REVOLVING CREDIT PROMISSORY NOTE
                        --------------------------------

$40,000,000             Dated: May 12, 1999


     FOR  VALUE  RECEIVED,   the   undersigned,   Unidigital  Inc.,  a  Delaware
corporation (the "Borrower"), HEREBY PROMISES TO PAY to the order of Fleet Bank,
N.A. (the "Lender") for the account of its Applicable Lending Office (as defined
in the Credit  Agreement  referred to below) the  principal sum of FORTY MILLION
DOLLARS AND NO CENTS ($ 40,000,000 ) or, if less, the aggregate unpaid principal
amount of the  Revolving  Credit  Advances  owing to the Lender by the  Borrower
pursuant  to the  Credit  Agreement,  dated  as of May  12,  1999  (as  amended,
supplemented,  restated or otherwise  modified,  the "Credit  Agreement";  terms
defined therein being used herein as therein defined),  among the Borrower,  the
Lender and certain other Lender Parties  thereto,  Fleet Bank,  N.A., as Initial
Issuing Bank,  Fleet Bank,  N.A., as Swing Line Bank,  and Fleet Bank,  N.A., as
Administrative  Agent  for the  Lender  and the  other  Lender  Parties,  on the
Revolving Credit Termination Date.

     The  Borrower  further  promises to pay  interest  on the unpaid  principal
amount of each Revolving  Credit Advance from the date of such Revolving  Credit
Advance until such principal  amount is paid in full, at such interest rates and
at such times as are specified in the Credit Agreement.

     Both  principal  and  interest  are  payable in lawful  money of the United
States of America to Fleet Bank, N. A., as  Administrative  Agent for the Lender
Parties,  at 1185  Avenue of the  Americas,  New York,  NY  10036,  Account  No.
1510352-03102, Attention: Loan Administration, in same day funds. Each Revolving
Credit Advance owing to the Lender by the Borrower and the maturity thereof, and
all  payments  made on account of  principal  thereof,  shall be recorded by the
Lender and, prior to any transfer  hereof,  endorsed on the grid attached hereto
or any continuation  thereof,  which is part of this Promissory Note;  provided,
                                                                       --------
however,  that the failure of such Lender to so record any such  information  or
-------
any error in so  recording  any such  information  shall not limit or  otherwise
affect  the  obligations  of the  Borrower  hereunder  or under any  other  Loan
Document.

     This Promissory Note is one of the Notes referred to in, and is entitled to
the benefits of, the Credit Agreement. The Credit Agreement, among other things,
(i) provides for the making of  Revolving  Credit  Advances by the Lender to the
Borrower  from  time to time in an  aggregate  amount  not to exceed at any time
outstanding the U.S. dollar amount first above  mentioned,  the  indebtedness of
the Borrower  resulting from each such Revolving  Credit Advance being evidenced
by this Promissory  Note, and (ii) contains  provisions for  acceleration of the
maturity  hereof  upon  thehappening  of  certain  stated  events  and  also for
prepayments on account of principal hereof prior to the maturity hereof upon the
terms and conditions  therein  specified.  The obligations of the Borrower under
this  Promissory  Note, and the  obligations of the other Loan

<PAGE>

Parties under the Loan  Documents,  are secured by the Collateral as provided in
the Loan Documents.

     This  Promissory Note shall be governed by and construed in accordance with
the laws of the State of New York.

                                           UNIDIGITAL INC.

                                           By: /s/ William E. Dye
                                              ----------------------------------
                                           Name: William E. Dye
                                           Title: Chief Executive Officer



                                       2
<PAGE>


               REVOLVING CREDIT ADVANCES AND PAYMENTS OF PRINCIPAL
               ---------------------------------------------------

    DATE          AMOUNT OF          AMOUNT OF          UNPAID          NOTATION
    ----          ---------          ---------          ------          --------
                  REVOLVING       PRINCIPAL PAID       PRINCIPAL        MADE BY
                  ---------       --------------       ---------        --------
               CREDIT ADVANCE       OR PREPAID          BALANCE
               --------------       ----------          -------











