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                                 PROMISSORY NOTE



$75,000.00                                                       April 30, 2000

         FOR VALUE RECEIVED, the undersigned, PPCT LLC, a Florida limited
liability company, with offices at 7635 West 28th Avenue, Hialeah, FL 33016 (the
"Maker"), promises to pay to Gerald O'Connell ("Payee") the principal sum of
Seventy-five Thousand Dollars ($75,000.00), together with interest thereon at
the rate of fourteen percent (14%) per annum computed on the balance of
principal remaining from time to time unpaid from the date of disbursement, as
follows:

Interest on the outstanding principal balance shall begin to accrue beginning on
the date the loan is funded. Payments under this Note shall be made to the Payee
as follows:

Interest only shall be paid quarterly commencing on the first day of July, 2000,
and continuing thereafter on the first day of each succeeding October, January,
and April until the entire outstanding principal balance has been paid in full.
Payments shall be made without demand or invoice therefor, and shall be deemed
timely if received by Payee within five (5) mail days of the due date.

The entire outstanding principal balance together with all accrued and unpaid
interest shall be due and payable in full, if not sooner paid, on April 30, 2001
(the "Maturity Date"). The Maker shall have the right to prepay all or any part
of the outstanding principal balance at any time without penalty.

Payee acknowledges that Maker is entering into a series of Promissory Notes
identical in form to this Note which, in aggregate, represent a principal
balance of approximately $200,000. Maker agrees that if any Note is prepaid, as
permitted herein, said prepayment shall be pro rata across all said identical
Notes, based on their principal balances.

If any interest payment is not received in a timely manner, Payee shall notify
Maker in writing or by telephone call to (Joe Rotmil or Marc Bercoon) that said
payment was not timely received. Maker shall then send a replacement payment by
overnight courier to Payee together with interest from the later of: (a) the
date Payee notified Maker; or (b) the date which is five (5) mail days after the
date the payment was due.

If the payment of the outstanding principal balance, together with any accrued
and unpaid interest thereon, is not made on or before the Maturity Date or if
any payment of interest is not made and not timely cured as provided above, then
Maker shall be in default and such total past due amount shall thereafter, until
paid, accrue and bear interest at the default interest rate of the highest rate
then permitted by applicable law. Further, Payee may declare the entire unpaid
balance of this Note due and payable (together with all interest thereon) and
Payee may pursue any and all other remedies available at law or in equity,
including pursuing collection against any guarantor prior to receiving a
judgment against the Maker.

Any provision contained in this Note to the contrary notwithstanding, Payee
shall not be entitled to receive or collect, nor shall Maker be obligated to
pay, interest on any of the indebtedness evidenced hereby in excess of the
maximum rate of interest permitted by applicable law, and if any provision of
this Note shall ever be construed or held to permit the collection or to require
the payment of any amount of interest in excess of that permitted by applicable
law, the provisions of this paragraph shall control and shall override any
contrary or inconsistent provision herein. It is the intention of the parties to
conform strictly to applicable usury laws, and to the extent the terms of this
Note or any other such document are determined to be inconsistent with such
usury laws, this Note shall be subject to reduction to the maximum rate of
interest allowed under applicable usury laws.

Payee shall be entitled to collect all costs of collection including attorneys'
fees if Maker is in default.

This Note is expressly made subordinate to the rights, liens, and security
interest of any commercial lender, as it may exist from time to time, which may
be granted a lien on Maker's inventory, accounts receivable and/or other

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assets. Any Payee shall, if necessary, execute any reasonable documentation
acknowledging its subordinated position to any such commercial lender that
may do business with Maker from time to time. Should any Payee fail to sign
any such acknowledgment, Payee hereby appoints any officer of Maker to
execute such acknowledgment on Payee's behalf as its attorney in fact. This
Note is secured solely by any corporate and/or personal guarantees received
by Payee. None of Maker's assets are pledged as security for repayment of
this Note.

This Note shall be governed and construed under the laws of the State of
Florida, but in the event Payee files suit to enforce its rights under this
Note, Maker hereby consents to jurisdiction and venue in Florida or the state
and county in which the Payee resides. Any judgment obtained by Payee in any
court in a proper venue shall be enforceable against Maker in any State.

Maker waives presentment for payment, protest and demand, and notice of protest,
demand and dishonor. Maker's only defense to a claim by Payee is proof that all
timely payments hereunder were timely made.

The sums due under this Note shall not be subject to offset, deduction or claims
which Maker or guarantor may have against each other or the Payee or holder
hereof; each Maker and guarantor hereby waives any such claim of offset,
deduction or any claim in the nature thereof.

All notices (except as expressly provided herein to the contrary) and payments
required or permitted hereunder shall be in writing and shall be either
personally served or sent by registered or certified mail, return receipt
requested, postage prepaid, as follows:

If to Payee:      Gerald O'Connell
                  103 Clearview Lane
                  New Canaan, CT 06840

If to Maker:      PPCT LLC
                  c/o Mixson Corp.
                  7635 West 28th Avenue
                  Hialeah, FL 33016
                  Attn: Joe Rotmil
                  (305) 558-9318 fax
                  (305) 821-5190

All notices given in accordance with this paragraph shall be effective and
deemed received upon receipt by the addressee.

This Note is being issued in satisfaction of that certain Promissory Note of the
same amount with the same parties with a maturity date of April 30, 2000.

                                       MAKER:

                                       PPCT LLC



                                       By:      /s/  Joseph A. Rotmil
                                          ----------------------------------
                                          Joseph A. Rotmil, Managing Member


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GUARANTY

The undersigned, hereby unconditionally guarantees full repayment of the
principal balance and all accrued interest and any and all other obligations of
Maker under this Note. The undersigned acknowledges that this guaranty includes
all attorneys' fees and costs of collection incurred by Payee, and Guarantor
submits to the jurisdiction and venue provided for in the Note. Accordingly, in
the event of default, Payee may pursue an action against guarantor without first
pursuing an action against Maker; provided, however, Payee shall give Maker or
Guarantor notice of the default as provided in the Note. Guarantor's only
defense to a claim by Payee is proof that all required payments under this Note
were timely made.

Mixson Corp.



     /s/ Joseph A. Rotmil
--------------------------------
Joseph A. Rotmil, President