enforceability of this note, any guarantee hereof or any other
document delivered in connection herewith shall be contested or
declared null and void or any Obligor shall deny it has any liability
or obligation under or with respect to this note, any guarantee hereof
or any other document delivered by it in connection herewith; or (11)
any Obligor shall make payment on account of any indebtedness
subordinated to the indebtedness evidence by this note in contravention
of the terms of such subordination; then the loan evidenced by this
note and all accrued interest thereon shall become due and payable
forthwith, upon declaration to that effect by the Bank, without notice
to the Borrower or any Obligor, anything contained herein or in any
other document, instrument or agreement to the contrary withstanding.
The loan evidenced by this note and accrued interest thereon shall
become immediately and automatically due and payable, without
presentment, demand, protest or notice of any kind, upon the
commencement by or against any Obligor of a case or proceeding under
any bankruptcy, insolvency or other law relating to the relief of
debtors, the readjustment, composition or extension of indebtedness
or reorganization or liquidation (such additional event is also referred
to herein as an "Event of Default").

     All obligations of the Borrower to the Bank under this note are
secured pursuant to the terms of a security agreement executed by the
Borrower in favor of the Bank dated the date hereof as such agreement
may be amended or modified from time to time and any other security
agreement and mortgage that the Borrower shall have executed or shall
at any time execute in favor of the Bank, and the Bank is entitled to
all of the benefits thereof.

     The Bank shall have a lien on the balances of the Borrower now or
hereafter on deposit with or held as custodian by the Bank and the Bank
shall have authority to set off such balances against the indebtedness
evidenced by this note or any other Obligation of the Borrower, and may
at any time, without notice to the extent permitted by law, apply the
same to the indebtedness evidenced by this note or such other
Obligations, whether due or not.

     The Borrower agrees to pay all costs and expenses incurred by the
Bank incidental to or in any way relating to the Bank's enforcement of
the Obligations of the Borrower hereunder or the protection of the
Bank's rights in connection herewith, including, but not limited to,
reasonable attorney's fees and expenses, whether or not litigation
is commenced.

     Promptly upon the Bank's request, the Borrower agrees to furnish
such information (including, without limitation, financial statements
and tax returns of the Borrower) to the Bank and to permit the Bank
to inspect and make copies of its books and records, as the Bank shall
reasonably request from time to time.

     The Borrower waives any right to claim or interpose any
counterclaim or set-off of any kind in any litigation relating to this
note or the transactions contemplated hereby.

     This note may not be amended, and compliance with its terms may
not be waived, orally or by course of dealing, but only by a writing
signed by an authorized officer of the Bank.

     This note may be assigned by the Bank and its benefits shall
inure to the successors, indorsees and assigns of the Bank.

     The Borrower authorizes the Bank to date this note as of the date
of the making of the loan evidenced hereby and to complete any blank
space herein according to the terms upon which such loan was granted.

     No failure on the part of the Bank to exercise, and no delay in
exercising, any right, remedy or power hereunder shall operate as a
waiver thereof, nor shall any single or partial exercise by the Bank of
any right, remedy or power hereunder preclude any other or future
exercise thereof or the exercise of any other right, remedy or power.

     Each and every right, remedy and power hereby granted to the Bank
or allowed it by law or other agreement shall be cumulative and not
exclusive of any other right, remedy or power and may be exercised by
the Bank at any time and from time to time.

     Every provision of this note is intended to be severable; if any
term or provision of this note shall be invalid, illegal or
unenforceable for any reason, the validity, legality and enforceability
of the remaining provisions hereof shall not in any way be affected or
impaired thereby.

     The Borrower hereby waives presentment, demand, protest and notice
of protest, non-payment or dishonor hereof.

     The Borrower represents and warrants that the Borrower is a
corporation duly organized, validly existing and in good standing under
the laws of the State of New Jersey; that the execution, delivery and
performance of this note are within the Borrower's corporate powers and
have been duly authorized by all necessary action of its board of
directors and shareholders; and that each person executing this note has
the authority to execute and deliver this note on behalf of the Borrower.

     THE PROVISIONS OF THIS NOTE SHALL BE CONSTRUED AND INTERPRETED,
AND ALL RIGHTS AND OBLIGATIONS HEREUNDER DETERMINED, IN ACCORDANCE WITH
THE LAWS OF THE STATE OF NEW JERSEY WITHOUT REGARD TO THE PRINCIPLES OF
CONFLICT OF LAWS.  THE BORROWER SUBMITS TO THE JURISDICTION OF STATE AND
FEDERAL COURTS LOCATED IN THE STATE OF NEW JERSEY AND THE CITY OF NEWARK
IN PERSONAM AND AGREES THAT ALL ACTIONS AND PROCEEDING RELATING DIRECTLY
OR INDIRECTLY TO THIS NOTE SHALL BE LITIGATED ONLY IN SAID COURTS OR
COURTS LOCATED ELSEWHERE AS SELECTED BY THE BANK AND THAT SUCH COURTS
ARE CONVENIENT FORUMS.  THE BORROWER WAIVES PERSONAL SERVICE UPON IT
AND CONSENTS TO SERVICE OF PROCESS BY MAILING A COPY THEREOF TO IT BY
REGISTERED OR CERTIFIED MAIL.

     THE BORROWER AND THE BANK WAIVE THE RIGHT TO TRIAL BY JURY IN ANY
ACTION OR PROCEEDING BASED UPON, ARISING OUT OF OR IN ANY WAY CONNECTED
TO THIS NOTE OR THE TRANSACTIONS CONTEMPLATED HEREBY.


STERITEK, INC.
121 Moonachie Avenue
Moonachie, NJ 07074

By: /s/ Albert J. Wozniak
   ----------------------
     Albert J. Wozniak, President/CEO