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                          PLEDGE AND SECURITY AGREEMENT
                                        

     AGREEMENT made July _____,  1996, between ______________________________ 
of __________________________________(the "Pledgor"),  and ELECTRONICS 
COMMUNICATIONS CORP., 10 Plog Road, Fairfield, New Jersey  07004 (the 
"Pledgee").

     WHEREAS, at the execution of this agreement the Pledgee has made  a 
loan to the Pledgor in the sum of $1,500,000 (hereinafter referred to as 
the "Loan"), as evidenced by the Promissory Note of the Pledgor payable to 
Pledgee for such amount; and

     WHEREAS, in order to induce the Pledgee to make the Loan, the Pledgor has 
agreed to pledge certain stock with the Pledgee as security for the payment of 
the Loan.

     It is therefore agreed:

     1.   PLEDGE.   In  consideration of the Pledgee making the Loan, the 
Pledgor hereby grants a security interest to the Pledgee in instruments of 
the following description, duly endorsed in blank or accompanied by duly 
endorsed stock powers, separate form, and herewith delivered to the Pledgee:

                                    NO. OF SHARES                        
                                    OF SERIES B 
     ISSUER                        PREFERRED STOCK     CERTIFICATE NO.
     ------                        ---------------     ---------------
                                            
Electronics Communications Corp.      1,000,000


     The Pledgee shall hold the  pledged shares on the books of the Company in
the name of the  Pledgor. The  Pledgee  shall hold the pledged shares as
security  for  the payment of the Loan as security for the return of the 
collateral and shall not encumber or dispose of the shares except in accordance
with the provisions of paragraph 8 of this agreement.

     2.   DIVIDENDS.     During  the  term of  this  pledge,  all dividends  and
other amounts received by the Pledgor as a  result of his record ownership of
the pledged shares shall be applied by him to the payment of the principal and
interest on the Loan.

     3.   VOTING RIGHTS. During  the term of this pledge, and  so long  as the
Pledgor is not in default in the performance of  any of the terms of this
agreement or in the payment of the principal or interest of the Loan, the
Pledgor shall have the right to vote the  pledged shares on all corporate
questions.  

     4.   REPRESENTATIONS.    The Pledgor warrants and represents that  there
are no restrictions upon the transfer of any  of  the pledged shares, other than
may appear on the face of the certificates, and that the Pledgor has the right
to transfer such shares free of any 

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encumbrances and without obtaining the consents  of the other shareholders.

     5.   ADJUSTMENTS.   In  the event that, during the  term  of this pledge,
any share dividend, reclassification,  readjustment, or  other change is
declared or made in the capital structure  of the  Company  which has issued the
pledged  shares,  all  new, substituted,  and additional shares, or other
securities,  issued by  reason of any such change shall be held by the Pledgee 
under the  terms  of this agreement in the same manner  as  the  shares
originally pledged hereunder.

     6.   WARRANTS AND RIGHTS.     In  the event that during  the term of this
pledge, subscription warrants or any other rights or options  shall be issued in
connection with the  pledged  shares, such warrants, rights, and options shall
be immediately  assigned by  the Pledgor to the Pledgee to be held under the
terms of this agreement, and if exercised by  the  Pledgor all  new  shares or
other securities so acquired by  the  Pledgor shall be immediately assigned to
the Pledgee to be held under the terms  of this agreement in the same manner as
the shares  originally pledged hereunder.

     7.   PAYMENT OF LOAN.    Upon payment at maturity  of the principal  and 
interest of the Loan, less  amounts  theretofore received  and  applied by the
Pledgee in reduction thereof, the Pledgee shall return to the Pledgor all the
pledged shares.  

     8.   DEFAULT.  In the event that the Pledgor defaults in the performance 
of  any of the terms of this agreement,  or  in  the payment at maturity of the
principal or interest of the Loan, the Pledgee  shall have the rights and
remedies provided in the  Uniform  Commercial  Code in force in the State of New
Jersey  at  the date  of this agreement and in this connection, the  Pledgee 
may upon  five days' notice to the Pledgor, sent by registered  mail, and
without liability for any diminution in price which may  have occurred, sell all
the pledged shares in such manner and for such price as the Pledgee may
determine.  At any bona fide public sale the  Pledgee  shall be free to purchase
all or any  part  of  the pledged shares.  Out of the proceeds of any sale the
Pledgee  may retain an amount equal to the principal and interest then due  on
the Loan, plus the amount of the expenses of the sale, and  shall pay any
balance of such proceeds to the Pledgor.


                            [SIGNATURE PAGE FOLLOWS]
                                        

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     IN WITNESS WHEREOF the parties have executed this  agreement on the day
first above written.


                                   PLEDGOR



                                   _________________________
                                             


                                   PLEDGEE

                                   ELECTRONICS COMMUNICATIONS CORP.



                                   ___________________________
                                   By: