EXHIBIT 10.44

                             REVOLVING CREDIT NOTE

         FOR VALUE RECEIVED,  Coast  International,  Inc. promises to pay to the
order of Special Investment Risks, LLC at its office at 850 Cannon Drive, Hurst,
Texas (or such other place as the Payee may designate) in United States Dollars,
the lesser of Three Million Dollars ($3,000,000.00), or the principal balance of
the  revolving  line of credit  extended  hereby  together  with interest on the
unpaid  balance  from the 5th day of March,  1999 on the  terms  and  conditions
hereinafter set forth.

1.       Definitions:  As used on this Note, the following  terms shall have the
         meanings indicated:

         (a)      "Maker" means Coast International, Inc.

         (b)      "Payee" means Special Investment Risks, LLC

         (c)      "Stated Rate" means":

                  1.5% above the Texas Commerce Bank Prime Rate. The Stated Rate
                  per  annum  shall  be  charged  on  the  outstanding   balance
                  hereunder.

                  The Stated Rate is subject to change as the Prime Rate change.
                  Changes  in  the  Prime  Rate  shall  be  determined  and  the
                  resultant  adjusted Stated Rate shall take effect on the first
                  day of each calendar month.

         (d)      "Monthly  Commitment  Fee  Rate"  means  1/10 of 1% per  month
                  (0.10%)  of the  available  balance of the  revolving  line of
                  credit that is not outstanding.

         (e)      "Maturity Date" means July 1, 2000.

         (f)      "Business Day" means the day the Payee is open for business.

         (g)      "Loan  Documents"  means any and all documents and instruments
                  now or hereafter  evidencing,  securing or guaranteeing all or
                  any  part of the  indebtedness  evidencing  this  Note and the
                  Security  and  Pledge  Agreements  of  Maker  to  Payee  dated
                  February 26, 1998.

2.       Line of Credit.

         (a)      Payee hereby  establishes a  $3,000,000.00  revolving  line of
                  credit in favor of Maker  subject to the terms and  conditions
                  hereof.

         (b)      Maker  acknowledges  that as of February 28, 1999, there is an
                  existing line of credit with Payee with an outstanding balance
                  of   $1,530,000.00.   The  Parties   hereby   agree  that  the
                  $1,530,000.00  balance  will become a part of this new line of
                  credit and the prior line of credit is canceled.

         (c)      Provided  no  default  exists  under  this or any  other  Loan
                  Documents and subject the maximum amount  available during any
                  period. Maker may avail itself of revolving credit as follows:

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                  (i)      Not less than  three  (3) days  prior to the date the
                           request  is to be funded,  Maker must  provide a draw
                           request and  certification  duly executed by Maker or
                           an officer of authorized  representative of Maker. In
                           the event  the draw  request  is more than  $250,000,
                           notice of five (5) Business Days is required.

                  (ii)     The draw request must be for not less than $1,000.

3.       Security. This Note is unsecured.

4.       Computation of Interest. All interest on this Note shall be computed as
         the product of Stated Rate and the balance  outstanding  as of the last
         day of each month.  In the event this Note is not executed on the first
         day of the month,  the initial interest  calculation  shall be prorated
         for the  number of days  this Note was  effective  during  the  initial
         month.

5.       Computation of Monthly  Commitment  Fee. The monthly  commitment fee on
         this Note shall be computed  as the  product of the Monthly  Commitment
         Fee Rate and the available balance of the revolving line of credit that
         is not  outstanding as of the last day of each month. In the event this
         Note  is not  executed  on the  first  day of the  month,  the  initial
         commitment  fee  calculation  shall be prorated  for the number of days
         this Note was effective during the initial month.

6.       Mandatory Payments.

         (a)      Commencing  April 1, 1999,  and on the first day of each month
                  thereafter  until this Note is paid in full,  Maker  shall pay
                  any and all interest,  calculated  at the Stated Rate,  due on
                  the  principal  amount(s)  drawn  prior to said  date from the
                  revolving line of credit.

         (b)      Commencing  April 1, 1999,  and on the first day of each month
                  thereafter  until this Note is paid in full,  Maker  shall pay
                  the commitment fee,  calculated at the Monthly  Commitment Fee
                  Rate on the available  balance of the line of credit not drawn
                  prior to said date.

         (c)      All payments  hereon made pursuant to this numbered  paragraph
                  shall  be  applied  first  to  charges  other  than  interest,
                  commitment fee and principal,  then to accrued interest,  then
                  to accrued commitment fees, and finally to principal.

