EXHIBIT 10(xviii)


THIS NOTE HAS NOT BEEN REGISTERED  UNDER THE SECURITIES ACT OF 1933, AS AMENDED,
AND NEITHER THIS NOTE NOR ANY INTEREST HEREIN MAY BE SOLD, TRANSFERRED,  PLEDGED
OR  OTHERWISE  DISPOSED OF IN THE ABSENCE OF SUCH  REGISTRATION  OR AN EXEMPTION
UNDER SUCH ACT AND THE RULES AND REGULATIONS THEREUNDER.

                          NEW GENERATION HOLDINGS, INC.

                             Demand Promissory Note

$200,000.00                                                    December 31, 2002

                  NEW   GENERATION   HOLDINGS,   INC.  a  Delaware   corporation
(hereinafter  referred  to as ("Maker" or the  "Company"),  for value  received,
hereby  promises  to pay to the  order  of  JACQUES  MOT (the  "Payee"),  or his
assigns,  on demand,  the  aggregate  principal  amount of TWO HUNDRED  THOUSAND
DOLLARS AND NO CENTS ($200,000.00) in such coin or currency of the United States
of America  as at the time of  payment  shall be legal  tender  therein  for the
payment of public and private debts.

                  Upon  the  failure  to  make  payment  of  any  principal  due
hereunder  within  five (5)  business  days of demand by the Payee,  then at the
option of the Payee and without  notice to the Company,  the entire  outstanding
principal  balance shall bear interest  thereafter  until paid at an annual rate
equal to the lesser of (i) fifteen  (15%)  percent,  or (ii) the maximum rate of
interest allowed to be charged under applicable law.

                  The Company  may, at its option,  at any time and from time to
time after the date hereof,  upon one (1) business  day's prior written  notice,
pay this Note without penalty or premium, in whole or in part, together with all
interest on the principal amount hereof accrued to the payment date.

                  Any of the  following  events  shall  constitute  an "Event of
Default" under this Note:

         a.       all or part of the  principal  or  interest on the Note is not
                  paid when due and payable;

         b.       any  representation or warranty by the Maker made in this Note
                  or in any certificate,  report, or other instrument  delivered
                  under this Note,  shall  have been false or  incorrect  in any
                  material respect on the date made;

         c.       filing by the Maker of a  petition  seeking  relief  under any
                  provision  of  any  bankruptcy,  reorganization,  arrangement,
                  insolvency,  readjustment of debt,  dissolution or liquidation
                  law of any  jurisdiction,  or  consenting  in  writing  to the
                  filling of any such petition against it;

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         d.       making by the Maker of a general assignment for the benefit of
                  its  creditors,  or admitting in writing its inability to pay,
                  or in fact failure to pay, its debts  generally as they become
                  due,  or  consenting  in  writing  to  the  appointment  of  a
                  receiver, conservator, custodian, liquidator or trustee of the
                  Maker, or of all or any part of the assets of the Maker; or

         e.       appointment of a receiver, conservator,  custodian, liquidator
                  or  trustee  of the  Maker or of all or any of its  assets  by
                  court  order,  if such  order  remains in effect for more than
                  sixty  (60) days;  or  entering  of an order for  relief  with
                  respect to the Maker under the  federal  Bankruptcy  Code;  or
                  filing of a petition  against the Maker under any  bankruptcy,
                  reorganization, arrangement, insolvency, readjustment of debt,
                  dissolution or  liquidation  law of any  jurisdiction,  if not
                  dismissed within sixty (60) days.

                  Upon the occurrence of an Event of Default  hereunder,  all of
the unpaid  principal  amount of this Note and any accrued interest hereon shall
automatically  become due and payable,  and the Maker hereby  waives  diligence,
presentment, demand, protest and notice of every kind whatsoever. The failure of
the Payee to exercise  any of its rights  hereunder in any  particular  instance
shall not  constitute  a waiver of the same or of any other right in that or any
subsequent instance with respect to the Payee or any subsequent holder.

                  The  provisions  hereof shall be binding upon and inure to the
benefit  of the  Payee  of this  Note and its  successors,  assigns,  heirs  and
personal representatives. This Note may be assigned, in whole or in part, by the
Payee or any subsequent Payee hereof without the consent of the Company.

                  THE  COMPANY  HEREBY  WAIVES  TRIAL  BY  JURY  IN ANY  ACTION,
PROCEEDING,  CLAIM OR  COUNTERCLAIM,  WHETHER IN CONTRACT OR TORT,  AT LAW OR IN
EQUITY, ARISING OUT OF OR IN ANY WAY RELATING TO THIS NOTE.

                  This Note is made and  delivered  in, and shall be governed by
and  construed  in  accordance  with,  the laws of the State of New York without
regard to the conflicts of law provisions thereof.



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         IN  WITNESS  WHEREOF,  the  Company  has  caused  this  Note to be duly
executed and delivered by its duly authorized officer as of the date first above
written.

                                                   NEW GENERATION HOLDINGS, INC.


                                                   By:__________________________
                                                   Name:
                                                   Title:



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