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                                                                   EXHIBIT 10.15



THE SECURITIES UNDERLYING THIS CALLABLE, CONVERTIBLE NOTE HAVE NOT BEEN
REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), IN RELIANCE
UPON REGULATION D. SUCH SECURITIES MAY NOT BE CONVERTED, OFFERED, SOLD OR
TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER
SAID ACT.



                       DIAMOND ENTERTAINMENT CORPORATION
                            CALLABLE CONVERTIBLE NOTE


$100,000                                                    Cerritos, California
                                                            June 3, 1999

         FOR VALUE RECEIVED, the undersigned, DIAMOND ENTERTAINMENT CORPORATION,
a New Jersey corporation (the "Company"), promises to pay Jeffrey I. Schillen an
individual ("Payee"), or to its registered assigns, the principal sum of one
hundred thousand ($100,000) dollars on June 3, 2000 ("Maturity Date"), or one
year from date of execution with 10% stated interest on the unpaid principal
balance.

         1. PAYMENT. Payment of principal shall be made in bi-monthly
installments in lawful money of the United States of America and shall be made
at the principal address of the Payee or at such other place as such Payee shall
have designated to the Company in writing for such purpose. Late bi-monthly
payments will assessed a 6% late charge fee after giving five (5) business days
to cure the late payment status. The first payment is due and payable on August
1, 1999.

         The Company expressly waives presentment for payment, notice of
dishonor, protest, notice of protest and diligence in collection, and agrees
that if, after demand of Payee, this Note is not paid in accordance with the
terms hereof, the Company shall pay all costs and expenses of collection,
including reasonable attorneys' fees.

         2. CONVERSION. The original face amount of this Note is convertible at
the election of the Payee in whole or in part, at any time from the date of this
Note, by notice thereto given by the Payee to the Company.

         This Note will be convertible into the Company's Common Stock, no par
value per share (the "Common Stock"), at a conversion price equal to $0.05 per
share and the option rights to convert will expire on June 22, 2002.

         The Conversion Price shall be adjusted upon the occurrence of certain
events as more fully described in Section 7 hereof.

         This Note shall be deemed to have been surrendered for conversion and
converted at the close of business on the date on which the Company receives it
or a designated agent of the Company with a notice of election to convert duly
executed. Within seven (7) days after conversion, the Company shall issue and
deliver to the person or persons so entitled, a certificate or certificates of
its Common Stock evidencing the number of shares into which this Note shall have
been converted.

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         This Note and Common Stock issuable upon conversion of this Note and
all accrued interest (unpaid) thereon, may not be offered, sold, transferred,
pledged or hypothecated unless the Company shall have been supplied with
evidence reasonably satisfactory to it that such offer or transfer is not in
violation of the Securities Act of 1933, as amended (the "Act") and any
applicable state laws.

         The Common Stock to be issued upon conversion of this Note has been
reserved for issuance upon conversion thereof, and when issued will be duly
authorized, validly issued, fully paid and non-assessable and with any required
legend in compliance with Rule 144 of the Securities Act of 1933, as amended.

         3. PIGGY BACK RIGHTS. If the Company files one or more Registration
Statements (the "Registration Statement") within six (6) years from the date of
this note, the Company will use its best efforts to include all the underlying
Common Stock into which this note is convertible in such Registration Statement,
subject to the terms ands conditions of the Subscription Agreement executed by
the Payee as of the date hereof.

         4. DEMAND REGISTRATION RIGHTS. Notwithstanding the Piggy Back Rights
described in Paragraph 3 above, if, within six (6) months from the date hereof,
the Company has not called the Note or filed a Registration Statement to offer
Payee the Piggy Back Rights provided for therein, the Payee may demand that the
Company file, at its expense, the appropriate Registration Statement to include
all, but not less than all, of the shares of the Company's common stock issuable
upon conversion of the Payee's Note, subject to the terms and conditions of the
Subscription Agreement executed by the Payee as of the date hereof.

         5. COMPANY'S RIGHT TO CALL. The Company, within 30 days after giving
Holder written notice, shall have the right to call the Note at a premium of
1.10 % of any outstanding balance of this Note at the end of the said 30 days
notice period.

         6. HOLDER'S RIGHT IF COMPANY CALLS. If the Company elects to call the
Note, the Holder hereof must surrender his Note for the premium.

         7. ADJUSTMENT TO CONVERSION PRICE. The Conversion Price and the number
of shares of Common Stock issuable upon the conversion of this Note, are subject
to adjustment from time to time upon the occurrence of any of the events
specified in this Paragraph 7.

