Exhibit (b)(2)


Commercial Note - Crestar Bank
DOUGHTIE'S FOODS, INC.                          June 14, 1996
     Borrower                                          Date

One Million Seven Hundred Fifty Thousand-------------------------
--------------------Dollars Loan Amount

($1,750,000.00)  Bruce W. Nave
           ---------------
              Loan Officer           _xOriginal        __ Renewal Loan


For Value Received,  the undersigned (whether one or more) jointly and severally
promise to pay to the order of Crestar  Bank (the "Bank") at any of its offices,
or at such place as the Bank may in  writing  designate,  without  offset and in
immediately  available  funds,  the Loan Amount shown  above,  including or plus
interest, and any other amounts due, upon the terms specified below.

Repayment Terms
                                         Term--Variable Payment.
In 17 consecutive  quarterly  instalments  of principal of $100,000  each,  plus
interest,  payable on the first day of each calendar quarter,  beginning October
1, 1996,  and a final  payment of $50,000 plus  interest  and any other  amounts
owned due on January 1, 2001.

Additional Terms And Conditions

This Note is governed by additional terms and conditions contained in an Amended
and Restated  Credit  Agreement  between the undersigned and the Bank dated June
14, 1996, and any modifications,  renewals,  extensions or replacements  thereof
(the "Agreement"),  which is incorporated herein by reference. In the event of a
conflict  between  any  term or  condition  contained  in this  Note  and in the
Agreement, such term or condition of the Agreement shall control.

If this Note is  payable  on  demand,  the Bank  shall  have the right to demand
payment at any time even if an event of default (as  identified  herein) has not
occurred.



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Interest


Accrued interest will be payable on the first day of each month,
beginning on July 1, 1996.  Interest on a  Term-Fixed  Payment Loan with a fixed
interest  rate or an  Instalment-Simple  Interest  Loan will  accrue on a 30/360
basis.  On all other loan types,  interest  will accrue  daily on an  actual/360
basis (that is, on the actual  number of days  elapsed  over a year of 360 days)
unless otherwise stated here:  _________________________  Each scheduled payment
made on this Note shall be applied to accrued  interest  before it is applied to
principal.  Interest  shall  accrue  from  the date of this  Note on the  unpaid
balance and shall continue to accrue after maturity,  whether by acceleration or
otherwise,  until  this Note is paid in full.  If the  stated  Rate (as  defined
below) is based on the Prime Rate of Crestar Bank,  the interest rate is subject
to increase or decrease at the sole option of the Bank.

Subject to the above, interest per annum payable on this Note (the "Rate") shall
be Prime Rate plus 1/2%.

   The "Prime Rate" shall be the rate  established  from time to time by Crestar
Bank as a reference for fixing the lending rate for commercial  loans. The Prime
Rate is a reference rate only and does not necessarily represent the lowest rate
of interest charged for commercial borrowings.

Adjustments  to interest  rates  subject to change  shall be effective as of the
date the Prime Rate changes.

*SEE ADDENDUM

Collateral

                                    Any collateral pledged to the
Bank to secure any of the  undersigned's  existing or future  liabilities to the
Bank  shall  secure  this  Note.  To the extent  permitted  by law,  each of the
undersigned  grants  to the  Bank a  security  interest  in and a lien  upon all
deposits or investments maintained by the undersigned with, and all indebtedness
owed to the undersigned by, the Bank or any of its affiliates.

This Note is also secured by the following collateral and
proceeds thereof: SEE SCHEDULE A, ATTACHED.

All of the foregoing  security is referred to collectively as the  "Collateral".
The Collateral is security for the payment of this Note and any other  liability
(including  overdrafts  and future  advances)  of the  undersigned  to the Bank,
however  evidenced,  now existing or hereafter  incurred,  matured or unmatured,
direct  or  indirect,  absolute  or  contingent,  several,  joint,  or joint and
several,  including any extensions,  modifications or renewals.  The proceeds of
any Collateral may be applied  against the liabilities of the undersigned to the
Bank in such order as the Bank deems proper.

