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                           NEGOTIABLE PROMISSORY NOTE

$200,000.00                                                 HAUPPAUGE, NEW YORK
PLUS INTEREST                                                     APRIL 1, 2001

         FOR VALUE RECEIVED, the undersigned Donald Woodring, residing at 10
Bette Lane, Setauket, NY 11733 ("Maker"), hereby unconditionally promises to
pay to the order of Globecomm Systems Inc., at 45 Oser Avenue, Hauppauge, New
York 11788 ("GSI"), or such other place as GSI (GSI and all subsequent Holders
hereof are hereinafter collectively called "Holder") or a Holder may from time
to time designate in writing, in lawful money of the United States of America
the principal amount of Two Hundred Thousand and 00/100 Dollars ($200,000.00)
plus interest on the amount of principal outstanding from time to time at the
rate of Five Percent (5.0%) per annum (the "Debt"). Interest shall commence
accruing on the date hereof and be calculated on the unpaid principal balance
of this Note.

         Payments of interest only in the amount of Two Thousand Five Hundred
and 00/100 Dollars ($2,500.00) shall be made in seven (7) consecutive equal
quarterly installments payable on the last day of each June, September,
December and March, commencing June 30, 2001, with the final payment of
interest, together with the entire principal, in the aggregate amount of Two
Hundred Two Thousand Five Hundred and 00/100 Dollars ($202,500.00), payable on
December 31, 2002.

         In the event that (i) any payment required to be paid to Holder by
Maker hereunder shall not be paid within ten (10) days after written notice;
(ii) Maker shall become unable to pay his debts as they become due; (iii) Maker
shall file a petition in, or otherwise take advantage of, voluntary bankruptcy,
or any provision of the Federal Bankruptcy Code or the insolvency law of any
jurisdiction, whether now or hereafter existing, or shall file an answer that
fails to deny jurisdiction of the court or admits the material allegations in
any such proceeding filed against him, or any such proceeding shall be approved
and not vacated or stayed within thirty (30) days; (iv) Maker shall make an
assignment for the benefit of creditors; or (v) any indebtedness incurred,
assumed or guaranteed by Maker becomes due before its stated maturity or
becomes due at maturity and is not paid or extended, then and in any such
event, a default by Maker shall have occurred hereunder and this Note and all
remaining unpaid principal provided for herein shall, become immediately due
and payable, without presentment, demand, protest or notice of any kind, type
or nature whatsoever, together, in each case, with accrued interest any other
charges due hereunder and all costs and expenses (including, but not limited
to, reasonable attorneys' fees and expenses) in connection with the enforcement
of Holder's rights hereunder.

         The Maker, endorsers, guarantors and all parties to this Note hereby
waive presentment for payment, demand, protest, notice of protest and notices
of nonpayment, default and dishonor hereof. This Note shall be paid without
claim of set-off, defense, counterclaim or deduction of any kind, type or
nature or for any cause whatsoever. This Note has been executed in New York and
shall be deemed a contract made under the laws of the State of New York and
shall be construed and enforced in accordance with the laws of said State
without giving effect to the conflicts or choice of law provisions thereof.
This Note is a negotiable instrument and may be assigned freely by Holder
without the consent of, or notice to, Maker; provided, however, Holder shall
give written notice of the assignment of this Note prior to the next payment
date.


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         This Note shall be binding upon Maker and its successors and permitted
assigns, and the terms hereof shall inure to the benefit of GSI and its
successors and assigns, including, but not limited to, Holder.


                                                /s/ Donald Woodring
                                             ---------------------------
                                                  Donald Woodring


STATE OF NEW YORK   )
                    )               SS.:
COUNTY OF SUFFOLK   )

         On the _____ day of ____, 200_ before me personally came Donald
Woodring, residing at 10 Bette Lane, Setauket, NY 11733, to me known to be the
individual described in and who executed the foregoing instrument, and
acknowledged that he executed the same.


                                              ---------------------------
                                                    Notary Public