EXHIBIT 10.135

        $3,000,000 SECURED CONTINGENT PROMISSORY NOTE DATED MAY 25, 1995
          FROM NONA MORELLI'S II, INC., TO NG MAN SUN DBA DRAGON SIGHT
                     INTERNATIONAL AMUSEMENT (MACAU) COMPANY


                       SECURED CONTINGENT PROMISSORY NOTE



     FOR VALUE RECEIVED,  effective on the 25th day of May, 1995, Nona Morelli's
II Inc, a corporation ("Maker") promises to pay to Mr Ng Man Sun, doing business
as  Dragon  Sight  International  Amusement  (Macau)  Company  ("Holder"),   the
principal sum of Three Million Dollars  (US$3,000,000) with interest at the rate
of eight percent (8%) per annum.

RATE OF INTEREST

Interest  shall  accrue  at a rate per  annum  equal to the  lesser of (a) three
percent  (3%) or (b) the  percentage  which is the sum of (i) the "base  rate of
interest"   announced  publicly  by  First  Los  Angeles  Bank,  Newport  Beach,
California,  from time to time (360-day  basis) then in effect and most recently
available before the date on which the interest rate  determination is made (the
"Base Rate") plus (ii) one percent  (1%). A  determination  of the interest rate
from time to time in effect shall be made  prospectively  on the date hereof and
on the first day of each calendar month thereafter until this Note shall be paid
in full.  Interest  hereunder  shall be  calculated on the actual number of days
elapsed on the basis of a 360-day year.

RATE OF INTEREST ON DEFAULT

Interest on the unpaid  principal  together with all accrued and unpaid interest
shall, after the maturity hereof, whether by demand, acceleration, or otherwise,
automatically  accrue and shall be  payable  at the rate per annum  equal to the
lesser of (a) three percent (3%) or (b) the  percentage  which is the sum of (i)
one percent (1%), plus (ii) the Base Rate.

PAYMENT OF PRINCIPAL AND INTEREST

Payments of principal and interest under this Note shall be payable on or before
June 30, 1996,  with accrued  interest,  at the applicable rate set forth above,
beginning  on the first  business day of June 1995 and  thereafter  on the first
business  day of each  succeeding  calendar  month  until the  entire  remaining
balance together with all accrued but unpaid interest hereunder is paid.

Each payment  shall,  when made, be credited first on interest then due, and the
remaining on principal, and interest shall thereupon cease upon the principle so
credited.

SECURITY

This Note is secured by a Security  Agreement of even date herewith  executed by
Maker as Debtor  granting  to Holder a security  interest  in 250,000  shares of
Class B  Preferred  Stock of NuOasis  Gaming  Inc, a Delaware  corporation  (the
"NuOasis  Shares")  pursuant to which  Maker has  pledged the NuOasis  Shares as
collateral  for  payment  of this  Note.  This Note is  further  subject  to and
governed  by  the  provisions  contained  in or  referred  to in  said  Security
Agreement of even date.  Notwithstanding  the terms of said Security  Agreement,
this Note is not  negotiable.  This Note may be  assigned  by  Holder,  but only
subject to all defenses which Maker may have against Holder. Further, payment of
this Note does not constitute a personal or corporate obligation of Maker.

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ACCELERATION

The entire  remaining  balance of this Note together with all accrued but unpaid
interest hereunder, and all other obligations,  direct and contingent,  of Maker
or any  endorser  hereof to Holder  shall,  at the  election  of Holder,  become
immediately  due and payable,  without demand or notice,  upon the occurrence of
any of the following:

          (a)  Maker  becomes  bankrupt  (including  but  not  limited  to,  the
               commencement  of a case under Title 11 of the United  States Code
               as now  constituted  or  hereafter  amended,  or under  any other
               applicable   federal  or  state   bankruptcy  law)  or  makes  an
               assignment for the benefit of creditors;

          (b)  The appointment  for Maker,  voluntarily or  involuntarily,  of a
               receiver, trustee,  liquidator,  custodian, or sequester or other
               similar official) in equity,  bankruptcy,  or under any provision
               of any law of any  state or the  United  States  of  America,  or
               otherwise:

          (c)  Maker's dissolution; or

          (d)  Default in any payment or performance required under this Note.

FAILURE TO EXERCISE RIGHTS

No failure or delay on the part of Holder in the  exercise of any power,  right,
or privilege  under this Note shall operate as a waiver  thereof or of any other
power, right, or privilege, nor shall any single or partial exercise of any such
power, right, or privilege preclude any further exercise thereof or of any other
power, right, or privilege.

PRE-PAYMENT

The entire  principal  balance of this Note or any part  thereof  may be prepaid
without  penalty or premium on any interest  payment date upon not less than ten
(10) days prior written notice.

OFFSET FOR NOTE

This Note is issued under an Asset Purchase Agreement dated May 1, 1995, between
the Holder and the Maker. The Maker expressly  reserves against the Holder,  and
any subsequent holder of this Note, the right to offset against any and all sums
payable  hereunder an amount equal to any and all damages sustained by the Maker
by reason of any breach or default by the Holder under the Purchase Agreement.

LIMIT ON INTEREST

Notwithstanding  anything to the contrary  contained herein, the total liability
for payments in the nature of interest,  additional interest,  and other charges
shall not exceed the limits imposed by the applicable interest rate laws. If any
payments in the nature of interest,  additional interest, and other charges made
hereunder  are held to be in  excess of the  limits  imposed  by the  applicable
interest rate laws, it is agreed that any such amount held to be in excess shall
be  considered  payment of principal  hereunder and the  indebtedness  evidenced
hereby shall be reduced by such amount so that the total  liability for payments
in the nature of interest,  additional  interest,  and other  charges  shall not
exceed the limits  imposed by the  applicable  interest  rate laws in compliance
with the desires of Maker and Holder.


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WAIVER OF PRESENTMENT, ETC.

Maker  and  endorsers,  and  each  of  them,  hereby  waive  diligence,  demand,
presentment for payment,  protest and notice of protest, notice of dishonor, and
notice of nonpayment of this Note, and specifically  consent to and waive notice
of any kind of any renewal, extension, or enforcement of this Note. The pleading
of any  statute  of  limitations  as a defense to any  demand  against  Maker or
endorsers  is  expressly  waived  by each  and all of said  parties.  Maker  and
endorsers,  and each of them, waive trial by jury in any litigation  arising out
of or  relating  to this Note in which  Holder is an adverse  party and  further
waive the right to interpose any defense,  setoff, or counterclaim of any nature
or description.

BENEFIT

Subject to the terms and  conditions  contained  herein,  the provisions of this
Note  shall  inure to the  benefit  of and shall be  binding  upon the  assigns,
successors  in  interest,  or  personal  representatives  of Maker  and  Holder,
respectively.

SEVERABILITY

Every provision in this Note is intended to be severable.  In the event any term
or  provision  hereof is declared  by a court of  competent  jurisdiction  to be
illegal or invalid for any reason  whatsoever,  such  illegality  or  invalidity
shall not affect the balance of the terms and provisions hereof, which terms and
provisions shall remain binding and enforceable.

TIME OF ESSENCE

Time is of the essence in the  performance  of each and every  obligation  under
this Note to be performed by Maker.

                                     "Maker"

                                     NONA MORELLI'S II INC.
                                     a Colorado corporation



                                     By:---------------------------------------
                                        Name:
                                        Title:

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