THIS NOTE IS NEGOTIABLE AND SUBORDINATED TO ANY AND ALL DEBTS OF THE COMPANY AS
                                PROVIDED BELOW.


                            nSTOR TECHNOLOGIES, INC.
                            (a Delaware corporation)

                              10% Subordinated Note

Amount: $500,000                                        Dated: November 20, 2000


        nSTOR TECHNOLOGIES,  INC., a Delaware corporation ("Company"), for value
received,  hereby  promises to pay to  PATRICIA  AULD or to her order or to such
persons as she may designate from time to time ("Holder") in lawful money of the
United States of America,  upon Holder's  presentation and surrender of this 10%
Subordinated  Note  ("Note") at the  principal  office of the  Company:  (i) the
principal sum of Five Hundred Thousand  Dollars  ($500,000) on January 31, 2002,
10:00 a.m., local time  ("oaturity"),  and (ii) interest on the unpaid principal
of this Note at the rate of ten percent (10%) per annum, payable quarterly.

        At the  option of the  Company,  any  payment  by the  Company  required
hereunder  may be made by check mailed to the Holder at the last address for the
Holder appearing on the records of the Company.

        1. No  Avoidance.  The  Company  shall not,  by  amendment  of its
Articles of  Incorporation  or through any  reorganization,  transfer of assets,
consolidation,  merger, dissolution, issuance or sale of securities or any other
voluntary action, nor shall the Holder by any action, avoid or seek to avoid the
performance of any of the provisions of this Note.

        2. Subordination.  Indebtedness  evidenced  by this Note shall be
subordinate  in interest,  and in right of payment as to  principal  and accrued
interest,  to  the  payment  of  any  and  all  "Senior  Indebtedness".  "Senior
Indebtedness"  shall mean: (i) all indebtedness  owed to any lender,  whether or
not secured,  including,  without  limitation all  indebtedness  under revolving
lines of credit and term loans;  (ii) all  obligations  to reimburse any bank or
other person in respect of amounts paid under  letters of credit,  acceptance or
other similar instruments; (iii) purchase money financing incurred in connection
with the purchase by the Company of goods,  fixtures,  equipment  or  inventory;
(iv)  capital  lease  obligations;  (v) liens  prior in interest to this Note by
operation of law; (vi) all other  indebtedness which does not provide that it is
to rank pari passu with or  subordinate  to this Note;  and (vii) all deferrals,
renewals,  extensions  and  refundings  of, and  amendments,  modifications  and
supplements to any of the Senior Indebtedness described above.


        3. Default.  In the event that the Company:  (i) fails to make any
payment of  principal  or interest  hereunder  when due and such  default  shall
continue for thirty (30) days after written notice thereof has been delivered to
the Company;  (ii) files a petition or is subject to proceedings  for protection
under any bankruptcy,  receivership,  reorganization  or insolvency  laws; (iii)
makes a general  assignment  of all or  substantially  all of its assets for the
benefit of its  creditors;  (iv) has a trustee  or  receiver  appointed  for the
Company,  its assets or a substantial  portion of its assets; (v) is adjudicated
by a court of competent  jurisdiction to be insolvent or bankrupt; or (vi) fails
to  observe  any of the  covenants  or  agreements  on the  part of the  Company
contained in this Note  continuing  (without being waived or cured) for a period
of thirty (30) days after receipt from Holder of written  notice of such failure
(unless the issue of whether such  failure has been cured is being  contested in
good faith by the  Company);  then the  Holder  may,  by  written  notice to the
Company, declare the outstanding principal amount of this Note to be immediately
due and payable,  whereupon the outstanding principal amount hereof shall become
and be immediately due and payable, along with any accrued but unpaid interest.

        4. Negotiability. This Note is negotiable. It may be sold,
assigned or transferred  by the Holder without the prior written  consent of the
Board of Directors of the  Company.  Upon the death of the Holder,  the Holder's
administrator,  executor, heir or legatee shall have, upon written notice to the
Company,  all  rights  and  interests  of the  Holder  in this  Note.  Any sale,
assignment, transfer or succession (due to death of the Holder) shall be made in
compliance with all applicable  Federal and state  securities laws, and upon any
such  event,  the  Company  may issue a  substitute  Note in the name of the new
Holder and  representing  the then  outstanding  principal  and  unpaid  accrued
interest.

        5. Severability. In case any provision of this Note is held invalid,
illegal or  unenforceable  by a court of competent  jurisdiction,  the validity,
legality and enforceability of the remaining  provisions shall not in any way be
effected or impaired thereby.

        6. Choice of Law. Venue and Jurisdiction;  Legal Proceedings. This
Note shall be governed by and construed in accordance with the laws of the State
of  Florida,  without  reference  to  choice  of law  principles,  and the  sole
jurisdiction and venue for any claim,  suit, or proceeding brought in connection
with this Note  shall be Palm  Beach  County,  Florida.  In any suit,  action or
proceeding  arising out of or in connection with this Note, the prevailing party
shall  be  entitled  to  an  award  of  the  reasonable   attorneys'   fees  and
disbursements incurred by such party in connection therewith.

        7. Business Day. If any interest  payment date, Date of Conversion
or the Maturity date under this Note shall not be a business day in the State of
Florida,  payment may be made on the next succeeding day that is a business day,
and shall be deemed  hereunder as made on such interest  payment  date,  Date of
Conversion, or Maturity date,  notwithstanding any other provisions contained in
this Note.

        8. Notices.  Unless  otherwise  provided  herein,  all  demands,
notices,  consents,  requests  and other  communications  hereunder  shall be in
writing  and  shall be deemed to have been  given  when  delivered  in person or
mailed  first  class,  postage-paid,  addressed  (i) if to the  Company,  to the
Company's principal business office in the State of Florida,  and (ii) if to the
Holder, at the last address for the Holder listed on the records of the Company.

        9. Modification.  This Note represents the entire understanding of
the parties hereto relating to the subject matter hereof, and supersedes any and
all other prior agreements between the parties. The terms and provisions of this
Note cannot be modified or amended orally or by course of dealing or conduct, or
in any  other  manner,  except in a writing  signed  by the party  against  whom
enforcement is sought.

        10. Binding  Effect.  This Note shall be binding on and inure to the
benefit of the respective parties hereto and their successors and assigns.

        11. Captions.  Section  captions are provided  for the  convenience  of
the parties and are not intended to affect the  interpretation,  performance  or
enforcement of this Note.

        12. Compliance With Law. It is the  responsibility of the Holder to
ensure that all payments received by the Holder comply with all tax,  securities
and other applicable laws, rules, and regulations of all applicable authorities,
and to  provide  the  Company  with any  written  consents  or  other  documents
necessary for compliance with such laws, rules and regulations.


        IN WITNESS WHEREOF, the Company has caused this Note to be signed by its
authorized  officer and its corporate seal to be affixed  hereto,  as of this 20
day of November, 2000.

                                            nSTOR TECHNOLOGIES, INC.,
                                            a Delaware corporation


                                            By:  /s/ W. David Wright
                                             Its:  Controller