         (d)      If any payment  provided  for this Note shall  become due on a
                  day other than a Business Day, such payment may be made on the
                  next succeeding  Business Day and such extension of time shall
                  in such case be  included  in the  computation  of interest on
                  this Note.

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         (e)      Maker  shall be  entitled to prepay all or any portion of this
                  Note at any time, without penalty.

7.       Past Due  Payments.  All payments for  principal,  commitment  fees and
         interest  on this Note  which are past due shall bear  interest  at the
         Stated Rate plus six percent (6.0%) per annum.

8.       Default.  The  occurrence  of any one or more of the  following  events
         shall constitute default under this Note, whereupon the owner or holder
         hereof may, at his or her option,  exercise  any or all rights,  powers
         and  remedies  afforded  under  any of the Loan  Documents,  all  other
         instruments evidencing,  insuring or guaranteeing this Note and by law,
         including  he  right  to  declare  the  unpaid  balance  of  principal,
         commitment  fees and  accrued  interest on this Note at once mature and
         payable.

         (a)      The following events shall constitute an immediate default:

                  (i)      failure to make  payments of  principal,  interest or
                           commitment fees due hereunder within five (5) days of
                           the date due, or

                  (ii)     failure  to make all other  payments  or  performance
                           required  hereunder,  as the  same  becomes  due  and
                           payable and/or  performable,  whether by acceleration
                           or otherwise.

                  (iii)    should the Maker (aa) voluntarily suspend transaction
                           of business;  (bb) become  insolvent or unable to pay
                           its  debts  as they  mature;  (cc)  file a  voluntary
                           petition  of  bankruptcy  or  a  voluntary   petition
                           seeking  reorganization  or to effect a plan or other
                           arrangement  with creditors;  (dd) make an assignment
                           for the  benefit  of  creditors;  (ee)  apply  for or
                           consent to the appointment of any receiver or trustee
                           for  any  such  party  or of all  or any  substantial
                           portion of the  property of any such  party;  or (ff)
                           make  an  assignment   to  an  agent   authorized  to
                           liquidate  any  substantial  part  of  its  or  their
                           assets; or

                  (iv)     in respect to the Maker, (aa) an involuntary petition
                           shall be  filed  with  any  court or other  authority
                           seeking reorganization or a creditor's arrangement of
                           any such party of the  adjudication of any such party
                           as bankrupt or insolvent;  (bb) an order of any court
                           or other  authority  shall be entered  appointing any
                           receiver  or trustee for any such party or for all or
                           any  substantial  portion of the property of any such
                           part;  or (cc) a writ or warrant of attachment or any
                           similar  petition  shall be  issued  by any  court or
                           other  authority   against  all  or  any  substantial
                           portion  of the  property  of any such party and such
                           petition    seeking    reorganization,     creditor's
                           arrangement or adjudication or such order  appointing
                           a receiver  or trustee is not  vacated or stayed,  or
                           such writ, warrant of

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                           attachment   or  similar   process  is  not  vacated,
                           released or bonded  within thirty (30) days after its
                           entry or levy; or

                  (v)      the  dissolution,  liquidation  or termination of the
                           Maker; or

         (b)      The following  events,  other than those listed in 7(a) above,
                  shall  constitute  a default on the 45th day after such event,
                  unless prior to the 45th day Maker cures such default or Payee
                  in writing extends the cure period or waives such default.

                  (i)      failure to perform, observe or comply with or default
                           under  any of the  terms,  covenants,  conditions  or
                           provisions  contained in this Note,  any of the other
                           Loan Documents, or any other agreement with Payee; or

                  (ii)     any  representation or warranty made in this Note, in
                           any of the other Loan Documents, in the Draw Request,
                           or  in  any  other   written   report,   document  or
                           instrument  now or hereafter  delivered or given,  to
                           the Payee  pursuant to this Note, or any of the other
                           Loan  Documents  or  otherwise  incident  to the Debt
                           proves  to have  been  untrue  or  misleading  in any
                           material  respect as of the date made or deemed made;
                           or

                  (iii)    any action,  suit or  proceeding  shall be  commenced
                           against or affecting the Maker involving the validity
                           or  enforceability  of this  Note or any of the other
                           Loan  Documents,  at law or in equity,  or before any
                           governmental authority,  which in the judgment of the
                           Payee, impairs or would impair the Payee's ability to
                           collect  the Debt when due or the  enforceability  of
                           this Note or any of the Other Loan Documents; or

