$250,000                       Savannah, Georgia
                              as of August 15, 1996

                                 PROMISSORY NOTE

FOR VALUE RECEIVED,  Miriam Muley (the "Payor") hereby unconditionally  promises
to pay to the order of Carson, Inc., a Delaware  corporation (the "Payee"),  the
principal  sum of Two Hundred  Fifty  Thousand  Dollars  ($250,000) on the third
anniversary of the date of this Note (the "Maturity  Date").  Capitalized  terms
used but not otherwise defined herein have the respective meanings given to such
terms in Article 4 hereof.

                                    ARTICLE 1

                             PRINCIPAL AND INTEREST

Section 1.1 Principal.  The entire unpaid principal amount of this Note shall be
paid on the Maturity Date (or on such earlier date as this Note shall become due
as hereinafter  provided).  Promptly following the payment in full of this Note,
the Payee shall surrender this Note to the Payor for cancellation.

Section 1.2  Interest.  No interest  shall accrue on the daily unpaid  principal
amount of this Note.

                                    ARTICLE 2

                            PAYMENTS AND PREPAYMENTS

Section 2.1  Payments  Generally.  All  payments of  principal to be made by the
Payor  under this Note  shall be made in  Dollars,  by  personal,  certified  or
official bank check payable to the order of the Payee, not later than 11:00 a.m.
Savannah,  Georgia time on the date on which such payment shall become due (each
such  payment  made  after  such time on such due date to be deemed to have been
made on the next succeeding  Business Day). If the due date of any payment under
this Note would  otherwise fall on a day that is not a Business Day. All amounts
payable  under this Note shall be paid free and clear of. and without  reduction
by reason of, any deduction, set-off or counterclaim.

                                    ARTICLE 3

                                EVENTS OF DEFAULT

     Section  3.1  Events  of  Defaults.  The  occurrence  of  one or ore of the
following events shall constitute an "Event of Default" for the purposes of this
Note:

     (a) the  Payor  fails to pay any  amount  owing  under  this  Note when due
(whether at stated maturity, by acceleration, or otherwise);
     (b) the Payor shall default in the  performance  of, or shall  breach,  any
covenant or warranty of the Payor under or in respect of this Note;
     (c) the Payor shall terminate  employment with Carson Products  Company for
any reason;
     (d) the Payor shall (i) apply for or consent to the  appointment of, or the
taking of possession by, a receiver,  custodian, trustee, examiner or liquidator
of the Payor or of its assets or property,  (ii) make a general  assignment  for
the benefit of its creditors, (iii) commence a voluntary cause under the Federal
Bankruptcy Code, (iv) file a petition seeking to take advantage of any other law
relating to bankruptcy, insolvency,  reorganization,  liquidation,  dissolution,
arrangement or winding-up,  or composition or readjustment of debts, (v) fail to
controvert in a timely and appropriate  manner,  or acquiesce in writing to, any
petition  filed against it in an involuntary  case under the Federal  Bankruptcy
Code or (vi) take any action for the purpose of effecting any of the  foregoing;
or
     (e) a proceeding or case shall be  commenced,  without the  application  or
consent of the Payor,  in any court of competent  jurisdiction,  seeking (i) its
reorganization,  liquidation or arrangement,  or the composition or readjustment
of its debts, (ii) the appointment of a receiver,  custodian, trustee, examiner,
liquidator or the like of the Payor or of its property,  or (iii) similar relief
in  respect  of the Payor  under any law  relating  to  bankruptcy,  insolvency,
reorganization,  or composition or adjustment of debts,  and such  proceeding or
case shall continue  undismissed,  or an order,  judgment or decree approving or
ordering  any of the  foregoing  shall be entered and  continue  unstayed and in
effect,  for a period of 60 or more  days;  or an order for relief  against  the
Payor shall be entered in an involuntary case under the Federal Bankruptcy Code.
     Section 3.2 Acceleration of Maturity Rescission and Annulment. If any Event
of Default occurs and is  continuing,  then and in every such case the Payee may
declare the unpaid principal of this Note to be due and payable immediately,  by
a notice to the Payor, and upon any such declaration such principal shall become
due and  payable  immediately,  without  presentment,  demand,  protest or other
formalities of any kind, all of which are hereby  expressly waived by the Payor.
Notwithstanding  any of the  foregoing,  at any time after such a declaration of
acceleration  has been made and before a judgment  or decree for  payment of the
money due has been  obtained,  the Payee may rescind and annul such  declaration
and its consequences if it so notifies the Payor of its desire to do so. No such
rescission and annulment shall affect any subsequent default or impair any right
consequent  thereon.  The Payor agrees to pay or reimburse the Payee for paying:
(a)  all  costs  and  expenses  of the  Payee  (including,  without  limitation,
reasonable counsels' fees) in connection with any default and any enforcement or
collection  proceedings  resulting  therefrom;  and  (b)  all  transfer,  stamp,
documentary  or other  similar  taxes,  assessments  or  charges  levied  by any
governmental or revenue  authority in respect of this Note or any other document
referred to herein.

