PROMISSORY NOTE


$550,000                                                                New York
                                                                November 3, 2005


     FOR VALUE RECEIVED, the undersigned,  Applied DNA Sciences,  Inc., a Nevada
Corporation  any and all of it's  subsidiaries  and or  future  assignees,  (the
"Payor"),  with offices at 9229 West Sunset  Boulevard,  Los Angeles,  CA 90069,
hereby  promises  to pay to Allied  International  Fund,  Inc, et al. a New York
corporation  ("Payee") with offices at 488 Madison Avenue, New York, NY 10022 at
such  place in the  State of New York as Payee  shall  specify,  in such coin or
currency of the United States of America which at the time shall be legal tender
for the payment of public and  private  debts on the earlier to occur of (1) the
close of business  on February 3, 2006 and (2) the closing of Seven  Hundred and
Fifty Thousand  ($750,000)  Dollars in debt, equity or other infusion of capital
into the Payor (the  "Maturity  Date"),  the  principal  sum of Five hundred and
Fifty  Thousand  ($550,000),  (the  "Principal  Sum")  together with interest as
hereinafter provided.

1.   INTEREST

     Interest  shall  accrue on the  unpaid  Principal  Sum  computed  as simple
interest,  at the rate of Sixteen Percent (16%) per annum,  and shall be paid at
the Maturity Date or upon any prepayment.


2.   COMMISSION

     Vertical Capital Partners,  Inc, an NASD member acted as placement agent on
the note herein,  and the company  agreed and authorized the escrow agent to pay
from escrow an amount equal to 10%  ($55,000).  This amount is an  obligation of
the company and will not effect or off set the  principal  amount owed or due to
the Payee.

3.   CASHLESS WARRANTS

     Simultaneous  with the funding of this Note, the Payor shall issue to Payee
or its assigns  warrants for the  purchase of up to  5,000,000  shares of Common
Stock of Payor. Such warrants will be exercisable for a period of five (5) years
from the date  herein  at a price of $.50 per  share,  and will  allow  cashless
exercise. The warrants shall include anti dilution protection for a period of 36
months following the date of issuance; provided, however, that there shall be no
adjustment  in the  exercise  price per share of Common  Stock upon any  reverse
split of Payor's Common Stock.

4.   USE OF PROCEEDS

     The Company  agrees and  certifies  that none of the proceeds from the loan
referenced  herein  will be used for any of the  following  purposes.  All funds
received will be used for general  operating  purposes  excluding the prohibited
payments herein.


<PAGE>




     Any payment of past salary, expensive reimbursement to the employees herein
or any payment whatsoever to the following non-employee  individuals or entities
herein.  Furthermore the Company has represented and warrants that all contracts
and past due  payments  to  Rubinstein  Investor  Relations,  Rubinstein  Public
Relation,  First  London,  Ltd and Rob  Hutchinson  have been  cancelled  and no
obligation  now or in the future  will exist  with any of these  individuals  or
entities.


                   (a)    Peter Brocklesby

                   (b)    Adrian Butash

                   (c)    Trilogy Capital Partners

                   (d)    Sheri Brocklesby

                   (e)    Lawrence Lee

                   (f)    Rubinstein Investor Relations

                   (g)    Rubinstein Public Relations

                   (h)    First London, Ltd

                   (i)    Rob Hutchinson


5.   UNCONDITIONAL OBLIGATION; FEES; WAIVERS, ETC.

     5.1. The  obligations  to make the  payments  provided for in this Note are
absolute  and   unconditional   and  not  subject  to  any   defense,   set-off,
counterclaim,  rescission,  recoupment or adjustment whatsoever.  Including, but
not limited to, with respect to the payments referred to in section 10 hereof.

     5.2 If Payee  shall be  required  to  institute  any action to enforce  the
collection  of any amount of principal of and/or  interest due on this Note,  on
account of any default or failure of the Payor,  there shall be immediately  due
and  payable  from  Payor,  in  addition  to the then  unpaid  sum of this  Note
(together with accrued interest),  all reasonable costs and expenses incurred by
the Payee in connection  therewith,  including,  without limitation,  reasonable
attorneys' fees and disbursements.

