CERTIFIED TO BE A TRUE COPY

                                    MORTGAGE NOTE       /s/
                                                           -------------------
                                                           Roseland, New Jersey
$1,200,000.00                                              June 8, 2000

         BORROWER: INTEGRATED ANALYTICAL REALTY, L.L.C., a New Jersey limited
liability company having a business address at:

                           Address: 273 Franklin Avenue
                      Municipality: Randolph
                             State: New Jersey
                               Zip: 07869


(from now on called "Borrower" or "Borrowers") is borrowing money from

         LENDER:  NORCROWN BANK, a state chartered bank

                           Address: 66 West Mount Pleasant Avenue
                      Municipality: Livingston
                             State: New Jersey
                               Zip: 07039

         (from now on called "Lender")

         The Lender and any other  holder of this note may  transfer  this Note.
         The word Lender  includes the original Lender and anyone who takes this
         Note by transfer.

1.       BORROWER'S PROMISE TO PAY:

         In return for this loan (the "Loan"),  the Borrower  promises to pay to
         the  order of Lender  the  principal  sum of ONE  MILLION  TWO  HUNDRED
         THOUSAND AND 00/100 ($1,200,000.00) DOLLARS,  together with interest on
         the unpaid principal at the rate specified in this Note, fees and other
         charges payable as provided below.

2.       TERM:

         The  term of the  Loan  ("Loan  Term")  shall  be  until  July 1,  2005
         ("Maturity  Date"), at which time the entire principal amount advanced,
         plus unpaid  interest,  fees and other  amounts  and charges  specified
         herein  shall  be due and  payable.  Provided  the  Borrower  is not in
         default under this Note and the  Mortgage,  as determined by the Lender
         in its sole discretion, the Borrower may extend the Loan Term
<PAGE>



         ("Extended  Loan Term") for an  additional  period of sixty (60) months
         from the Maturity  Date, to July 1, 2010  ("Extended  Maturity  Date").
         Borrower shall give written notice to Lender of Borrower's intention to
         so extend the  Maturity  Date no less than sixty (60) days prior to the
         Maturity Date.


3.       INTEREST:

         (a)      From the date hereof,  the Borrower  shall pay interest on the
                  unpaid  principal  amount  at the  Interest  Rate of Eight and
                  Three-Quarters   (8.75%)  percent  per  annum  (the  "Interest
                  Rate").  After any default,  interest shall accrue at the rate
                  set forth in Section 9.1 of this Note.

         (b)      The Loan Term may be extended,  and the  Interest  Rate may be
                  adjusted,   as  set  forth  below,   provided  the   following
                  conditions are satisfied:


                  (i) Borrower  notifies  Lender of  Borrower's  election to
                  extend not less than sixty (60) days prior to the Maturity
                  Date;

                  (ii) No default has occurred under the Note or Mortgage;

                  (iii) The Mortgage remains a valid first lien;

                  (iv)  There  has  been  no  material  adverse  change  in  the
                  financial condition of the Borrower;

                  (v)  A  current   appraisal  of  the  Premises   conducted  at
                  Borrower's expense, by an appraiser satisfactory to Lender, is
                  submitted to Lender not less than sixty (60) days prior to the
                  Maturity Date and shows a  loan-to-value  ratio of not greater
                  than seventy-five percent (75%); and

                  (vi) The Debt Service Coverage Ratio (as defined below) is not
                  less than 1.2. The term "Debt  Service  Coverage  Ratio" shall
                  mean a  fraction,  the  denominator  of which will be the debt
                  service for the loan (based upon the new Interest rate for the
                  upcoming rate


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<PAGE>




                  period),  and the numerator of which shall be the then current
                  Net Operating Income for the Premises.  "Net Operating Income"
                  shall mean  total  gross  revenues  from the  Premises,  minus
                  operating expenses,  and the replacement reserve, if required,
                  and in an amount  determined by Lender in its discretion.  The
                  Debt  Service  Coverage  Ratio  shall be  based  upon the then
                  current income and expense statements submitted by Borrower in
                  form and substance satisfactory to Lender.

         Provided the foregoing conditions are satisfied, then the Maturity Date
         may be extended  through the Extended  Maturity Date. The Interest Rate
         on the unpaid principal during the Extended Loan term shall be reset to
         two hundred  fifty (250) basis points  (2.50%)  above the Current Index
         Rate (the "Adjusted Interest Rate"),  provided,  however,  the Adjusted
         Interest Rate shall never be less than eight and three-quarters (8.75%)
         percent per annum.  The Current Index Rate shall be the weekly  average
         yield on United  States  Treasury  securities as adjusted to a constant
         maturity of five (5) years,  as made  available by the Federal  Reserve
         Board and published in the Wall Street Journal sixty (60) days prior to
         the Maturity Date.

        (c)       In the event that Borrower and Lender agree to extend the Loan
                  Term, the new Interest Rate shall become  effective on July 1,
                  2005 (the "Change Date"), or on such other date upon which the
                  parties may agree,  and shall apply for the  remainder  of the
                  Loan Term.


4.         PAYMENTS:

         The Borrower shall make  consecutive  monthly  payments of interest and
         principal  on all monies  advanced  under this Note,  based on a twenty
         (20) year amortization schedule, in the amount of $10,604.53 (exclusive
         of escrows and any other  required  payments)  commencing  on August 1,
         2000 and continuing on the first day of each and every month thereafter
         until the Maturity Date. The foregoing  payments shall be applied first
         to escrow expenses and other amounts




                                        3
<PAGE>





         due under the  Mortgage,  then to  interest  and then to  reduction  of
         principal,  and shall be  subject  to  adjustment  in  accordance  with
         Section 3 above,  in which case Lender  shall  recalculate  the monthly
         payment of  principal  and  interest,  at the  Adjusted  Interest  Rate
         applied to the then  outstanding  principal  balance  amortized  over a
         fifteen (15) year period.  If the Loan Term is extended to the Extended
         Maturity Date pursuant to Section 2, Lender will advise Borrower of the
         new monthly payment amount, and commencing August 1, 2005 (the "Payment
         Change Date"), the Borrower shall make consecutive  monthly payments at
         the new payment  amount and  continuing  thereafter  until the Extended
         Maturity  Date,  at which time all  outstanding  amounts of  principal,
         interest and any other  charges on the Loan shall be due and payable in
         full.  Interest  from the date of  closing  to the end of the  month of
         closing shall be due and payable at the Loan closing. Interest shall be
         calculated  on the  basis of a 360 day year over the  actual  number of
         days elapsed. All payments shall be made to Lender at the address shown
         above, or to such other address as may be required by Lender.

5.       PREPAYMENT:

         The Loan may not be prepaid in whole, or in part,  except that Borrower
         shall  have the  right to prepay  the loan in full,  upon not less than
         sixty (60) days written notice to Lender and upon payment of premium as
         set forth in  Schedule A (the  "Prepayment  Premium").  The Loan may be
         prepaid without payment of the Prepayment Premium during the sixty (60)
         day period  preceding the end of the Loan Term. The Prepayment  Premium
         shall be due if the Loan is accelerated due to any default by Borrower.

         In the event  Borrower  elects to extend the Loan Term as  provided  in
         Section  2 above,  Borrower  shall  have no right  to  prepay  the Loan
         without  Prepayment  Premium  during the sixty (60) day period prior to
         the Maturity Date.  During the Extended Loan Term,  Borrower shall have
         the right to prepay the Loan  Amount in full,  upon not less than sixty
         (60) days  written  notice to Lender and upon  payment to Lender of the
         Prepayment  Premium.  The Loan may be  prepaid  without  payment of the
         Prepayment  Premium  during  the sixty (60) day  period  preceding  the
         Extended Maturity Date.




                                        4
<PAGE>






         Provided  Borrower  has not  committed  an  uncured  Event of  Default,
         application of condemnation  awards to the outstanding  principal shall
         not require the payment of a Prepayment Premium.

6.       LATE CHARGE:

         If the Lender does not receive any monthly  payment within fifteen (15)
         days of its due  date,  then for each such late  payment  the  Borrower
         shall pay a late charge.  The late charge shall be five (5.00%) percent
         of the unpaid amount.  Acceptance by Lender of a late payment shall not
         be deemed or  considered an election of remedies or waiver by Lender of
         rights at law,  or under  this Note or the  Mortgage.  The late  charge
         specified  in  this  Note  is not  intended  nor  shall  be  deemed  as
         liquidated damages or a penalty. The late charge constitutes a material
         covenant  of the loan and is a  material  inducement  for the Lender to
         enter into this loan.