                                       3
<PAGE>


                           SWING LINE PROMISSORY NOTE
                           --------------------------

$3,000,000        Dated: May 12, 1999


     FOR  VALUE  RECEIVED,   the   undersigned,   Unidigital  Inc.,  a  Delaware
corporation (the "Borrower"), HEREBY PROMISES TO PAY to the order of Fleet Bank,
N.A. (the "Lender") for the account of its Applicable Lending Office (as defined
in the Credit  Agreement  referred to below) the  principal sum of THREE MILLION
DOLLARS AND NO CENTS  ($3,000,000)  or, if less, the aggregate  unpaid principal
amount of the Swing Line Advances  owing to the Lender by the Borrower  pursuant
to the Credit  Agreement,  dated as of May 12, 1999 (as  amended,  supplemented,
restated or otherwise modified,  the "Credit  Agreement";  terms defined therein
being  used  herein as  therein  defined),  among the  Borrower,  the Lender and
certain other Lender Parties thereto, Fleet Bank, N.A., as Initial Issuing Bank,
Fleet Bank,  N.A., as Swing Line Bank, and Fleet Bank,  N.A., as  Administrative
Agent for the  Lender  and the  other  Lender  Parties,  on the dates and in the
amounts specified in the Credit Agreement.

     The  Borrower  further  promises to pay  interest  on the unpaid  principal
amount of each Swing Line Advance from the date of such Swing Line Advance until
such principal  amount is paid in full, at such interest rates and at such times
as are specified in the Credit Agreement.

     Both  principal  and  interest  are  payable in lawful  money of the United
States of America to Fleet Bank,  N.A., as  Administrative  Agent for the Lender
Parties,  at 1185  Avenue of the  Americas,  New York,  NY  10036,  Account  No.
1510352-03102,  Attention:  Loan  Administration,  in same day funds. Each Swing
Line Advance owing to the Lender by the Borrower and the maturity  thereof,  and
all  payments  made on account of  principal  thereof,  shall be recorded by the
Lender and, prior to any transfer  hereof,  endorsed on the grid attached hereto
or any continuation  thereof,  which is part of this Promissory Note;  provided,
                                                                       --------
however,  that the failure of such Lender to so record any such  information  or
-------
any error in so  recording  any such  information  shall not limit or  otherwise
affect  the  obligations  of the  Borrower  hereunder  or under any  other  Loan
Document.

     This Promissory Note is one of the Notes referred to in, and is entitled to
the benefits of, the Credit Agreement. The Credit Agreement, among other things,
(i) provides for the making of Swing Line Advances by the Lender to the Borrower
from time to time in an aggregate  amount not to exceed at any time  outstanding
the U.S. dollar amount first above  mentioned,  the indebtedness of the Borrower
resulting from each such Swing Line Advance being  evidenced by this  Promissory
Note, and (ii) contains  provisions for acceleration of the maturity hereof upon
the happening of certain  stated events and also for  prepayments  on account of
principal  hereof  prior to the  maturity  hereof upon the terms and  conditions
therein  specified.  The obligations of the

                                       4
<PAGE>

Borrower  under this  Promissory  Note,  and the  obligations  of the other Loan
Parties under the Loan  Documents,  are secured by the Collateral as provided in
the Loan Documents.

     This  Promissory Note shall be governed by and construed in accordance with
the laws of the State of New York.


                                           UNIDIGITAL INC.


                                           By: /s/ William E. Dye
                                              ----------------------------------
                                           Name: William E. Dye
                                           Title: Chief Executive Officer








                                       5
<PAGE>

                  SWING LINE ADVANCES AND PAYMENTS OF PRINCIPAL
                  ---------------------------------------------


    DATE        AMOUNT OF         AMOUNT OF         UNPAID       NOTATION
    ----        ---------         ---------         ------       --------
                SWING LINE      PRINCIPAL PAID     PRINCIPAL      MADE BY
                ----------      --------------     ---------      -------
                 ADVANCE          OR PREPAID        BALANCE
                 -------          ----------        -------












                                       6
<PAGE>