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                                                                   Exhibit 10.66

                                 PROMISSORY NOTE

$500,000                                                      September 25, 1997


            FOR VALUE RECEIVED, UNISON HEALTHCARE CORPORATION, a Delaware
corporation (the "Borrower"), promises to pay to ELK MEADOWS INVESTMENTS, L.L.C.
(the "Lender"), or registered assigns, the principal sum of FIVE HUNDRED
THOUSAND DOLLARS ($500,000) or such lesser portion thereof as may be advanced by
the Lender, and to pay interest on the unpaid principal amount of this note
(this "Note") for each day that such unpaid principal amount is outstanding at
the Interest Rate, with all principal and interest on this Note due and payable
on or before October 7, 1997. This Note is issued pursuant to that Loan and
Security Agreement dated as of April 21, 1997, by and among the Borrower, the
Lender, and BritWill Investments Company, Ltd., as modified by a Modification
Agreement dated as of September 24, 1997 (as modified, the "Loan and Security
Agreement"). Capitalized terms used but not defined in this Note shall have the
meanings ascribed to them in the Loan and Security Agreement.

            The Borrower agrees to an effective rate of interest that is the
rate stated above plus any additional rate of interest, if any, resulting from
any other charges in the nature of interest paid or to be paid or on behalf of
the Borrower, or any benefit received or to be received by the Lender, in
connection with this note. Notwithstanding any other provisions contained in
this Note, if at any time the rate of interest payable by the Borrower under
this Note, when combined with any and all other charges provided for in this
Note or in any other document (to the extent such other charges would constitute
interest for the purpose of any applicable law limiting interest that may be
charged on this Note), exceeds the highest rate of interest permissible under
applicable law (the "Maximum Lawful Rate"), then so long as the Maximum Lawful
Rate would be exceeded, the rate of interest under this Note shall be equal to
the Maximum Lawful Rate. If at any time thereafter the rate of interest payable
under this Note is less than the Maximum Lawful Rate, the Borrower shall
continue to pay interest under this Note at the Maximum Lawful Rate until such
time as the total interest paid by the Borrower is equal to the total interest
that would have been paid had applicable law not limited the interest rate
payable under Note. In no event shall the total interest received by the Lender
under this Note exceed the amount which the Lender could lawfully have received
had the interest due under this Note been calculated since the date of this Note
at the Maximum Lawful Rate.

            Payments of the principal of and interest on this Note shall be made
by the Borrower to the holder hereof in immediately available funds in the
manner and at the address specified for such purposes in the Loan and Security
Agreement, or in such manner or at such other address as the holder of this Note
shall have specified in writing to the 


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Borrower for such purpose, without the presentation or surrender of this Note or
the making of any notation on this Note.

            The Borrower expressly waives presentment, demand, diligence,
protest and all notices of any kind whatsoever with respect to this Note.

            The holder hereof may, as provided in Section 13.2 of the Loan and
Security Agreement, sell, assign, transfer, negotiate, grant participants in or
otherwise dispose of all or any portion of this Note and the indebtedness
evidenced by this Note.

            The Note is secured by the security interests granted to the Lender
pursuant to Article VIII of the Loan and Security Agreement and pursuant to the
Stock Pledge Agreement. The holder of this Note is entitled to the benefits of
the Loan and Security Agreement and may enforce the agreements of the Borrower
contained in the Loan and Security Agreement and exercise remedies provided for,
by, or otherwise available in respect of, the Loan and Security Agreement, all
in accordance with the terms of the Loan and Security Agreement. If an Event of
Default shall occur and be continuing, the unpaid balance of the principal of
this Note, together with all accrued Interest and Fees, may be declared and
become due and payable in the manner and with the effect provided in the Loan
and Security Agreement.

            This Note is made and delivered in Scottsdale, Arizona, and shall be
governed by, and construed in accordance with, the internal laws (without
application of its conflict of laws provision) of the State of Arizona.

            IN WITNESS WHEREOF, the Borrower has caused this Note to be signed
and delivered by its duly authorized officer as of the date set forth above.



                                        UNISON HEALTHCARE CORPORATION





                                        By: /s/ Michael A. Jeffries

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                                        Its: President and CEO
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