PROMISSORY NOTE
                            ---------------

$500,000.00                                                   November 1, 1996

     For value received, the undersigned,  Larry R. DeBoever ("Borrower") hereby
promises  to pay to the  order  of META  Group,  Inc.,  a  Delaware  corporation
("Lender"),  at its principal office at 208 Harbor Drive, Stamford,  Connecticut
06912 or at such other place as may be  designated  from time to time in writing
by  Lender,  the  principal  sum of Five  Hundred  Thousand  Dollars  ($500,000)
together  with  interest in arrears  from and  including  the date hereof on the
unpaid principal balance hereunder,  computed daily, at the rate of nine percent
(9%) per annum,  on October 31, 1999.  Interest shall be calculated on the basis
of actual  number of days elapsed over a year of 360 days.  Notwithstanding  any
other  provision of this Promissory  Note,  Lender does not intend to charge and
Borrower  shall not be required to pay any  interest or other fees or charges in
excess of the maximum  permitted  by  applicable  law; any payments in excess of
such  maximum  shall be refunded  to  Borrower  or credited to reduce  principal
hereunder.  All payments  received by Lender  hereunder will be applied first to
costs of  collection,  if any,  then to interest  and the balance to  principal.
Principal and interest  shall be payable in lawful money of the United States of
America.

     This  Promissory  Note may be prepaid at any time,  without premium or
penalty,  in whole or in part. Any prepayment of principal  shall be accompanied
by a payment of accrued interest in respect of the principal being prepaid.

     This Promissory Note is secured by and entitled to the benefits of a Pledge
and Security  Agreement  between  Borrower and Lender of even date herewith (the
"Pledge Agreement").  Upon the occurrence of any Event of Default, as defined in
the Pledge  Agreement,  Lender may declare any or all obligations or liabilities
of Borrower to Lender (including the unpaid principal hereunder and any interest
due thereon),  immediately due and payable without presentment,  demand, protest
or notice.

     If this  Promissory  Note is not paid in accordance  with its terms,
Borrower  shall pay to Lender,  in addition to  principal  and accrued  interest
thereon,  all  costs  of  collection  of the  principal  and  accrued  interest,
including, but not limited to, reasonable attorneys' fees, court costs and other
costs for the enforcement of payment of this  Promissory  Note.

     No waiver of any obligation of Borrower under this Promissory Note shall be
effective  unless it is in a writing signed by Lender. A waiver by Lender of any
right or remedy under this Promissory Note on any occasion shall not be a bar to
exercise of the same right or remedy on any subsequent  occasion or of any other
right or remedy at any time.

      Any notice  required or permitted  under this Promissory Note shall
be in writing and shall be deemed to have been given on the date of delivery, if
personally delivered to the party to whom notice is to be given, or on the fifth
business  day after  mailing,  if  mailed  to the party to whom  notice is to be
given,  by certified  mail,  return  receipt  requested,  postage  prepaid,  and
addressed to the  addressee at the address of the addressee set forth the Pledge
Agreement, or to the most recent address,  specified by written notice, given to
the sender pursuant to this paragraph.

     This Promissory Note is delivered in and shall be enforceable in accordance
with the laws of the  Commonwealth of  Massachusetts,  and shall be construed in
accordance therewith, and shall have the effect of a sealed instrument.

     Borrower hereby expressly waives presentment,  demand, and protest,  notice
of demand,  dishonor  and  nonpayment  of this  Promissory  Note,  and all other
notices or  demands of any kind in  connection  with the  delivery,  acceptance,
performance,  default or enforcement  hereof, and hereby consents to any delays,
extensions of time,  renewals,  waivers or modifications  that may be granted or
consented  to by the holder  hereof  with  respect to the time of payment or any
other provision hereof or of the Pledge Agreement.

     In the  event any one or more of the  provisions  of this  Promissory  Note
shall for any reason be held to be invalid,  illegal or unenforceable,  in whole
or in  part  or in any  respect,  or in the  event  that  any one or more of the
provisions of this  Promissory  Note operate or would  prospectively  operate to
invalidate this Promissory Note, then and in any such event,  such  provision(s)
only shall be deemed null and void and shall not affect any other  provision  of
this Promissory Note and the remaining  provisions of this Promissory Note shall
remain  operative  and in full force and effect and in no way shall be affected,
prejudiced, or disturbed thereby. 


WITNESS:                                            BORROWER:

/s/Arlette W. Britton                               /s/Larry R. DeBover
------------------------                            ---------------------
Name: Arlette W. Britton                            Larry R. DeBoever