     5.3 No forbearance,  indulgence,  delay or failure to exercise any right or
remedy with respect to this Note shall operate as a waiver,  nor as acquiescence
in any default,  nor shall any single or partial exercise of any right or remedy
preclude  any other or further  exercise  thereof or the  exercise  of any other
right or remedy.

     5.4 This Note may not be modified or discharged orally, but only in writing
duly executed by Payee.

     5.5 Payor  hereby  waives  presentment,  demand,  and  notice of  dishonor,
protest and notice of protest.

<PAGE>
6. RIGHT OF PREPAYMENT

     Payee  shall have the right at its sole  discretion  to prepay this Note in
whole or in part, at anytime and such prepayment  shall include accrued interest
on the entire  Principal  Sum  through  such date of  prepayment.

7.   EVENTS OF DEFAULT

     In the event of and immediately upon the occurrence of any of the following
events  (an  "Event of  Default")  this Note shall  become  immediately  due and
payable  without any action by Payee and the interest rate thereon under in this
Note shall bear interest until paid at the  Applicable  Interest Rate of 24% per
annum or such amount legally allowed by law (the "Default Interest Rate"):

     7.1 If Payee shall be in default of the payment provisions of this Note; or

     7.2. If Payor makes a general  assignment  for the benefit of  creditors or
commences (as the debtor) a case in bankruptcy, or commences (as the debtor) any
proceeding under any other insolvency law; or

     7.3. If a case in bankruptcy or any proceeding  under any other  insolvency
law is  commenced  by or  against  Payor  (as the  debtor)  and a  court  having
jurisdiction  enters a decree or order for relief against Payor as the debtor in
such case or proceeding, or such case or proceedings is consented to by Payor or
remains  undismissed  for 60 days,  or Payor  consents to or admits the material
allegations against it in any such case or proceeding; or

     7.4.If a  trustee,  receiver  or agent  (however  named)  is  appointed  or
authorized to take charge of substantially  all of the property of Payor for the
purpose of general  administration of such property for the benefit of creditors
and the order making such  appointment  or granting  such  authorization  is not
vacated  within 60 days,  during  which period such  trustee,  receiver or agent
shall not have taken any action  with  respect to the  property  of Payor  which
might prejudice the interest of Payee hereunder.

     If an Event of  Default  occurs  and is  continuing,  Payee may  pursue any
available remedy to collect the payment of all amounts due under this Note or to
enforce the  performance of any provision of this Note. No waiver of any default
hereunder  shall be construed  as a waiver of any  subsequent  default,  and the
failure to exercise any right or remedy  hereunder  shall not waive the right to
exercise such right or remedy thereafter.

8.   SECURITY

     Borrower  agrees that until the principal and interest owed under this Note
are paid in  full,  this  Note is  secured  by a  security  interest  in all the
patents, trademarks,  equipment,  fixtures, inventory and accounts receivable of
the Payor's  business's known as Applied DNA Sciences,  Inc. and / or any of its
subsidiaries.,  which  security  interest  Payor hereby  grants.  The Payor , by
execution of this Note,  certifies  under penalty of perjury  that,  none of the
Security is  encumbered or  hypothecated  to any parties other the Payee herein.
Upon, placing funds in escrow, the Payee will file a UCC1 in the State of Nevada
covering all the assets of the Payor.

9.   MISCELLANEOUS


     9.1 Headings of the various  paragraphs of this Note are for convenience of
reference only and shall in no way modify any of the terms or provisions of this
Note.

     9.2 Any notice  required or permitted to be given hereunder shall be deemed
to have been duly given when (a)  personally  delivered  or (b) one business day
after being sent by a  nationally  recognized  overnight  courier  service  with
written  confirmation  of delivery  and all  delivery  fees prepaid or (c) three
business  days after being mailed  certified or  registered  U.S.  mail,  return
receipt  requested,  postage and certified or registered  mail fees, as the case
may be, prepaid, and addressed to the receiving party at its last known address.

     9.3 This Note,  the Affidavit of Confession of Judgment  annexed hereto and
the  obligations of Payor and the rights of Payee hereunder shall be governed by
and construed in accordance with the laws of the State of New York applicable to
contracts made and to be performed  entirely  within such state,  without giving
effect to the principles thereof relating to the conflict of laws.

     9.4 This Note and the Affidavit of Confession of Judgment  annexed  hereto,
have been reviewed,  approved and adopted by the Board of Directors of the Payor
subsequent  to advice  from legal  counsel  for the Payor and the Board has duly
directed the  execution  hereof and thereof by the  appropriate  officers of the
Payor.





By:________________________________ By:______________________________________
Peter Brocklesby                    James Hayward
Applied DNA Sciences, Inc.          Applied DNA Sciences, Inc.


<PAGE>




                      Affidavit for Judgment by Confession







 Name,
                          ALLIED INTERNATIONAL FUND, INC.
                           Plaintiff,                       INDEX NO.
                                                            AFFIDAVIT FOR
                           - Against -                      JUDGMENT BY
                          Applied DNA Sciences, Inc,        CONFESSION
 Name,                    Defendant.


------------------------------------------------------------x

STATE OF NEW YORK)
COUNTY OF MANHATTAN, NEW YORK)

I Peter Brocklesby, being duly sworn, deposes and says:

1.I Peter  Brocklesby am the  President of the defendant  (Applied DNA Sciences,
Inc) in the within action,  Applied DNA Sciences,  Inc, is a Nevada Corporation,
with offices at Los Angeles, CA.

                                UNDERLYING FACTS

2. This Affidavit for Judgment by Confession  ("Affidavit")  is given for a debt
due to  plaintiff  ALLIED  INTERNATIONAL  FUND,  INC.  et,al  arising out of the
following facts:

ALLIED  INTERNATIONAL  FUND, INC. and Applied DNA Sciences,  Inc, entered into a
written  promissory  note in the  amount  of FIVE  HUNDRED  THOUSAND  ($500,000)
DOLLARS dated November 3, 2005 whereby Applied DNA Sciences, Inc agreed to repay
said note on the earlier February 3, 2006 or upon receipt of $750,000 in fund in
the for of debt or equity.  Applied  DNA  Sciences,  Inc has agreed that if said
debt is not paid on or before February 3, 2006, they waive all rights of defense
and agree to the immediate entry of this judgment.

                             CONFESSION OF JUDGMENT

5. If and only if (a) Applied DNA Sciences,  Inc fail to make a payment required
by the Note and (b) fails to make said payment  pursuant to the three-day Notice
of Non-Payment  provisions of the Note ("Three-Day  Notice  Provisions") and (c)
ALLIED  INTERNATIONAL  FUND,  INC. files a declaration  under penalty of perjury
with the above-entitled court after first giving a three-day Notice of intention
to do so that states  that  APPLIED  DNA  SCIENCES  INC failed to make a payment
required by the Note and that APPLIED DNA SCIENCES,  INC , INC thereafter failed
to make such payment pursuant to the Three-Day Notice  Provisions,  then APPLIED
DNA  SCIENCES,  INC  authorizes  ALLIED  INTERNATIONAL  FUND,  INC. to file this
Affidavit and have judgment  entered  against  APPLIED DNA SCIENCES,  INC in the
total amount of $500,000 (less any payments on the


<PAGE>




Note already received by ALLIED  INTERNATIONAL  FUND, INC. ("the Judgment"),  in
the form of the Judgment  attached as Exhibit B. Such judgment may be entered in
the State  Court of New York or such  other  court or  jurisdiction  that may be
necessary or convenient to the plaintiff.

6. ALLIED  INTERNATIONAL  FUND,  INC.'s total  recovery  for its claims  against
APPLIED DNA SCIENCES, INC shall consist of (1) the Judgment, (2) interest on the
Judgment at the rate of Twenty-four Percent (24%) per annum or the maximum legal
rate, whichever is greater, and (3) reasonable attorney fees incurred in filing,
enforcing and collecting the Judgment.


7. This  Affidavit for Judgment by Confession is not for the purpose of securing
ALLIED  INTERNATIONAL  FUND, INC.  against a contingent  liability and is not an
installment loan.

8. I, APPLIED DNA SCIENCES, INC, am freely signing this Affidavit.

APPLIED DNA
SCIENCES, INC

By:______________________________________________
Peter Brocklesby President


_________________________________________________
Sworn to before me this 3rd day of November, 2005





__________________________________________________
Notary Public