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                                                                   EXHIBIT 10.35

THIS NOTE MAY NOT BE TRANSFERRED, SOLD, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT
IN ACCORDANCE WITH ALL APPLICABLE FEDERAL AND STATE SECURITIES LAWS.

                                 PROMISSORY NOTE

Principal Sum: $1,266,420                               Dated: December 31, 2001

         FOR VALUE RECEIVED, the undersigned, SYNDICATED FOOD SERVICE
INTERNATIONAL, INC. (F/K/A FLORIDINO'S INTERNATIONAL HOLDINGS, INC.), a Florida
corporation, having its principal office at 661 Beville Road, Suite 113, Daytona
Beach, Florida 32119 ("MAKER"), promises to pay to the order of CHARLES A.
BEASLEY and MARJORIE A. BEASLEY, as joint tenants (together, "PAYEE"), having an
address at 5600 Nathan Way, Bloomington, Indiana 47408 (the "Office") the
aggregate principal sum of One Million Two Hundred Sixty Six Thousand Four
Hundred Twenty and 00/100 Dollars ($1,266,420.00), on January 2, 2005 ("Maturity
Date") together with interest on the unpaid principal balance outstanding from
time to time at the rate per annum of 3.91% ("Base Rate") from the date of this
Note until maturity, whether by acceleration or otherwise, and rate of three
percent (3%) per annum above the Base Rate after the Maturity Date, whether by
acceleration or otherwise, until this Note is paid in full. Interest shall be
computed on the basis of a 360-day year applied to the actual number of days
elapsed during which the principal balance is outstanding.

         Principal and interest under this Note shall be payable at the Office
as follows:

         A.       Interest, in consecutive quarterly installments on the last
                  day of February, May, August and November of each year
                  commencing on February 28, 2002 until this Note is paid in
                  full.

         B.       Maker shall pay the principal balance in three installments,
                  as follows:

                  (1)      $233,210 on January 2, 2003;

                  (2)      $500,000 on January 2, 2004; and

                  (3)      $533,210 on January 2, 2005.

         C.       In any event, any and all unpaid principal and interest shall
                  be due and payable on the Maturity Date.

         All payments on this Note shall be paid in lawful money of the United
States of America at the Office, or any other address that the holder of this
Note may designate in writing to Maker from time to time. All payments on this
Note, including any prepayments, shall be applied first to the payment of
accrued and unpaid interest, and then to the payment of the unpaid principal
balance. If any payment on this Note becomes due and payable on a day other than
a Business Day, the maturity of that payment shall be extended to the next
succeeding Business Day, and the interest shall be payable during the extension
period. "BUSINESS DAY" means any day other than a Saturday, Sunday or on a day
on which commercial banks are closed in the State of Indiana.

         This Note may be prepaid in full or in part at any time without penalty
or premium, provided that each prepayment is accompanied by accrued interest on
the amount of principal prepaid calculated to the date of the prepayment.

         This Note has been executed and delivered pursuant to and in accordance
with the terms and conditions of an Agreement and Plan of Merger and
Reorganization, dated as of November 27, 2001, as amended by a First Amendment,
dated December 31, 2001, among Maker, Payee and other parties ("MERGER
AGREEMENT"), and is subject to the terms and conditions of the Merger Agreement,
which are incorporated herein by this reference and made a part hereof.
Capitalized terms used and not defined in this Note shall have the meanings
assigned to the terms in the Merger Agreement.

