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                                                                   EXHIBIT 10.78
                                 PROMISSORY NOTE

$75,000.00                                                      January 16, 2001
                                                                    New York, NY

            For value received, ATM Service, Ltd., a New York Corporation (the
"Borrower"), hereby unconditionally promises to pay to the order of Marvel
Worldwide, Ltd., at 2500 Hamilton Boulevard, South Plainfield, NJ 07080 (the
"Lender"), in lawful money of the United States of America and in immediately
available funds, the principal sum of $75,000.00 (the "Loan"), payable on the
date and in the manner set forth below.

            1. PRINCIPAL REPAYMENT. The outstanding principal amount of the Loan
      is payable, in full, within 120 days from the date of the disbursement of
      the Loan (the "Maturity Date").

            2. INTEREST RATE. The Borrower further promises to pay interest on
      the sum of the unpaid principal balance of the Loan outstanding on each
      day, from the date of this Note until all of the principal shall have been
      repaid in full, at the rate of $2,812.50 for each 30-day period following
      the disbursement of the Loan. Interest shall be payable at the end of each
      30-day period following the disbursement of the Loan.

            3. PLACE OF PAYMENT. All amounts payable hereunder shall be payable
      to the Lender in the manner specified by the Lender to the Borrower in
      writing. In the event that payment is to be made by wire transfer, such
      payment shall be made on a day that banks are open for business in New
      York, New York.

            4. PREPAYMENT. The Loan may be prepaid by the Borrower, in whole or
      in part, without premium or penalty, at the end of any 30-day period
      following the disbursement of the Loan.

            5. APPLICATION OF PAYMENT. All payments received by the Lender shall
      be applied as follows: (First) to the payment of accrued and unpaid
      interest, and (Second) to the payment of principal. If any payment
      received by the Lender under this Note is rescinded, avoided or for any
      reason returned by the Lender because of any adverse claim or threatened
      action, the returned payment shall remain payable as an obligation under
      this Note as though such payment had not been made.

            6. DEFAULT. It shall be an event of default hereunder (an "Event of
      Default") if the Borrower shall fail to make any payment due under this
      Note, when due, and the Borrower shall fail to cure such default within 10
      days following the Borrower's receipt of written notice of default from
      the Lender.

         If an Event of Default should occur, the Lender may, at its option,
      without demand upon or notice to the Borrower, declare the full amount of
      the principal sum remaining unpaid to be due and payable immediately, with
      interest as aforesaid, anything to the contrary




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      herein notwithstanding; and payment of the same may be enforced and
      recovered in whole or in part at any time, at the option of the Lender, by
      the entry of judgment on this Note and/or the issuance of execution
      thereon upon any real of personal property of the Borrower and/or by
      exercising any other rights or remedies available to the Lender by law.

            7. WAIVER. The Borrower waives presentment and demand for payment,
      notice of dishonor, protest and notice of protest of this Note, and shall
      pay all costs of collection when incurred, including, without limitation,
      reasonable attorney's feed, costs and other expenses.

            8. ATTORNEY'S FEES. In the event of default by the Borrower (or its
      assignee) in the payment of principal due on this Note, the Lender shall
      be entitled to receive and the Borrower (or its assignee) agrees to pay
      all reasonable costs of collection incurred by the Lender, including,
      without limitation, reasonable attorney's fees, in any trial, arbitration,
      or administrative proceeding, or in any appellate or bankruptcy
      proceeding.

            9. GOVERNING LAW. This Note shall be governed by, and construed
      enforced in accordance with, the laws of the State of New York, excluding
      conflict of law principles that would cause the application of laws of any
      other jurisdiction.

            10. SUCCESSORS AND ASSIGNS. The provisions of this Note shall inure
      to the benefit of and be binding on any successor to the Borrower and
      shall extend to any permitted holder hereof.

            11. NOTICES. Any notices required to be delivered under this Note
      shall be in writing and either shall be delivered in person with receipt
      acknowledged or sent by registered or certified mail, return receipt
      requested, postage prepaid, or by telecopy and confirmed by telecopy
      answerback addressed as follows:

            (a)   If to the Lender, at:

                  Marvel Worldwide, Ltd.
                  2500 Hamilton Boulevard
                  South Plainfield, NJ 07080
                  Attention:  President

            (b)   If to the Borrower, at:

                  ATM Service, Ltd.
                  424 Madison Avenue
                  New York, NY 10017
                  Attention:  President

            12. WAIVERS BY THE BORROWER. The Borrower hereby waives and releases
      all errors, defects and imperfections in any proceedings instituted by the
      Lender under the terms of this Note, as well as all benefits that might
      accrue to the Borrower by

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      virtue of any present or future laws exempting any property, real or
      personal, or any part of the proceeds arising from any sale of any such
      property, from attachment, levy or sale under execution, or providing for
      any stay of execution, exemption from civil process or extension of time
      for payment.

            13. PAST DEFAULTS. Failure on the part of the Lender to exercise any
      right or remedy hereunder, whether before or after the happening of
      default, shall not constitute a waiver thereof and no waiver of any past
      default shall constitute a waiver in a future default, or of any other
      default. No failure to accelerate the debt evidenced hereby by reason of
      default hereunder, or acceptance of a past due installment or indulgence
      granted from time to time shall be construed to be a waiver of the right
      to insist upon prompt payment thereafter or to impose late charges
      retroactively or prospectively or shall be deemed a novation of this Note
      or as a reinstatement of the debt evidenced hereby or the waiver of such
      right of acceleration or any other right; and the Borrower hereby
      expressly waives the benefit of any statute or rule or law or equity which
      would produce a result contrary or in conflict with the foregoing.

            14. MODIFICATION. This Note may not be changed orally, but only by
      an agreement in writing signed by the party or parties against whom the
      Agreement is sought to be enforced.

            15. SEVERABILITY OF PROVISIONS. If any clause or provision of this
      Note is or becomes un-constitutional, illegal, invalid or unenforceable
      because of present or future laws, the remaining clauses and provision of
      this Note shall not be affected thereby and shall remain fully
      enforceable.

            16. CURRENCY. All amounts payable under this Note are payable in
      lawful money of the United States. Checks will constitute payment only
      when collected.

      IN WITNESS WHEREOF, the undersigned has executed this Note as of date
first written above.


                                    ATM SERVICE, LTD.


                                    By:  /s/ Gary Levi
                                         --------------------------
                                         Name:   Gary Levi
                                         Title:   Presdent/COO

ACKNOWLEDGED AND AGREED:

MARVEL WORLDWIDE, LTD.

By:
   ----------------------------
      Name:
      Title: