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UNION
   BANK OF
CALIFORNIA


                                 PROMISSORY NOTE
                                   (BASE RATE)


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Borrower Name   PRINTRAK INTERNATIONAL INC.
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Borrower Address         Office 45061             Loan Number  7144704187
1250 NORTH TUSTIN AVE.   ------------------------------------------------------
ANAHEIM, CA 92807        Maturity Date JANUARY 31, 2001    Amount $5,000,000.00
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ORANGE,    California         $5,000,000.00                Date     1/30/97
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FOR VALUE RECEIVED, on JANUARY 31, 2001, the undersigned ("Debtor") promises 
to pay to the order of UNION BANK OF CALIFORNIA, N.A. ("Bank"), as indicated 
below, the principal sum of FIVE MILLION AND NO/100 Dollars ($5,000,000.00), 
or so much thereof as is disbursed, together with interest on the balance of 
such principal from time to time outstanding, at the per annum rates and at 
the times set forth below.

1. INTEREST PAYMENTS. Debtor shall pay interest on the LAST day of each MONTH 
(commencing FEBRUARY 28, 1997). Should interest not be paid when due, it 
shall become part of the principal and bear interest as herein provided. All 
computations of interest under this note shall be made on the basis of a year 
of 360 days, for actual days elapsed.

       a. BASE INTEREST RATE.  At Debtor's option, amounts outstanding 
       hereunder in increments of at least $500,000 shall bear interest at a 
       rate to be selected by Debtor which is 2.25% per annum in excess of 
       Bank's Adjusted LIBOR-Rate for the Interest Period so selected by 
       Debtor.

       Any Base Interest Rate selected by Debtor may not be changed, altered 
       or otherwise modified until the expiration of the Interest Period for 
       which it was selected. The exercise of interest options by Debtor 
       shall be as recorded in Bank's records, which records shall be prima 
       facie evidence of the amount borrowed under either interest option and 
       the interest rate; provided, however, that failure of Bank to make any 
       such notation in its records shall not discharge Debtor from its 
       obligations to repay in full with interest all amounts borrowed. In no 
       event shall any Interest Period extend beyond the maturity date of 
       this note.

       To select a Base Interest Rate, Debtor may, from time to time with 
       respect to principal outstanding on which a Base Interest Rate has not 
       been selected and on the expiration of any Interest Period with 
       respect to principal outstanding on which a Base Interest Rate has 
       been selected, select a Base Interest Rate by telephoning an authorized 
       lending officer of Bank located at the banking office identified below 
       prior to 10:00 a.m., California time, on any Business Day and advising 
       that officer of the Base Interest Rate, the Interest Period and the 
       Origination Date selected (which Origination Date, for a Base Interest 
       Rate Loan based on the Adjusted LIBOR-Rate, shall follow the date of 
       such election by no more than two (2) Business Days).

       Bank will confirm the terms of the election in writing by mail to 
       Debtor promptly after the election is made. Failure to send such 
       confirmation shall not affect Bank's rights to collect interest at the 
       rate selected. If, on the date of the election, the Base Interest Rate 
       selected is unavailable for any reason, the selection shall be void. 
       Bank reserves the right to fund the principal from any source of funds 
       notwithstanding any Base Interest Rate selected by Debtor.

       b. VARIABLE INTEREST RATE. All principal outstanding hereunder which 
       is not bearing interest at a Base Interest Rate shall bear interest at 
       a rate per annum equal to the Reference Rate, which rate shall vary as 
       and when the Reference Rate changes.


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1.1 AVAILABILITY/PRINCIPAL REDUCTIONS

       At any time prior to the maturity of this note, subject to the 
       provisions of paragraph 4, below, of this note, Debtor may borrow, 
       repay and reborrow hereunder so long as the maximum principal amount 
       outstanding does not exceed:

       AMOUNT              FROM                        TO AND INCLUDING

       $5,000,000.00       the date of this note       April 30, 1998
       $4,583,333.00       May 1, 1998                 July 31, 1998
       $4,166,666.00       August 1, 1998              October 31, 1998
       $3,749,999.00       November 1, 1998            January 31, 1999
       $3,333,332.00       February 1, 1999            April 30, 1999
       $2,916,665.00       May 1, 1999                 July 31, 1999
       $2,499,998.00       August 1, 1999              October 31, 1999
       $2,083,331.00       November 1, 1999            January 31, 2000
       $1,666,664.00       February 1, 2000            April 30, 2000
       $1,249,997.00       May 1, 2000                 July 31, 2000
       $  833,330.00       August 1, 2000              October 31, 2000
       $  416,667.00       November 1, 2000            January 30, 2001
       $     -0-           January 31, 2001            


On or before the last day of each quarter, commencing April 30, 1998, Debtor 
shall repay principal under this note such that the maximum principal amounts 
outstanding under this note on such quarterly date does not exceed the sums 
set forth above for the periods set forth above.

Debtor shall pay all amounts due under this note in lawful money of the 
United States at Bank's ORANGE COUNTY COMMERCIAL BANKING Office, or such 
other office as may be designated by Bank, from time to time.

2. LATE PAYMENTS. If any payment required by the terms of this note shall 
remain unpaid ten days after same is due, at the option of Bank, Debtor shall 
pay a fee of $100 to Bank.

3. INTEREST RATE FOLLOWING DEFAULT. In the event of default, at the option of 
Bank, and, to the extent permitted by law, interest shall be payable on the 
outstanding principal under this note at a per annum rate equal to five 
percent (5%) in excess of the interest rate specified in paragraph 1.b, above, 
of this note, calculated from the date of default until all amounts payable 
under this note are paid in full.

4. PREPAYMENT.

       a. Amounts outstanding under this note bearing interest at a rate based 
       on the Reference Rate may be prepaid in whole or in part at any time, 
       without penalty or premium. Amounts outstanding at a Base Interest Rate 
       under this note may only be prepaid, in whole or in part provided Bank 
       has received not less than five (5) Business Days prior written notice 
       of an intention to make such prepayment and Debtor pays a prepayment 
       fee to Bank in an amount equal to: (i) the difference between (a) the 
       Base Interest Rate applicable to the principal amount which Debtor 
       intends to prepay, and (b) the return which Bank could obtain if it 
       used the amount of such prepayment of principal to purchase at bid 
       price regularly quoted securities issued by the United States having a 
       maturity date most closely coinciding with the relevant Base Rate 
       Maturity Date and such securities were held by Bank until the 
       relevant Base Rate Maturity Date ("Yield Rate"); (ii) the above 
       difference, if greater than zero, is multiplied by a fraction, the 
       numerator of which is the number of days in the period between the 
       date of prepayment and the relevant Base Rate Maturity Date and the 
       denominator of which is 360 days; (iii) the above product is 
       multiplied by the amount of the principal so prepaid (except in the 
       event that principal payments are required and have been made as 
       scheduled under the terms of the Base Interest Rate Loan being 
       prepaid, then the amount multiplied in this section shall be the 
       lesser of the amount prepaid or 50% of the total of the amount prepaid 
       and the amount of principal scheduled under the terms of the Base 
       Interest Rate Loan being prepaid to be outstanding at the relevant 
       Base Rate Maturity Date); and (iv) the above product is then 
       discounted to present value using the Yield Rate as the annual 
       discount factor.

       b. In no event shall Bank be obligated to make any payment or refund 
       to Debtor, nor shall Debtor be entitled to any setoff or other claim 
       against Bank, should the return which Bank could obtain under the 
       above prepayment formula exceed the interest that Bank would have 
       received if no prepayment had occurred. All prepayments shall include 
       payment of accrued interest on the principal amount so prepaid and 
       shall be applied to payment of interest before application to 
       principal. A determination by Bank as to the prepayment fee amount, if 
       any, shall be conclusive.

       c. Such prepayment fee, if any, shall also be payable if prepayment 
       occurs as the result of the acceleration of the principal of this note 
       by Bank because of any default hereunder. If, following such 
       acceleration, all or any portion of a Base Interest Rate Loan is 
       satisfied, whether through sale of property encumbered by a security 
       agreement or other agreement securing this note, if any, at a 
       foreclosure sale held thereunder or through the tender of payment any 
       time following such acceleration, but prior to such a foreclosure 
       sale, then such satisfaction shall be deemed an evasion of the 
       prepayment conditions set forth above, and Bank shall, automatically 
       and without notice or demand, be entitled to receive, concurrently 
       with such satisfaction the prepayment fee set forth above, and the 
       obligation to pay such prepayment fee shall be added to the principal. 
       DEBTOR HEREBY ACKNOWLEDGES AND AGREES THAT BANK WOULD NOT LEND TO 
       DEBTOR THE LOAN EVIDENCED BY THIS NOTE WITHOUT DEBTOR'S AGREEMENT, AS 
       SET FORTH ABOVE, TO PAY BANK A PREPAYMENT FEE UPON THE SATISFACTION OF 
       ALL OR ANY PORTION OF THE PRINCIPAL BEARING INTEREST AT A BASE INTEREST

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       RATE FOLLOWING THE ACCELERATION OF THE MATURITY DATE HEREOF BY REASON 
       OF A DEFAULT. DEBTOR HAS CAUSED THOSE PERSONS SIGNING THIS NOTE ON ITS 
       BEHALF TO SEPARATELY INITIAL THE AGREEMENT CONTAINED IN THIS PARAGRAPH 
       BY PLACING THEIR INITIALS BELOW:

       INITIALS:  [INIT]
                  -----

5. DEFAULT AND ACCELERATION OF TIME FOR PAYMENT. Default shall include, but 
not be limited to, any of the following: (a) the failure of Debtor to make 
any payment required under this note when due; (b) any breach, 
misrepresentation or other default by Debtor, any guarantor, co-maker, 
endorser, or any person or entity other than Debtor providing security for 
this note (hereinafter individually and collectively referred to as the 
("Obligor") under any security agreement, guaranty or other agreement between 
Bank and any Obligor; (c) the insolvency of any Obligor or the failure of any 
Obligor generally to pay such Obligor's debts as such debts become due; (d) 
the commencement as to any Obligor of any voluntary of involuntary proceeding 
under any laws relating to bankruptcy, insolvency, reorganization, 
arrangement, debt adjustment or debtor relief; (e) the assignment by any 
Obligor for the benefit of such Obligor's creditors; (f) the appointment, or 
commencement of any proceeding for the appointment of a receiver, trustee, 
custodian or similar official for all or substantially all of any Obligor's 
property; (g) the commencement of any proceeding for the dissolution or 
liquidation of any Obligor; (h) the termination of existence or death of any 
Obligor; (i) the revocation of any guaranty or subordination agreement given 
in connection with this note; (j) the failure of any Obligor to comply with 
any order, judgement, injunction, decree, writ or demand of any court or 
other public authority; (k) the filing or recording against any Obligor, or 
the property of any Obligor, of any notice of levy, notice to withhold, or 
other legal process for taxes other than property taxes; (l) the default by 
any Obligor personally liable for amounts owed hereunder on any obligation 
concerning the borrowing of money; (m) the issuance against any Obligor, or 
the property of any Obligor, of any writ of attachment, execution, or other 
judicial lien; or (n) the deterioration of the financial condition of any 
Obligor which results in Bank deeming itself, in good faith, insecure. Upon 
the occurrence of any such default, Bank, in its discretion, may cease to 
advance funds hereunder and may declare all obligations under this note 
immediately due and payable; however, upon the occurence of an event of 
default under d, e, f, or g, all principal and interest shall automatically 
become immediately due and payable.

6. ADDITIONAL AGREEMENTS OF DEBTOR. If any amounts owing under this note are 
not paid when due, Debtor promises to pay all costs and expenses, including 
reasonable attorneys' fees, incurred by Bank in the collection or 
enforcement of this note. Debtor and any endorsers of this note, for the 
maximum period of time and the full extent permitted by law, (a) waive 
diligence, presentment, demand, notice of nonpayment, protest, notice of 
protest, and notice of every kind; (b) waive the right to assert the defense 
of any statute of limitations to any debt or obligation hereunder; and (c) 
consent to renewals and extensions of time for the payment of any amounts due 
under this note. If this note is signed by more than one party, the term 
"Debtor" includes each of the undersigned and any successors in interest 
thereof; all of whose liability shall be joint and several. Any married 
person who signs this note agrees that recourse may be had against the 
separate property of that person for any obligations hereunder. The receipt of 
any check or other item of payment by Bank, at its option, shall not be 
considered a payment on account until such check or other item of payment is 
honored when presented for payment at the drawee bank. Bank may delay the 
credit of such payment based upon Bank's schedule of funds availability, and 
interest under this note shall accrue until the funds are deemed collected. 
In any action brought under or arising out of this note, Debtor and any 
Obligor, including their successors or assigns, hereby consent to the 
jurisdiction of any competent court within the State of California, as 
provided in any alternative dispute resolution agreement executed between 
Debtor and Bank, and consent to service of process by any means authorized by 
California law. The term "Bank" includes, without limitation, any holder of 
this note. This note shall be construed in accordance with and governed by 
the laws of the State of California. This note hereby incorporates any 
alternative dispute resolution agreement previously, concurrently or 
hereafter executed between Debtor and Bank.

7. DEFINITIONS.  As used herein, the following terms shall have the meanings 
respectively set forth below: "ADJUSTED LIBOR-RATE" shall mean the LIBOR Base 
Rate as adjusted for reserve requirements imposed on Bank from time to time. 
"BASE INTEREST RATE" shall mean a rate of interest based on the Adjusted 
LIBOR-Rate. "BASE INTEREST RATE LOAN" shall mean amounts outstanding under 
this note that bear interest at a Base Interest Rate. "BASE RATE MATURITY 
DATE" shall mean the last day of the Interest Period with respect to 
principal outstanding on which a Base Interest Rate has been selected by 
Debtor. "BUSINESS DAY" shall mean a day which is not a Saturday or Sunday on 
which Bank is open for business in California and on which dealings in U.S. 
dollar deposits outside of the United States may be carried on by Bank. 
"INTEREST PERIOD" shall mean any calendar period of one, three, six, nine or 
twelve months. In determining an Interest Period, a month means a period that 
starts on one Business Day in a month and ends on and includes the day 
preceding the numerically corresponding day in the next month. For any month 
in which there is no such numerically corresponding day, then as to that 
month, such day shall be deemed to be the last calendar day of such month. 
Any Interest Period which would otherwise end on a non-Business Day shall end 
on the next succeeding Business Day unless that is the first day of a month, 
in which event such Interest Period shall end on the next preceding Business 
Day. "LIBOR BASE RATE" shall mean for each Interest Period the rate per annum 
(rounded upward, if necessary, to the nearest 1/100 of 1%) at which dollar 
deposits, in immediately available funds and in lawful money of the United 
States would be offered to Bank, outside of the United States, for a term 
coinciding with such Interest Period and for an amount equal to the amount of 
principal covered by Debtor's interest rate election "ORIGINATION DATE" shall 
mean the Business Day on which funds are made available to Debtor relating to 
Debtor's selection of a Base Interest Rate. "REFERENCED RATE" shall mean the 
rate announced by Bank from time to time at its corporate headquarters at its 
"REFERENCE RATE." The Reference Rate is an index rate determined by Bank from 
time to time as a means of pricing certain extensions of credit and is 
neither directly tied to any external rate of interest or index nor 
necessarily the lowest rate of interest charged by Bank at any given time.


PRINTRAK INTERNATIONAL INC.
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By         [Sig]
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Title  Vice President, Treasurer
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