<PAGE>

                                  EXHIBIT 10.7

            NOTE SECURED BY STOCK PURSUANT TO STOCK PLEDGE AGREEMENT

$50,000                                                            June 18, 1997

FOR VALUE RECEIVED, Jack Regula (the "Maker") promises to pay to the order of
Sebring Systems, Inc., a New York corporation (the "Company"), the principal sum
of Fifty Thousand Dollars ($50,000) upon the terms and conditions specified
below.

      1.    Interest. Interest shall accrue on the unpaid balance outstanding
            from June 18, 1997 to maturity under this Note at the rate of six
            percent (6%) per annum. Interest shall be calculated on the basis of
            a 365-day year.

      2.    Due Date. The entire principal amount of Fifty Thousand Dollars
            ($50,000), plus all accrued but unpaid interest, shall become due
            and payable in one lump sum on June 18, 2004 or upon an event of
            acceleration, whichever first occurs.

      3.    Payment. Payment shall be made in lawful tender of the United States
            and shall be applied to the payment of principal and then interest.
            Prepayment of the principal and interest balance of this Note may be
            made in whole or in part at any time without penalty.

      4.    Events of Acceleration. The entire unpaid principal balance of this
            Note, plus all accrued but unpaid interest, shall become immediately
            due and payable, at the election of the holder of this Note, upon
            the occurrence of any of the following events:

                  a.    the insolvency of the Maker, the commission of any act
                        of bankruptcy by the Maker, the execution by the Maker
                        of a general assignment for the benefit of creditors,
                        the filing by or against the Maker of any petition in
                        bankruptcy or any petition for relief under the
                        provisions of the Federal bankruptcy act or any other
                        state or Federal law for the relief of debtors and the
                        continuation of such petition without dismissal for a
                        period of thirty (30) days or more, the appointment of a
                        receiver or trustee to take possession of any property
                        or assets of the Maker or the attachment of or execution
                        against any property or assets of the Maker; or

                  b.    the consummation of a firm commitment underwritten
                        public offering of the Company's Common Stock pursuant
                        to a registration statement filed under the Securities
                        Act of 1933, as amended; provided, however, that if the
                        Maker is subject to a lock-up restriction in connection
                        with the public offering and does not otherwise sell
                        stock in the public offering, such acceleration shall
                        not occur until ninety (90) business days after the end
                        of such lock-up period; or

                  c.    the occurrence of any event of default under the Stock
                        Pledge Agreement securing this Note or any obligation
                        secured thereby; or

                  d.    any sale for value of Common Stock by Maker to any third
                        party; or

                  e.    Maker ceases to be an employee of the Company, except
                        upon cessation due to death, disability or if Maker is
                        Terminated Without Cause as defined in the Restricted
                        Common Stock Purchase Agreement, dated June 18, 1997,
                        between the Company and the Maker (the "Restricted
                        Common Stock Purchase Agreement").

      5.    Security. The proceeds of the loan evidenced by this Note shall be
            applied solely to the payment of the purchase price for the five
            million (5,000,000) shares of the Company's Common Stock which the
            Maker has this day acquired pursuant to the Restricted Common Stock
            Purchase Agreement. Payment of this Note shall be secured by a
            pledge of the purchased shares in favor of the Company pursuant to
            the Stock Pledge Agreement executed this date by the Maker in favor
            of the Company (the "Stock Pledge Agreement"). The Maker shall not
            be personally liable for payment of this Note beyond the shares that
            collateralize the loan,
<PAGE>
            and the collateral under the Stock Pledge Agreement shall be the
            only assets of Maker that may be applied to the satisfaction of the
            Maker's obligations hereunder.

      6.    Collection. If action is instituted to collect this Note, the Maker
            promises to pay all costs and expenses (including reasonable
            attorney fees) incurred in connection with such action.

      7.    Waiver. A waiver of any term of this Note, the Stock Pledge
            Agreement or of any of the obligations secured thereby must be made
            in writing and signed by the Co mpany, and any such waiver shall be
            limited to its express terms. No delay by the Company in acting with
            respect to the terms of this Note or the Stock Pledge Agreement
            shall constitute a waiver of any breach, default, or failure of a
            condition under this Note, the Stock Pledge Agreement or the
            obligations secured thereby.

            The Maker waives presentment of this Note, demand for payment,
            notice of dishonor, notice of default or delinquency, notice of
            acceleration, notice of protest and nonpayment, notice of costs,
            expenses or losses and interest thereon, notice of interest on
            interest and diligence in taking any action to collect any sums
            owing under this Note or in proceeding against any of the rights or
            interests in or to properties securing payment of this Note.

      8.    Governing Law. This Note shall be construed in accordance with the
            laws of the State of California.

      9.    Severability. In the event that any of the provisions of this Note
            shall be held by a court or other tribunal of competent jurisdiction
            to be illegal, invalid or unenforceable, such provisions shall be
            limited or eliminated to the minimum extent necessary so that this
            Note shall otherwise remain in full force and effect.

IN WITNESS WHEREOF, the Maker has signed this Note Secured by Stock Pursuant to
Stock Pledge Agreement as of the date first written above.




                                            /s/  Jack Regula
                                            ------------------------------------
                                            JACK REGULA