7.       MORTGAGE AS SECURITY:

         As  security  for the  payment of this Note,  the  Borrower is giving a
         mortgage (the "Mortgage") to the Lender dated the date of this Note and
         is entering into certain other agreements collateral to this loan, more
         particularly  described  in  the  Mortgage  (collectively,   the  "Loan
         Documents"). The Mortgage covers the property (the "Premises") owned by
         the Borrower at:

                           Address: 273 Franklin Avenue
                      Municipality: Randolph
                  County and State: Morris County, New Jersey
                     Lot and Block: Lots 4 - 4.09, Block 193

         The Premises are more particularly described in the Mortgage. This Note
         shall evidence and the Mortgage shall secure the indebtedness described
         herein  and any  future  loans  or  advances  that may be made to or on
         behalf of the  Borrower  by the  Lender at any time or times  hereafter
         under the Mortgage and any such loans or advances shall be added to and
         shall  bear  interest  at the  same  rate per  annum  as the  principal
         indebtedness  hereunder subject to any increase  expressly provided for
         in this Note or the Mortgage.



                                        5
<PAGE>






8.          PAYMENT OF TAXES AND OTHER CHARGES:

            (a)   Borrower  agrees with Lender:  (i) to pay to the Lender,
                  at the time of each monthly payment, if requested by Lender,
                  one-twelfth  (1/12th) of the current  annual taxes and water
                  and sewer charges  levied and assessed  against the Premises
                  and to make tax reserve payments in such amounts and at such
                  time or times as the Lender shall require;  (ii) to claim no
                  deduction upon  the  assessed  value  of such  Premises  on
                  account of the monies owing hereon;  (iii) to pay all taxes,
                  assessments,  water and sewer charges and other governmental
                  charges levied or assessed  against the Premises  within ten
                  (10) days after the same shall have become due and  payable,
                  unless Lender  collects an escrow for same; (iv) to keep the
                  building(s)  on the Premises  insured for the benefit of the
                  Lender as more particularly set forth in the Mortgage and to
                  maintain such other  insurance as may be required  under the
                  Mortgage, by insurers and in amounts approved by the Lender,
                  and to deliver  such policy or policies of  insurance to the
                  Lender or at the sole  discretion  of Lender,  to pay to the
                  Lender, at the time of each monthly payment, if requested by
                  Lender, one-twelfth (1/12th) of the current annual insurance
                  premiums and to make insurance  premium reserve  payments in
                  such  amounts and at such time or times as the Lender  shall
                  require;  and (v) to keep the building(s) on the Premises in
                  good repair and in a condition  reasonably  satisfactory  to
                  the Lender.

             (b)  The  Borrower  further  agrees that,  should  thirty (30) days
                  default  be made in the  payment  of any such  tax,  insurance
                  premium,  assessment,  water,  rents,  or  other  governmental
                  charges, or in the payment of a premium for such insurance, or
                  should  any  default  be made in the  obligation  to keep  the
                  Premises in satisfactory repair and condition, then the Lender
                  may pay such amount or amounts and the amount so paid shall be
                  added  to the  amount  owing  hereunder  and  shall be due and
                  payable on demand,  with  interest at the Default Rate defined
                  below.





                                        6

<PAGE>






9.       LENDER'S RIGHT OF ACCELERATION:

         The Lender may declare the unpaid principal,  interest, fees, and other
         amounts and charges  specified under this Note due immediately upon the
         occurrence  of an Event of  Default,  as defined  below.  This right is
         called acceleration. Each of the following shall constitute an Event of
         Default:

         (a)      Any  report,   certificate,   financial   statement  or  other
                  instrument  furnished  in  connection  with  this  Note or the
                  borrowing  hereunder  shall  have  been  proven to be false or
                  misleading; or

         (b)      Thirty (30) days default in any payment of principal or
                  interest due on this Note; or

         (c)      Thirty   (30)  days   default  in  the  payment  of  any  tax,
                  assessment, water, rents, or other governmental charges, or in
                  the payment of a premium for insurance; or

         (d)      The  Borrower's  (i)  application  for  or  consent  to  the
                  appointment  of a  receiver,  trustee or  liquidator  of the
                  Borrower for all or a substantial  part of its properties or
                  assets,  (ii)  admitting in writing its inability to pay its
                  debts as they mature,  (iii) making a general assignment for
                  the benefit of creditors,  (iv) being adjudicated a bankrupt
                  or  insolvent,   or  (v)  filing  a  voluntary  petition  in
                  bankruptcy,  or a petition or answer seeking  reorganization
                  or an arrangement  with creditors or taking advantage of any
                  bankruptcy,  reorganization,   insolvency,  readjustment  of
                  debt,  dissolution  or  liquidation  law or  statute,  or an
                  answer  admitting  the  material  allegations  of a petition
                  filed against it in any proceeding  under any such law or if
                  corporation  action  shall be taken by the  Borrower for the
                  purpose of effecting any of the foregoing; or