                  (iv)     any one or more final  judgments  for the  payment of
                           money in excess  of any  aggregate  $10,000  shall be
                           rendered  against the Maker and the same shall remain
                           unstayed or undischarged  for a period of ninety (90)
                           days; or

                  (v)      the  Maker  shall be  prevented  or  relieved  by any
                           governmental authority from performing,  or observing
                           any  material  term,  covenant,  or condition of this
                           Note or any of the other Loan Documents; or

                  (vi)     any  material  adverse  change  shall  occur  in  the
                           financial condition of the Maker; or

                  (vii)    any change in ownership of Maker; or

                  (viii)   the Maker  fails to provide  Payee with a copy of the
                           monthly financial statements within five (5) Business
                           Days after month end; or


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                  (ix)     the Maker  fails to provide  Payee with a copy of the
                           federal  income tax return within 15 days after it is
                           filed with the Internal Revenue Service.

9.       No Waiver by the Payee.  No delay or omission of the Payee or any other
         holder  hereof to exercise any power,  right or remedy  accruing to the
         Payee or any other holder hereof shall impair any such power,  right or
         remedy or shall be  construed  to be a waiver of the right to  exercise
         any such power, right or remedy.

10.      Costs and  Attorney's  Fees. In addition to all  principal,  commitment
         fees,  and accrued  interest on this Note,  the Maker agrees to pay (a)
         all reasonable costs and expenses incurred by all owners and holders of
         this  Note in any  probate,  reorganization,  bankruptcy  or any  other
         proceedings  for  the   establishment   or  collection  of  any  amount
         hereunder, or in collecting this Note through any such proceedings, and
         (b) reasonable  attorney's  fees when and if this Note is placed in the
         hands of an attorney for collection after default.

11.      Waivers  by Maker and  Others.  The  Maker  and any and all  co-makers,
         endorsers,  guarantors and sureties  severally waive notice (including,
         but not  limited  to,  notice  of intent to  accelerate  and  notice of
         acceleration), demand, presentation for payment, protest and the filing
         of suit for the purpose of fixing  liability  and consent that the time
         of payment  hereof may be  extended  or  re-extended  from time to time
         without notice to them or any of them, and each agrees that his, her or
         its  liability on or with respect to this Note shall not be affected by
         any release of or change in any security at any time existing or by any
         failure to perfect or to maintain perfection of any line on or security
         interest in any such security.

12.      Paragraph  Headings.  Paragraph headings appearing in this Note are for
         convenient  reference  only and shall not be used to interpret or limit
         the meaning of any provision of this Note.

13.      Governing  Law.  This  Note  shall  be  governed  by and  construed  in
         accordance  with  the  laws of the  State of  Texas.  The  terms of any
         agreement securing the payment of this Note may also be governed by the
         law of the state  where  the  property  is  located.  The Maker  hereby
         irrevocably  agrees that any legal proceeding against the Payee arising
         out of or in  connection  with  this  Note  or any  of the  other  Loan
         Documents  shall be brought in the  district  court of Tarrant  County,
         Texas or the United States District in Texas.

14.      Successor and Assigns.  This Note and all the covenants and  agreements
         contained  herein shall be binding upon, and shall inure to the benefit
         of, the respective legal representatives, heirs, successors and assigns
         of the Maker and the Payee.

15.      Records of Payments.  The records of interest rates and payments of the
         Payee shall be prima facie evidence of the amounts owing on this Note.

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16.      Brokers.  Maker  represents  and warrants that it is not liable for any
         finders' fees, brokerage fees or similar fees and expense in connection
         with this loan transaction.

17.      Severability.  If any provision of this Note shall be determined by any
         court of competent  jurisdiction to be illegal or  unenforceable,  then
         that provision only shall be of no force and effect and shall be deemed
         excised  herefrom,  and the  remainder of the  provisions  of this Note
         shall be enforced.

         I AGREE TO THE TERMS SET OUT IN THIS NOTE AND ACKNOWLEDGE  RECEIPT OF A
COPY OF THIS NOTE AND OTHER LOAN DOCUMENTS ON TODAY'S DATE.


COAST INTERNATIONAL, INC.


/s/ Bijan Moaveni                                       5-12-99
-------------------------                              ---------
Maker: Bijan Moaveni                                     Date
Its: President


Special Investment Risks, Ltd.


/s/ Gary Friedman                                       3/9/99
-------------------------                              ---------
Payee: Gary Friedman                                     Date
Its: Secretary