                                    ARTICLE 4

                                   DEFINITIONS

     Section 4.1  Definitions.  The following  terms shall have the meanings set
forth below: "Business Day" means any day (other than a day which is a Saturday,
Sunday or legal  holiday in the State of  Georgia)  on which  banks are open for
business in  Savannah,  Georgia.  "Dollars"  and "$" means  lawful  money of the
United  States of America.  "Note" means this  Promissory  Note, as modified and
supplemented  and in effect from time to time.  "Person"  means any  individual,
corporation,  partnership, joint venue, association, joint stock company, trust,
unincorporated organization or government or any agency or political subdivision
thereof.
                                    ARTICLE 5

                              WAIVER AND AMENDMENT

     Section 5.1 Amendment.  No amendment of this Note shall be effective unless
in writing and signed by the Payee and the Payor.
     Section  5.2  Waiver.  No waiver  of any  provision  of this Note  shall be
effective unless in writing and signed by the Payee.
     Section 5.3 Restoration of Rights and Remedies. If the Payee has instituted
any  proceeding  to  enforce  any  right  or  remedy  under  this  Note and such
proceeding  has been  discontinued  or  abandoned  for any  reason,  or has been
determined adversely to the Payee, then and in every such case the Payor and the
Payee  shall,  subject to any  determination  in such  proceeding,  be  restored
severally and respectively to their former positions  hereunder,  and thereafter
all rights and remedies of the Payee shall continue as though no such proceeding
had been instituted.
     Section  5.4  Rights and  Remedies  Cumulative.  No right or remedy  herein
conferred upon or reserved to the Payee is intended to be exclusive of any other
right or remedy,  and every right and remedy shall,  to the extent  permitted by
law,  be  cumulative  and in  addition  to every  other  right and remedy  given
hereunder or now or  hereafter  existing at law or in equity or  otherwise.  The
assertion or employment of any right or remedy  hereunder,  or otherwise,  shall
not prevent the  concurrent  assertion or  employment  of any other  appropriate
right or remedy.
     Section 5.5 Delay or Omission Not Waiver. No delay or omission of the Payee
to exercise any right or remedy  accruing upon any Event of Default shall impair
any such right or remedy or  constitute a waiver of any such Event of Default or
an acquiescence therein.
     Section 5.6 Waiver of Past  Defaults.  The Payee may waive any past default
hereunder and its consequences.  Upon and to the extent of any such waiver, such
default shall cease to exist,  and any Event of Default arising  therefrom shall
be deemed to have been cured for every purpose of this Note,  but no such waiver
shall extend to any  subsequent or other default or impair any right  consequent
thereon.
                                    ARTICLE 6

                                  MISCELLANEOUS

     Section 6.1 Notice. All notices and other communications in respect of this
Note (including,  without limitation, any modifications of, or requests, waivers
or  consents  under,  this Note)  shall be given or made in writing  (including,
without  limitation,  by  telecopy)  to the Payor at the  "Address  for Notices"
specified  below its name on the  signature  page  hereof and to the Payee at 64
Ross Road, Savannah Industrial Park,  Savannah,  Georgia 31405; or at such other
address as shall be designated by any such party in a notice to the other party.
Except as  otherwise  provided in this Note,  all such  communications  shall be
deemed to have been duly given when  transmitted  by  telecopier  or  personally
delivered or, in the case of a mailed notice,  upon receipt,  in each case given
or addressed as aforesaid.
     Section 6.2 Governing Law;  Submission to  Jurisdiction;  Venue.  This Note
shall be governed by, and construed in accordance  with, the law of the State of
Georgia  without regard to the conflicts of laws provisions  thereof.  The Payor
hereby submits to the  nonexclusive  jurisdiction  of the United States District
Court for the  Southern  District  of Georgia  and of any  Georgia  State  court
sitting in Chatham  County,  Georgia for the  purposes of all legal  proceedings
arising out of or relating to this Note. The Payor  irrevocably  waives,  to the
fullest extent  permitted by applicable  law, any objection  which it may now or
hereafter have to the laying of the venue of any such proceeding brought in such
a court and any claim that any such proceeding  brought in such a court has been
brought in an inconvenient forum.
     Section 6.3 Successors. All agreements of the Payor in this Note shall bind
its successors and assigns.
     Section  6.4  Severability.  In case any  provision  in this Note  shall be
invalid, illegal or unenforceable,  the validity, legality and enforceability of
the remaining provisions shall not in any way be affected or impaired thereby.
     Section 6.5  Headings,  Etc.  The  headings of the Articles and Sections of
this Note have been inserted for  convenience  of reference  only, are not to be
considered  a part  hereof,  and shall in no way modify or  restrict  any of the
terms or provisions hereof.
     Section 6.6 Waiver of Jury Trial. THE PAYOR HEREBY  IRREVOCABLY  WAIVES, TO
THE FULLEST  EXTENT  PERMITTED BY APPLICABLE  LAW, ANY AND ALL RIGHT TO TRIAL BY
JURY IN ANY LEGAL  PROCEEDING  ARISING  OUT OF OR  RELATING  TO THIS NOTE OR THE
TRANSACTIONS CONTEMPLATED HEREBY.
                                      PAYOR

                               __/s/ Miriam Muley
                               Name: Miriam Muley

                              Address for Notices:
                           c/o Carson Products Company
                                  71A Ross Road
                             Savannah, Georgia 31405