         (e)      An  order,  judgment  or decree  being  entered,  without  the
                  application,  approval or consent of the Borrower by any court
                  of competent jurisdiction, approving or seeking reorganization
                  of the Borrower or of all or a

                                       7


<PAGE>










                  substantial  part of the  properties or assets of the Borrower
                  and such order,  judgment or decree continuing unstayed and in
                  effect for any period of sixty (60) days or more; or

          (f)     Any cause that gives the  Lender the right of  acceleration
                  under the Note, Mortgage or Loan Documents; or

          (g)     The imposition of a construction or mechanics lien against the
                  Premises,  which is not  removed  by the  posting of a bond or
                  other legal means within thirty (30) days of the imposition of
                  same; or

          (h)     If borrower  fails to comply with any  provision of this Note,
                  the Mortgage,  or the Loan Documents,  within thirty (30) days
                  after having  received  notice from the Lender.  The foregoing
                  notice and cure  period  shall not apply as to any  payment of
                  principal,  interest  and/or other amounts due under this Note
                  and the Mortgage, and any matters covered by subsections (a) -
                  (g) hereinabove.

         The Lender's  failure to accelerate for any cause shall not prevent the
         Lender from doing so for a later cause.

9.l      DEFAULT RATE:

         In the event of any  default  hereunder  or under  the Loan  Documents,
         interest as of the date of default  shall accrue on the unpaid  balance
         of the Loan at a rate equal to the lesser of fifteen  (15.00%)  percent
         per annum or the highest rate  permitted by law ("Default  Rate").  The
         Default Rate specified in this Note is not intended nor shall be deemed
         as  liquidated  damages or a penalty.  The Default Rate  constitutes  a
         material  covenant  of the loan and is a  material  inducement  for the
         Lender to enter into this loan.

10.      WAIVER OF FORMAL ACTS:

         The Lender is not required to do any of the following  before enforcing
         the Lender's rights under this Note:




                                        8
<PAGE>





        (a)      To demand payment of amounts due (known as Presentment);

        (b)      To give  notice  that  amounts  due have not been  paid
                 (known as Notice of Dishonor); or

        (c)      To obtain an official certificate of non-payment (know as a
                 Protest).

11.      TRIAL BY JURY:

         THE  BORROWER  AND LENDER  AGREE THAT ANY SUIT,  ACTION OR  PROCEEDING,
         WHETHER CLAIM OR COUNTERCLAIM, BROUGHT BY LENDER OR THE BORROWER, ON OR
         WITH RESPECT TO THIS NOTE OR ANY OTHER LOAN DOCUMENT OR THE DEALINGS OF
         THE PARTIES  WITH RESPECT  HERETO OR THERETO,  SHALL BE TRIED ONLY BY A
         COURT  AND NOT BY A JURY.  THE  LENDER  AND THE  BORROWER  EACH  HEREBY
         KNOWINGLY,  VOLUNTARILY,  INTENTIONALLY AND INTELLIGENTLY, AND WITH THE
         ADVICE OF THEIR RESPECTIVE COUNSEL,  WAIVE ANY RIGHT TO A TRIAL BY JURY
         IN ANY SUCH SUIT,  ACTION OR PROCEEDING.  FURTHER,  THE BORROWER WAIVES
         ANY RIGHT IT MAY HAVE TO CLAIM OR RECOVER,  IN ANY SUCH SUIT, ACTION OR
         PROCEEDING, ANY SPECIAL,  EXEMPLARY,  PUNITIVE,  CONSEQUENTIAL OR OTHER
         DAMAGES  OTHER THAN, OR IN ADDITION TO,  ACTUAL  DAMAGES.  THE BORROWER
         ACKNOWLEDGES  AND AGREES THAT THIS  SECTION IS A SPECIFIC  AND MATERIAL
         ASPECT OF THIS NOTE AND THAT THE LENDER WOULD NOT EXTEND  CREDIT TO THE
         BORROWER IF THE WAIVERS  SET FORTH IN THIS  SECTION  WERE NOT A PART OF
         THIS NOTE.

12.      RESPONSIBILITY UNDER NOTE:

         If more than one Borrower signs this Note, each one is obligated to pay
         the  amount  due  under the  Note.  This Note is the joint and  several
         obligation  of the  Borrowers  and the  Lender  may  enforce  this Note
         against any one or more  Borrowers  separately or against all Borrowers
         together.

13.      CHANGE:

         This Note cannot be changed  except in writing  signed by the  Borrower
         and the Lender,  except that Lender may grant extensions in the time of
         payment of and  reduction in the rate of interest on the monies due and
         owed under this Note.



                                        9
<PAGE>




14.      COST OF COLLECTION;

         If the Lender has to consult  an  attorney,  or go to court,  or if the
         Borrower fails to comply with the terms of this Note, the Borrower will
         pay all Lender's collection costs, plus reasonable  attorneys' fees and
         disbursements.

15.      GOVERNING LAW:

         This Note has been  executed  in the State of New  Jersey  and is to be
         construed  and  enforced  according  to and governed by the laws of the
         State of New Jersey.

16.      RIGHT OF SETOFF:

         The Lender  shall  have the right to apply any monies  which the Lender
         may have on deposit  against  any  amounts  which may be past due under
         this  Note,  or hold as  security  for the  payment  hereof  any  other
         property  heretofore  or hereafter  delivered by the Borrower  into the
         custody,  control or possession of the Lender for any reason or purpose
         whatsoever.

17.      ADDITIONAL FINANCING:

         During  the  term of this  Note  the  Borrower  shall  not  obtain  any
         additional  financing  or use of credit that would  result in a lien on
         the Premises. In the event Borrower violates this covenant, then at the
         option of the Lender, the unpaid principal,  interest,  fees, and other
         amounts  and  charges  under  this Note  shall be  immediately  due and
         payable in full.

18.      CROSS DEFAULT:

         Any default in any  obligation  under any of the Loan  Documents or any
         other  obligations of Borrower,  or its assigns,  or any related person
         under common  control with the Borrower or  controlled by the Borrower,
         to  Lender,  whether  oral  or  written,   secured  or  unsecured,  and
         regardless of their nature, and all future  obligations,  when they are
         incurred (the  "Obligations"),  shall  constitute a default  hereunder,
         giving the Lender the right



                                       10
<PAGE>


         and option to accelerate  this  obligation  and declare the then unpaid
         balance  due and shall  entitle  Lender to  declare  the  Mortgage  and
         accompanying  Note which it secures  immediately due and payable.  This
         covenant  shall be  effective  without  the  execution  of any  further
         assurance, amendment of mortgage or any affirmative action by Borrower.
         In the event the Borrower shall default  hereunder,  such default shall
         constitute a default  under the  Obligations  and Lender at its option,
         may declare all such  Obligations  and  mortgages  immediately  due and
         payable.

19.      LOAN CHARGES:

         Any and all  payments  under  the  Loan  Documents,  including  without
         limitation,  the Interest Rate, Default Rate, late charges,  Prepayment
         Premium  and any other  charges or  amounts  due  hereunder  constitute
         material  covenants of the Loan and are: (1) a material  inducement for
         the  Lender to enter  into this  Loan;  (2) the  Lender  would not have
         entered into this Loan without the Borrower's agreement and covenant to
         make  the  payments  as  specified  in the  Loan  Documents;  (3)  some
         additional payments, such as the Default Rate, are deemed by the Lender
         as  compensation  to the Lender for the increased risk  associated with
         this Loan not  being  timely  repaid  and (4) the  additional  payments
         represent   reasonable  estimates  to  the  Lender  in  allocating  its
         resources  (both  personnel  and  financial)  to  the  ongoing  review,
         monitoring, administration and collection of the Loan.

         If the Loan is subject to a law which sets  maximum loan  charges,  and
         that law is finally  interpreted  so that the interest or other charges
         collected  or to be collected  in  connection  with the Loan exceed the
         permitted  limits,  then:  (a) any such loan charge shall be reduced by
         the amount  necessary to reduce the charge to the permitted  limit; and
         (b) any sums already  collected from Borrower which exceeded  permitted
         limits  will be refunded  to  Borrower.  Lender may choose to make this
         refund by reducing  the  principal  owed under this Note or by making a
         direct  payment  to  Borrower.  If  a  refund  reduces  principal,  the
         reduction  will  be  treated  as  a  partial   prepayment  without  any
         prepayment charge under this Note.