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         The occurrence of any one or more of the following events shall
constitute an event of default under this Note ("EVENT OF DEFAULT"):

         (a)      Maker shall fail to pay when due any installment of principal
or interest or other sum payable under this Note, or any extension, renewal,
amendment, restatement or replacement of this Note after three (3) Business Days
written notice thereof to Maker and counsel to Maker by confirmed facsimile
transmission or by Federal Express at the addresses for each of them set forth
in the Merger Agreement; or

         (b)      Any representation or warranty made by Maker or Syndicated
Transportation Service Group, Inc. ("STSI") in the Merger Agreement or the
Security Agreement, attached as Exhibit to the Merger Agreement, respectively
(above the Basket, as such term is defined in the Merger Agreement) shall have
been breached or STSI shall default in the performance or observation of any
covenant, obligations or agreements of it under such Security Agreement and is
not cured within thirty (30) days after written notice thereof to Maker and
counsel to Maker by confirmed facsimile transmission or by Federal Express at
the addresses set forth for each of them in the Merger Agreement; or

         (c)      Maker shall default in the performance or observation of any
covenant, obligation or agreement contained in this Note (other than an Event of
Default described in clause (a) above), and the default is not cured within
thirty (30) days after written notice thereof to Maker and counsel to Maker by
confirmed facsimile transmission or by Federal Express at the addresses set
forth for each of them in the Merger Agreement.

         (d)      STSI, Syndicated Food Service Group, Inc. or Maker shall:

                  (1)      File a petition, apply for, consent to, or acquiesce
         in, any proceeding in a court of competent jurisdiction seeking an
         order (i) adjudicating its bankruptcy or insolvency, (ii) appointing a
         trustee, receiver or other custodian of it, or of a substantial part of
         its assets, (iii) approving or effecting an arrangement for its
         liquidation, dissolution, winding up or reorganization of it under the
         Federal Bankruptcy Code or any other law for the relief of debtors, or
         (iv) seeking judicial modification or alteration of the rights of the
         holder under this Note; or

                  (2)      Make a general assignment for the benefit of its
         creditors; or

                  (3)      Become insolvent, generally not pay its debts as they
         become due, or admit in writing its inability to pay its debts as they
         become due; or

                  (4)      Have any proceeding commenced in a court of competent
         jurisdiction against it seeking an order (i) adjudicating its
         bankruptcy or insolvency, (ii) appointing a trustee, receiver or other
         custodian of it, or of a substantial part of its assets, or (iii)
         approving or effecting an arrangement for its liquidation, dissolution,
         winding up or reorganization of it pursuant to the Federal Bankruptcy
         Code or any other law for the relief of debtors; and any proceeding
         shall not be discharged, or jurisdiction of the court shall not be
         relinquished or vacated or stayed on appeal or otherwise, within thirty
         (30) days after the commencement of any proceeding; or

         Upon the occurrence of any Event of Default which is not cured within
the permitted time periods set forth above, the entire unpaid principal balance
and accrued interest and all other sums payable under this Note shall
immediately become due and payable in full, without presentment, demand, protest
or notice of any kind, all of which are expressly waived by Maker. Further, upon
the occurrence of any Event of Default: (i) the unpaid principal balance,
together with all accrued and unpaid interest, shall bear interest at a rate per
annum of three percent (3%)above the Base Rate from the date of acceleration or
maturity until paid in full; (ii) Maker shall pay on demand all costs and
expenses, including, without limitation, reasonable attorneys' fees, incurred by
or on behalf of the holder of this Note in enforcing and attempting to enforce
the collection of this Note, whether or not suit on this Note is filed; and
(iii) the holder may exercise any and all other rights and remedies available to
the holder at law or in equity.

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         Maker may elect to offset payments due under this Note arising from any
Loss, as such term is defined in the Merger Agreement incurred by it or incurred
by STSI under the Security Agreement.

         No waiver of any right or remedy of the holder of this Note, or any
modification of the terms of this Note, shall be effective unless executed in
writing by the holder, and then only to the extent specifically set forth in the
writing. No failure or delay by the holder of this Note to exercise any right or
remedy shall operate as a waiver of any right or remedy, or as a waiver of, or
acquiescence in, any Event of Default. No single or partial exercise of any
right or remedy by the holder of this Note shall preclude any other or further
exercise of the right or remedy. No waiver of any provision of this Note shall
be deemed, or shall constitute, a waiver of any other provisions, nor shall any
waiver constitute a continuing waiver. No notice to or demand on Maker shall be
deemed to be a waiver of any obligation of Maker or of the right of the holder
of this Note to take further action without notice or demand as provided in this
Note. All rights and remedies provided in this Note shall be cumulative and in
addition to all other remedies provided by law or equity.

