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EXHIBIT 10.9
                                  FULL RECOURSE
                                 PROMISSORY NOTE
$622,800                                                        NOVEMBER 6, 1998


     FOR VALUE RECEIVED, the undersigned hereby unconditionally promises to pay
to the order of SBE, INC., a Delaware corporation (the "Company"), at San Ramon,
California, or at such other place as the holder hereof may designate in
writing, in lawful money of the United States of America and in immediately
available funds, the principal sum of six hundred twenty two thousand eight
hundred Dollars ($622,800) together with interest accrued from the date hereof
on the unpaid principal at the rate of 4.47% per annum (which shall be not less
than the Applicable Federal Rate of interest in effect on the date hereof), or
the maximum rate permissible by law (which under the laws of the State of
California shall be deemed to be the laws relating to permissible rates of
interest on commercial loans), whichever is less, as follows:

     PRINCIPAL REPAYMENT.  The outstanding principal amount hereunder shall be
  due and payable in full on the second anniversary of the date of this Note; 
  and

     INTEREST PAYMENTS.  Interest shall be payable annually in arrears and 
  shall be calculated on the basis of a 360-day year for the actual number of 
  days elapsed;

provided, however, that in the event that the undersigned's employment by or
association with the Company is terminated for any reason prior to payment in
full of this Note, this Note shall be accelerated and all remaining unpaid
principal and interest shall become due and payable immediately after such
termination.

     If the undersigned fails to pay any of the principal and accrued interest
when due, the Company, at its sole option, shall have the right to accelerate
this Note, in which event the entire principal balance and all accrued interest
shall become immediately due and payable, and immediately collectible by the
Company pursuant to applicable law.

     This Note may be prepaid at any time without penalty.  All money paid 
toward the satisfaction of this Note shall be applied first to the payment of 
interest as required hereunder and then to the retirement of the principal.

     The full amount of this Note is secured by a pledge of shares of Common 
Stock of the Company, and is subject to all of the terms and provisions of the
Supplemental Stock Option dated November 19, 1991, as amended to date, and the
Pledge Agreement of even date herewith, each between the undersigned and the
Company.

     The undersigned hereby represents and agrees that the amounts due under 
This Note are not consumer debt, and are not incurred primarily for personal, 
Family or household purposes, but are for business and commercial purposes only.

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     The undersigned hereby waives presentment, protest and notice of protest, 
Demand for payment, notice of dishonor and all other notices or demands in 
Connection with the delivery, acceptance, performance, default or endorsement 
of this Note.

     The holder hereof shall be entitled to recover, and the undersigned 
agrees to pay when incurred, all costs and expenses of collection of this Note,
including without limitation, reasonable attorneys' fees.

     This Note shall be governed by, and construed, enforced and interpreted in
accordance with, the laws of the State of California, excluding conflict of laws
principles that would cause the application of laws of any other jurisdiction.


                                        Signed _________________________________
                                               WILLIAM B. HEYE, JR.

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