Loan Purpose And Updated Financial Information Required



<PAGE>



The  undersigned  warrant and represent  that the loan evidenced by this Note is
being made  solely for the  purpose of  acquiring  or  carrying  on a  business,
professional or commercial activity or acquiring real or personal property as an
investment  (other than a personal  investment) or for carrying on an investment
activity (other than a personal investment  activity).  The undersigned agree to
provide to the Bank updated financial  information,  including,  but not limited
to, tax returns,  current financial statements in form satisfactory to the Bank,
as  well  as  additional   information,   reports  or  schedules  (financial  or
otherwise), all as the Bank may from time to time request.

Default, Acceleration And Setoff

          *Any one of the following  shall  constitute an event of default under
the terms of this Note: (1) the failure to make when due any instalment or other
payment,  whether of  principal,  interest,  late  charges  or other  authorized
charges due under this Note,  or the  failure to pay the amount  demanded by the
Bank if this Note is  payable on demand;  (2) the  death,  dissolution,  merger,
acquisition,  consolidation or termination of existence of the undersigned,  any
guarantor  of  the  indebtedness  of any of the  undersigned  to the  Bank,  any
endorser,  or any other party to this Note (collectively called a "Party");  (3)
the  insolvency  or inability  to pay debts as they mature of any Party,  or the
application  for the  appointment of a receiver for any Party or the filing of a
petition under any provision of the  Bankruptcy  Code or other  insolvency  law,
statute or proceeding by or against any Party or any  assignment for the benefit
of  creditors by or against any Party;  (4) the entry of a judgment  against any
Party or the issuance or service of any attachment,  levy or garnishment against
any Party or the  property  of any  Party,  or the  repossession  or  seizure of
property  of any Party;  (5) a  determination  by the Bank that it deems  itself
insecure or that a material  adverse  change in the  financial  condition of any
Party or decline or  depreciation in the value or market value of any Collateral
has occurred since the date of this Note or is reasonably  anticipated;  (6) the
failure of any Party to perform any other obligation to the Bank under this Note
or under any other  agreement  with the Bank;  (7) the occurrence of an event of
default with respect to any existing or future  indebtedness of any Party to the
Bank or any other creditor of the Party; (8) a material change in the ownership,
control or  management  of any Party that is an entity,  unless  such  change is
approved by the Bank in its sole  discretion;  (9) if any Party gives  notice to
the Bank purporting to terminate such Party's  obligations under or with respect
to this Note; (10) the sale or transfer by a Party of all or  substantially  all
of such Party's  assets other than in the ordinary  course of business;  or (11)
any Party  commits  fraud or makes a material  misrepresentation  at any time in
connection  with this Note.  If an event of default  occurs,  or in the event of
non-payment of this Note in full at maturity,  the entire unpaid balance of this
Note  shall,  at the option of the Bank,  become  immediately  due and  payable,
without notice or demand.


<PAGE>



Upon the  occurrence  of an event of  default,  the Bank  shall be  entitled  to
interest  on the  unpaid  balance at the  stated  Rate plus 2.00% (the  "Default
Rate"),  unless  otherwise  required by law,  until paid in full.  To the extent
permitted by law, upon default, the Bank will have the right, in addition to all
other  remedies  permitted  by law, to set off the amount due under this Note or
due under any other obligation to the Bank against any and all accounts, whether
checking  or  savings  or  otherwise,  credits,  money,  stocks,  bonds or other
security or property of any nature whatsoever on deposit with, held by, owed by,
or in the  possession  of, the Bank or any of its affiliates to the credit of or
for the  account of any Party,  without  notice to or consent by any Party.  The
remedies  provided in this Note and any other agreement between the Bank and any
Party are  cumulative  and not  exclusive of any remedies  provided by law. *SEE
ADDENDUM.

Capital Adequacy

                          Should the Bank, after the date hereof,
determine that the adoption of any law or regulation regarding capital adequacy,
or any change in the interpretation or administration thereof, has or would have
the effect of reducing the Bank's rate of return hereunder to a level below that
which the Bank could have achieved but for such adoption or change, by an amount
which the Bank considers to be material,  then, from time to time, 30 days after
written  demand  by the  Bank,  the  undersigned  shall  pay to  the  Bank  such
additional  amounts as will compensate the Bank for such reduction.  Each demand
by the  Bank  shall  be  made  in good  faith  and  shall  be  accompanied  by a
certificate  claiming  compensation under this paragraph and stating the amounts
to be paid to it hereunder and the basis therefor.

Late Charges And Other Authorized Charges

*If this is an  Instalment-Simple  Interest loan, if any portion of a payment is
at least seven (7) days past due, the undersigned  agree to pay a late charge of
5% of the amount  which is past due.  On all other loan types,  the  undersigned
agree to pay such late  charge if any  portion of a payment is at least ten (10)
days past due. Unless prohibited by applicable law, the undersigned agree to pay
the fee  established  by the Bank  from  time to time for  returned  checks if a
payment  is made on this Note with a check and the check is  dishonored  for any
reason after the second  presentment.  In addition,  as permitted by  applicable
law, the undersigned  agree to pay the following:  (1) all expenses,  including,
without  limitation,  any and all court or collection costs, and attorneys' fees
of 25% of the  unpaid  balance  of this Note,  or actual  attorneys'  fees if in
excess of such amount,  whether suit be brought or not,  incurred in  collecting
this Note; (2) all costs incurred in evaluating,  preserving or disposing of any
Collateral granted as security for the payment of this Note,  including the cost
of any audits,  appraisals,  appraisal  updates,  reappraisals or  environmental
inspections which the Bank from


<PAGE>



time to time in its sole  discretion  may deem  necessary;  (3) any premiums for
property  insurance  purchased on behalf of the  undersigned or on behalf of the
owner(s) of the Collateral  pursuant to any security  instrument relating to the
Collateral;  (4) any expenses or costs  incurred in defending  any claim arising
out of the  execution  of this Note or the  obligation  which it  evidences,  or
otherwise involving the employment by the Bank of attorneys with respect to this
Note and the  obligations it evidences;  and (5) any other charges  permitted by
applicable law. The undersigned  agree to pay such authorized  charges on demand
or, at the Bank's option, such charges may be added to the unpaid balance of the
Note and shall accrue  interest at the stated Rate.  Upon the  occurrence  of an
event of default, interest shall accrue at the Default Rate. *SEE ADDENDUM.

Waivers

                                      The undersigned and each
other Party waive presentment,  demand, protest, notice of protest and notice of
dishonor and waive all  exemptions,  whether  homestead or otherwise,  as to the
obligations  evidenced by this Note. The  undersigned and each other Party waive
any rights to require  the Bank to proceed  against any other Party or person or
any Collateral before proceeding  against the undersigned or any of them, or any
other Party,  and agree that without  notice to any Party and without  affecting
any Party's  liability,  the Bank, at any time or times, may grant extensions of
the time for payment or other  indulgences to any Party or permit the renewal or
modification  of this Note, or permit the  substitution,  exchange or release of
any  Collateral  for this Note and may add or  release  any Party  primarily  or
secondarily liable. The undersigned and each other Party agree that the Bank may
apply all  monies  made  available  to it from any part of the  proceeds  of the
disposition  of any  Collateral  or by exercise of the right of Setoff either to
the obligations  under this Note or to any other obligations of any Party to the
Bank, as the Bank may elect from time to time.  The  undersigned  also waive any
rights  afforded to them by Sections  49-25 and 49-26 of the Code of Virginia of
1950 as amended.

TO THE EXTENT LEGALLY  PERMISSIBLE,  THE UNDERSIGNED WAIVE ANY RIGHT TO TRIAL BY
JURY IN ANY  LITIGATION  RELATING  TO  TRANSACTIONS  UNDER  THIS  NOTE,  WHETHER
SOUNDING IN CONTRACT, TORT OR OTHERWISE.

Severability, Amendments And No Waiver By Bank


Any  provision  of this  Note  which is  prohibited  or  unenforceable  shall be
ineffective  to the  extent  of such  prohibition  or  unenforceability  without
invalidating the remaining provisions of this Note. No amendment,  modification,
termination  or  waiver  of any  provision  of this  Note,  nor  consent  to any
departure by the undersigned  from any term of this Note,  shall in any event be
effective unless it is in writing and signed by an authorized


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employee of the Bank, and then such waiver or consent shall be effective only in
the  specific  instance and for the  specific  purpose for which  given.  If the
interest  Rate is tied to an external  index and the index  becomes  unavailable
during the term of this loan,  the Bank may  designate a  substitute  index with
notice to the Borrower.  No failure or delay on the part of the Bank to exercise
any right, power or remedy under this Note shall be construed as a waiver of the
right to exercise the same or any other right at any time.

Liability, Successors And Assigns And Governing Law


Each of the undersigned  shall be jointly and severally  obligated and liable on
this Note.  This Note shall apply to and bind each of the  undersigned's  heirs,
personal representatives,  successors and assigns and shall inure to the benefit
of the Bank,  its  successors  and  assigns.  This Note shall be governed by the
internal laws of the Commonwealth of Virginia and applicable federal law.

By  signing  below,  the  undersigned  agree  to the  terms  of  this  Note  and
acknowledge receipt of a loan in the Loan Amount shown above.

                                   DOUGHTIE'S FOODS, INC.

                                   By: Marion S. Whitfield, Jr.
                                       -------------------------
                                         (Signature)
                                        Senior Vice President




<PAGE>




                                SCHEDULE A
                            TO COMMERCIAL NOTE
                           DATED JUNE 14, 1996,
                      MADE BY DOUGHTIE'S FOODS, INC.



1.   Credit line deed of trust dated of even date, from Doughtie's  Foods,  Inc.
     ("Borrower") to David A. Durham and David Singleton, trustees ("Trustees"),
     on real estate and improvements located in Portsmouth, Virginia.

2.   Guaranty of even date, from Dutterer's of Manchester Corp. ("Dutterer").

3.   Credit line deed of trust dated of even date,  from Dutterer's to Trustees,
     on real estate and improvements located in Manchester, Maryland.

4.   Security   Agreement  from  Borrower  dated  of  even  date,  on  Accounts,
     Inventory, Equipment and General Intangibles.

5.   Security Agreement from Dutterer's dated of even date, on a promissory note
     dated  September  3, 1995,  made by Value Added Food  Services,  Inc.,  and
     payable to Dutterer's in the original principal amount of $1,038.756.

6.   Borrower's  Assignment  dated of even date  pursuant to the  Assignment  of
     Claims  Act,  of its  rights to  receive  monies  due and to become  due to
     Borrower  pursuant  to its  contract  with the  United  States  of  America
     (Defense  Logistics Agency) for the supply of foods to military  facilities
     in southern Virginia.


                              DOUGHTIE'S FOODS, INC.,
                              a Virginia corporation


                              By: Marion S. Whitfield, Jr.
                                --------------------------
                                       (Signature)

                              Its: Senior Vice President




<PAGE>




                                 ADDENDUM
                            TO COMMERCIAL NOTE
                           DATED JUNE 14, 1996,
                      MADE BY DOUGHTIE'S FOODS, INC.



     1. The maker of this Note shall have the right,  upon written notice to the
Bank,  so long as no Event of Default (as defined in the  Agreement)  shall have
occurred  and be  continuing,  to elect to have the  interest  rate on this Note
converted, on a prospective basis, from the floating rate specified in this Note
to a fixed rate of interest (the  "Conversion"),  such fixed rate of interest to
be specified by the Bank on the effective date of the conversion.

     2. Notwithstanding the provisions of this Note under the heading, "Default,
Acceleration  and Setoff," the only event of default under this Note shall be an
Event of Default as defined in the Agreement.

     3.  Notwithstanding  the  provisions of this Note under the heading,  "Late
Charges And Other Authorized Charges," attorneys' fees payable to the Bank shall
be limited to reasonable fees and expenses of counsel to the Bank.


                              DOUGHTIE'S FOODS, INC.,
                              a Virginia corporation


                              By: Marion S. Whitfield, Jr.
                                  ------------------------
                                       (Signature)

                              Its: Senior Vice President