                                       11
<PAGE>





20.      ALIENATION:

         In the event  that all or any part of the  Premises,  or any  interests
         comprising  ten  (10%)  percent  or  more,  in  the  aggregate,  in the
         ownership  of  Borrower,  shall  be  sold,  transferred,   assigned  or
         encumbered  (except  leases  to  residential  tenants  who  occupy  the
         Premises),  without  the prior  written  consent of the Lender  (and of
         Lender's participants, if any), which consent shall not be unreasonably
         withheld,  then,  at the option of the  Lender,  the unpaid  principal,
         interest, fees, and any other amounts and charges under this Note shall
         be immediately due and payable in full.  Nothing herein limits transfer
         by the  Principals  of  Borrower  to  "Family  Members"  defined as any
         spouse, child, parent or sibling.

21.      BALLOON NOTE:

         At the Maturity Date (or Extended Maturity Date, if applicable) of this
         Note the full amount of the principal,  interest, fee and other amounts
         and  charges due under this Note shall  become due and  payable  unless
         Borrower has prepaid such sum in whole or in part. Lender shall have no
         obligation to extend the Loan Term or refinance the unpaid amount.

22.      SERVICE OF PROCESS:

         Borrower  hereby appoints  Laurence J. Rappaport,  Esq., an attorney at
         law of the State of New  Jersey,  as  Borrower's  agent for  service of
         process for any matters  relating to this Note and the Loan  Documents.
         Borrower  covenants that  revocation of such  appointment  shall not be
         effective  unless  Borrower  provides  Lender at least thirty (30) days
         prior written notice and Borrower  simultaneously appoints a substitute
         agent for  service  of  process,  which  substitute  agent  shall be an
         attorney at law of the State of New Jersey maintaining an office in the
         State of New Jersey.

23.      JURISDICTION:

         Borrower  hereby submits to the personal  jurisdiction of the courts of
         the State of New Jersey for any  matters  relating to this Note and the
         Loan Documents.



                                       12
<PAGE>




24.      SALE OR HYPOTHECATION:

         The  rights  of the  Lender  hereunder  shall  not be  impaired  by the
         Lender's sale,  pledge or hypothecation of this Note or any item of the
         Security. Any purchaser,  assignee,  transferee or pledgee of this Note
         (and  of  any  item  of  security  assigned,  pledged  or  hypothecated
         therewith)  shall  become  vested with and entitled to exercise all the
         powers  and  rights  given by this Note and all  related  applications,
         certifications,   affidavits,   guarantees  or  instruments;   creating
         security  interests,  as if  the  purchaser,  assignee,  transferee  or
         pledgee  were  originally  named  as  payee  in  this  Note  and in the
         applications,  certifications,  affidavits,  guarantees or  instruments
         creating  security  interests.  The  Lender  reserves  the right in its
         absolute discretion to sell or grant participation  interests in all or
         a part of the Loan and in connection  therewith reserves the right, and
         the  Borrower  hereby  authorizes  the  Lender,  to  disclose  to  such
         prospective  purchaser  or  participant  any  and  all  of  the  credit
         information,   applications,   certifications,   affidavits   and  loan
         documentation  provided by the Borrower or any  guarantor in connection
         with this or any other transaction.

25.      SIGNATURE:

         The Borrower agrees to the terms of this Note by signing below.

Schedule A - Prepayment Premium

WITNESS:
                                                      INTEGRATED ANALYTICAL
                                                      REALTY, L.L.C., a
                                                      New Jersey Limited
                                                      Liability company

/s/Laurence J. Rappaport                              By:/s/Michael Leftin
------------------------                              --------------------
Laurence J. Rappaport, Esq.                           Michael Leftin
Attorney at Law                                       Manager
State of New Jersey






                                     13

<PAGE>






                                   SCHEDULE A

                               PREPAYMENT PREMIUM




Initial Loan Term:

Months 1-12                         5% of outstanding principal
Months 13-24                        4% of outstanding principal
Months 25-36                        3% of outstanding principal
Months 37-48                        2% of outstanding principal
Months 49-60                        1% of outstanding principal



Extended Loan Term:

Months 61-72                        5% of outstanding principal
Months 73-84                        4% of outstanding principal
Months 85-96                        3% of outstanding principal
Months 97-108                       2% of outstanding principal
Months 109-160                      1% of outstanding principal

























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