         Maker and any endorsers, guarantors and all other persons now or
hereafter liable for the payment of all or any part of this Note do hereby
expressly waive presentment, demand, protest, and notice of demand, protest and
dishonor, and each of them consents to all renewals or extensions of the time of
payment of this Note without notice, and without releasing or otherwise
affecting their liability on this Note.

         This Note shall be construed in accordance with the laws of the State
of Indiana and shall inure to the benefit of the Payee, its successors and
assigns, and to any other holder who derives title to or an interest in this
Note. Any dispute with respect to the interpretation of this Note or the
obligations of Maker or Payee shall be exclusively determined in a proceeding in
the United States District Court for the Southern District of Indiana, in
Indianapolis or if such court lacks subject matter jurisdiction in the state
courts of Indiana in Indianapolis. Each of Maker, Payee and any holder of an
interest in this Note expressly agrees to waive any objection to the
jurisdiction or venue of such courts and waives the right to claim that such
courts are an inconvenient forum.

         If any provision of this Note is held invalid or unenforceable by any
court of competent jurisdiction, the other provisions of this Note shall remain
in full force and effect, and any provision of this Note held invalid or
unenforceable only in part or degree shall remain in full force and effect to
the extent not held invalid or unenforceable. Any notice required to be given
pursuant to this Note shall be in writing and shall be given in the manner, and
shall be effective, as provided in the Merger Agreement.

         MAKER AND PAYEE EACH KNOWINGLY AND VOLUNTARILY WAIVE ANY RIGHT TO HAVE
A JURY PARTICIPATE IN RESOLVING ANY DISPUTE, WHETHER SOUNDING IN CONTRACT, TORT
OR OTHERWISE, BETWEEN MAKER AND PAYEE ARISING OUT OF OR RELATED TO THIS NOTE OR
THE ENFORCEMENT OF THIS NOTE. MAKER SHALL NOT SEEK TO CONSOLIDATE, BY
COUNTERCLAIM OR OTHERWISE, ANY ACTION IN WHICH A JURY TRIAL HAS BEEN WAIVED WITH
ANY OTHER ACTION IN WHICH A JURY TRIAL CANNOT BE WAIVED OR HAS NOT BEEN WAIVED.

         This Note shall be binding upon Maker and Maker's successors and
assigns (inclusive of any person or entity who becomes a holder of the Note or
secures any interests therein), and shall inure to the benefit of the holder of
this Note, and the holder's personal or legal representatives, successors and
assigns. It is specifically understood that Payee and any person or entity who
becomes a holder of this Note or secures any interest therein takes the same
subject to all rights and remedies which Maker and Syndicated Food Service Group
and STSI have against Payee under the Merger Agreement, the Employment Agreement
and the Security Agreement, inclusive of any defenses and offsets as provided in
each of such agreements arising out of the breach of representations, warranties
or covenants therein by Payee or the failure of Payee to perform or observe any
condition or undertaking to be performed by Payee under either of such
agreements.

         Except where the context of their use clearly requires a different
interpretation, singular terms shall include the plural, and masculine terms
shall include the feminine or neuter, and vice versa, to the extent necessary to
give the defined terms or other terms used in this Note their proper meanings.

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         IN WITNESS WHEREOF, Maker has duly executed this Promissory Note at New
York, New York, on this 31 day of December, 2001.

                                    SYNDICATED FOOD SERVICE INTERNATIONAL, INC.
                                    (f/k/a FLORIDINO'S INTERNATIONAL HOLDINGS,
                                    INC.)

                                    By: /s/ Nick Pirgousis
                                        -------------------------------------
                                        Nick Pirgousis, Chairman of the Board

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