            A. In case the Company shall (i) pay a dividend in shares of Common
Stock or make a distribution in shares of Common Stock, (ii) subdivide its
outstanding shares of Common Stock, (iii) combine its outstanding shares of
Common Stock into a smaller number of shares of Common Stock, or (iv) issue by
reclassification of its shares of Common Stock other securities of the Company
the number of shares of Common Stock purchasable upon conversion of this Note
immediately prior thereto shall be adjusted so that the Payee of this Note shall
be entitled to receive the kind and number of shares of Common Stock or other
securities of the Company that he would have owned or have been entitled to
receive after the happening of any of the events described above, had this Note
been converted immediately prior to the happening of such event or any record
date with respect thereto. An adjustment made pursuant to this sub-paragraph A.
shall become effective immediately after the effective date of such event
retroactive to the record date, if any, for such event.

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            B. Whenever the number of shares of Common Stock issuable upon the
conversion of this Note is adjusted, as herein provided, the Conversion Price
shall be adjusted by multiplying such Conversion Price immediately prior to such
adjustment by a fraction, of which the numerator shall be the number of shares
of Common Stock issuable upon the Conversion of this Note immediately prior to
such adjustment, and of which the denominator shall be the number of shares of
Common Stock so issuable immediately thereafter.

            C. If the Company consolidates with or merges into another
corporation or transfers all or substantially all of its assets, the Payee shall
thereafter be entitled upon conversion of this Note to purchase, with respect to
each share of Common Stock purchasable hereunder immediately prior to the date
upon which such consolidation or merger becomes effective, the securities or
property to which a holder of shares of Common Stock is entitled upon such
consolidation or merger, without any change in, or payment in addition to the
Conversion Price in effect immediately prior to such merger or consolidation,
and the Company shall take such steps in connection with such consolidation or
merger as may be necessary to ensure that all of the provisions of this Note
shall thereafter by applicable, as nearly as reasonably may be, in relation to
any securities or property deliverable upon the conversion of this Note. The
Company shall not effect any such consolidation, merger or asset transfer unless
prior to the consummation thereof the successor corporation (if other than the
Company) resulting therefrom shall assume by written agreement executed and
mailed to the registered Payee at his address shown on the books and records of
the Company, the obligation to deliver to such Payee any such securities or
property as in accordance with the foregoing provisions such Payee shall be
entitled to purchase.

            E. For the purpose of this Paragraph, the term "shares of Common
Stock" shall mean (i) the class of stock designated as the Common Stock of the
Company at the date of this Note, or (ii) any other class of stock resulting
from successive changes or reclassification of such shares consisting solely of
change in par value, or from par value to no par value, or from no par value to
par value.

            E. Upon the happening of any event requiring an adjustment of the
Conversion Price, the Company shall forthwith give written notice thereof to the
registered Payee of this Note, stating the adjusted Conversion Price and the
adjusted number of shares of Common Stock or other securities or property
issuable upon the exercise hereof resulting from such event and setting forth in
reasonable detail the method of calculation and the facts upon which such
calculation is based. The Board of Directors of the Company shall determine the
adjusted Conversion Price and the securities or property purchasable upon
conversion. If any voluntary dissolution, liquidation, or winding up of the
Company is proposed, the Company shall give at least 20 days written notice of
such proposal to the registered Payee hereof stating the date of which such
event is to take place and the date (which shall be at least 20 days after
giving of such notice) as of which the holders of shares of Common Stock of
record shall be entitled to exchange their Common Stock for securities or other
property deliverable upon such dissolution, liquidation, or winding up takes
place. The notices pursuant to this paragraph shall be given any first class
mail, postage prepaid, addressed to the registered Payee of this Note at the
address appearing in the records of the Company.

            F. Irrespective of any adjustments pursuant to this Paragraph 7, to
the Conversion Price or to the number of shares or other securities or other
property obtainable upon conversion of this Note, this Note may continue to
state the Conversion Price at the same price and number of shares stated herein.

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         8. SECURED INTEREST. This note is secured by all the assets of Diamond
Entertainment Corporation. A National Financing Statement (Form UCC1) will be
filed with the California Secretary of State upon execution of this Agreement.
The Company and Holder both agree that this Note is subordinated to all senior
notes of the Company executed prior to the date of this Note, and is
subordinated to the Company's current and future primary senior lines of
Financing and Bank obligations in priority.

         9. GOVERNING LAW. This Note shall be governed by and construed and
enforced in accordance with the internal laws of the State of California.

         10. NOTICES. All notices and payments to the holder hereof and all
notices to the Company shall be given in writing by delivery to any
international air courier service, postage prepaid, addressed: (i) if to the
Payee, 48 St. Lawrence Way, Marlboro, NJ 07746 or (ii) if to the Company,
Diamond Entertainment Corporation 16200 Carmenita Road, Cerritos, CA 90703,
attention of its Chairman, James Lu or at such other address as the Company may
specify by notice given to the holder as herein provided. Any notice given
hereunder by the Company with respect to the change of such address shall be
given at least five (5) business days prior to the date upon which such change
is to become effective, and shall specify such date.

                                            Diamond Entertainment Corporation


                                            By:  /S/ JAMES LU
                                               ---------------------------------
                                                     James Lu, Chairman