EXHIBIT B

                            FORM OF TERM LOAN NOTE

$427,000                                                    September __, 1997
                                                            New York, New York


            SONICS & MATERIALS,  INC., a Delaware  corporation  (the "Company"),
for  value  received,  hereby  promises  to pay to the  order of BROWN  BROTHERS
HARRIMAN & CO. (the "Lender") the principal  amount of FOUR HUNDRED TWENTY SEVEN
THOUSAND DOLLARS  ($427,000) on the dates and in the principal  amounts provided
in the Credit  Agreement  referred to below.  The Company  also  promises to pay
interest on the unpaid  principal amount hereof from time to time outstanding at
the rate  and on such  dates  as  provided  in the  Credit  Agreement.  All such
principal and interest  shall be payable in lawful money of the United States of
America in same day funds at the office of the Lender.

            This Note is the Term Loan Note referred to in the Credit  Agreement
dated of even date hereof (the "Credit  Agreement")  between the Company and the
Lender, and is entitled to the benefits thereof.  Capitalized terms used but not
defined herein have the meanings specified in the Credit Agreement.

            The  Lender is hereby  authorized  by the  Company to endorse on the
schedule (or a continuation  thereof)  attached  hereto,  the date and amount of
each  payment or  prepayment  of  principal  of such Term Loan  received  by the
Lender,  provided that any failure by the Lender to make any such endorsement or
any error  therein  shall not affect the  obligations  of the Company  under the
Credit Agreement or this Note in respect of the Term Loan evidenced hereby. This
Note is subject to prepayment and its maturity is subject to  acceleration  upon
the terms provided in the Credit Agreement.

            The Company hereby waives presentment,  demand, protect or notice of
any kind in connection with this Note.

            THIS NOTE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE  WITH THE
LAWS OF THE STATE OF NEW YORK.

                              SONICS & MATERIALS, INC.


                              By:  ______________________________
                                    Name:
                                    Title:


<PAGE>


                                   Schedule


Payments or
Prepayments of                      Balance                       Notation
Principal                           Outstanding                   Made By


<PAGE>


                                TERM LOAN NOTE

$427,000                                                    September __, 1997
                                                            New York, New York


            SONICS & MATERIALS,  INC., a Delaware  corporation  (the "Company"),
for  value  received,  hereby  promises  to pay to the  order of BROWN  BROTHERS
HARRIMAN & CO. (the "Lender") the principal  amount of FOUR HUNDRED TWENTY SEVEN
THOUSAND DOLLARS  ($427,000) on the dates and in the principal  amounts provided
in the Credit  Agreement  referred to below.  The Company  also  promises to pay
interest on the unpaid  principal amount hereof from time to time outstanding at
the rate  and on such  dates  as  provided  in the  Credit  Agreement.  All such
principal and interest  shall be payable in lawful money of the United States of
America in same day funds at the office of the Lender.

            This Note is the Term Loan Note referred to in the Credit  Agreement
dated of even date hereof (the "Credit  Agreement")  between the Company and the
Lender, and is entitled to the benefits thereof.  Capitalized terms used but not
defined herein have the meanings specified in the Credit Agreement.

            The  Lender is hereby  authorized  by the  Company to endorse on the
schedule (or a continuation  thereof)  attached  hereto,  the date and amount of
each  payment or  prepayment  of  principal  of such Term Loan  received  by the
Lender,  provided that any failure by the Lender to make any such endorsement or
any error  therein  shall not affect the  obligations  of the Company  under the
Credit Agreement or this Note in respect of the Term Loan evidenced hereby. This
Note is subject to prepayment and its maturity is subject to  acceleration  upon
the terms provided in the Credit Agreement.

            The Company hereby waives presentment,  demand, protect or notice of
any kind in connection with this Note.

            THIS NOTE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE  WITH THE
LAWS OF THE STATE OF NEW YORK.

                              SONICS & MATERIALS, INC.


                              By:  ______________________________
                                    Name:
                                    Title:


<PAGE>


                                   Schedule


Payments or
Prepayments of                      Balance                       Notation
Principal                           Outstanding                   Made By