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                                                               EXHIBIT 10.42

                            TERM PROMISSORY NOTE

     $1,000,000.00                                     February 27, 1998


FOR VALUE RECEIVED, on or before September 15, 1998 ("Maturity Date"), the
undersigned and if more than one, each of them, jointly and severally
(hereinafter referred to as "Borrower"), promises to pay to the order of KBK
FINANCIAL, INC. ("KBK") at its offices in Tarrant County, Texas, at 301 Commerce
Street, Suite 2200, Fort Worth, Texas 76102, the principal amount of ONE MILLION
AND NO/100 DOLLARS ($1,000,000.00) ("Total Principal Amount"), or such amount
less than the Total Principal Amount which is outstanding from time to time if
the total amount outstanding under this Term Promissory Note ("Note") is less
than the Total Principal Amount together, with interest at the rate set forth
below on such portion of the Total Principal Amount which has been advanced to
Borrower from the date advanced until paid.

INTEREST RATE.  The unpaid principal amount of this Note shall bear interest at
a fluctuating rate per annum which shall from day to day be equal to the lesser
of (a) the Maximum rate (as hereinafter defined), or (b) a rate ("Contract
Rate"), calculated on the basis of the actual days elapsed but computed as if
each year consisted of 360 days, equal to the sum of (i) the Base Rate of
interest ("Base Rate") as established from time to time by KBK (which may not be
the lowest, best or most favorable rate of interest which KBK may charge on
loans to its customers) plus (ii) four percent (4.0%), each change in the rate
to be charged on this Note to become effective without notice to Borrower on the
effective date of each change in the Maximum Rate or the Base Rate, as the case
may be; provided, however, in no event shall the Contract Rate be less than
seven percent (7.0%) per annum; provided, further that if at any time the
Contract Rate shall exceed the Maximum Rate, thereby causing the interest on
this Note to be limited to the Maximum Rate, then any subsequent reduction in
the Base Rate shall not reduce the rate of interest on this Note below the
Maximum Rate until the total amount of interest accrued on this Note equals the
amount of interest which would have accrued on this Note if the Contract Rate
had at all times been in effect.  The term "Maximum Rate", as used herein, shall
mean at the particular time in question the maximum rate of interest which,
under applicable law, may then be charged on this Note.  If such maximum rate of
interest changes after the date hereof, the Maximum Rate shall be automatically
increased or decreased, as the case may be, without notice to Borrower from time
to time as of the effective date of each change in such maximum rate.

REPAYMENT TERMS.  The principal of and all accrued but unpaid interest on this
Note shall be due and payable as follows:

     (a)  interest shall be due and payable monthly as it accrues, commencing on
          the 15th day of March, 1998 and continuing on the 15th day of each
          successive month thereafter during the term of this Note; and


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     (b)  the outstanding principal balance of this Note, together with 
          accrued but unpaid interest, shall be due and payable on the Maturity
          Date.

Borrower authorizes KBK to effect all payments due under this Note and to
collect all sums due hereunder (whether by acceleration or otherwise) by
debiting Borrower's account number 8501-06852-5 at Comerica Bank-California (the
"Debit Account") through the Automated Clearing House system ("ACH").  Such
authorization shall not affect the obligations of Borrower to make all payments
when due hereunder.  If on any payment date there are insufficient funds in the
Debit Account to make such payments in full, Borrower agrees to pay KBK on
demand a $100.00 manual processing fee.  All payments of principal of or
interest on this Note shall be made in lawful money of the United States of
America in immediately available funds, and, if such payments are not made via
ACH, shall be made at KBK's address indicated above, or such other place as the
holder of this Note shall designate in writing to Borrower.  If any payment of
principal or interest on this Note shall become due on a day which is not a
Business Day (as hereinafter defined), such payment shall be made on the next
succeeding Business Day and any such extension of time shall be included in
computing interest in connection with such payment.  As used herein, the term
"Business Day" shall mean any day other than a Saturday, Sunday or any other day
on which KBK's office in Fort Worth, Texas is closed.  All regularly scheduled
payments of the indebtedness evidenced by this Note shall be applied first to
any accrued but unpaid interest then due and payable hereunder and then to the
principal amount then due and payable.  The books and records of KBK shall be
prima facie evidence of all outstanding principal of and accrued and unpaid
interest on this Note.  To the extent that any interest is not paid on or before
the fifth day after it becomes due and payable, KBK may, at its option, add such
accrued interest to the principal of this Note.  Notwithstanding anything herein
to the contrary, upon an Event of Default (as hereinafter defined) or at
maturity, whether by acceleration or otherwise, all principal of this Note
shall, at the option of KBK, bear interest at a fixed rate equal to 18% per
annum until paid.

PREPAYMENT WITHOUT PENALTY.  Borrower may from time to time prepay all or any
portion of the outstanding principal balance of this Note without premium or
penalty.  Any partial prepayment shall be applied toward the payment of the
principal installments last maturing on this Note in the inverse order of
maturity, without reducing the amount or altering the due date of the remaining
installments.

LOAN DOCUMENTS.  This Note is subject to the terms and conditions set forth in
that certain Loan Agreement dated May 29, 1997 by and between Borrower and KBK,
as amended from time to time (the "Loan Agreement).  This Note, the Loan
Agreement and all other documents evidencing, securing, governing, guaranteeing
and/or pertaining to this Note are hereinafter collectively referred to as the
"Loan Documents".  The holder of this Note is entitled to the benefits and
security provided in the Loan Documents.

PURPOSE.  Borrower agrees that no advances under this Note shall be used for
personal, family or household purposes, and that all advances hereunder shall be
used solely for business, commercial, investment or other similar purposes.


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EVENT OF DEFAULT.  Borrower agrees that upon the occurrence of any one or more 
of the following events of default ("Event of Default"):

     (a)  failure of Borrower to pay when due any installment of principal of or
          interest on this Note or on any other indebtedness now or hereafter
          owing by Borrower to KBK (including, without limitation, that certain
          Revolving Credit Promissory Note dated May 29, 1997 payable by
          Borrower to the order of KBK in the stated principal amount of
          $1,500,000,00); or

     (b)  the occurrence of any event of default specified in any of the other
          Loan Documents; or

     (c)  the occurrence of an event of default or the breach of any term or
          covenant under that certain Revolving Account Transfer and Purchase
          Agreement (Batch) dated May 29, 1997 between KBK, Oryx Power Products
          Corporation, Oryx Instruments and Materials Corporation, and Surgx
          Corporation, as may be amended from time to time (the "Purchase
          Agreement"), or

     (d)  the bankruptcy or insolvency of, the assignment for the benefit of
          creditors by, or the appointment of a receiver for any of the property
          of, or the liquidation, termination, dissolution or death or legal
          incapacity of Borrower;

the holder of this Note may, at its option, without further notice or demand,
(i) declare the outstanding principal balance of and accrued but unpaid interest
on this Note at once due and payable, (ii) refuse to advance any additional
amounts under the Note, (iii) foreclose all liens securing payment hereof, (iv)
pursue any and all other rights, remedies and recourses available to the holder
hereof, including but not limited to any such rights, remedies or recourses
under the other Loan Documents, at law or in equity, or (v) pursue any
combination of the foregoing.  The failure to exercise the option to accelerate
the maturity of this Note or any other right remedy or recourse available to the
holder hereof upon the occurrence of an Event of Default hereunder shall not
constitute a waiver of the right of the holder or this Note to exercise the same
at that time or at any subsequent time with respect to such Event of Default or,
any other Event of Default.  The rights, remedies and recourses of the holder
hereof, as provided in this Note and in any of the other Loan Documents, shall
be cumulative and concurrent and may be pursued separately, successively or
together as often as occasion therefor shall arise, at the sole discretion of 
the holder hereof.  The acceptance by the holder hereof of any payment under
this Note which is less than the payment in full of all amounts due and payable
at the time of such payment shall not (i) constitute a waiver of or impair,
reduce, release or extinguish any right, remedy or recourse of the holder
hereof, or nullify any prior exercise or any such right, remedy or recourse, or
(ii) impair, reduce, release or extinguish the obligations of any party liable
under any of the other Loan Documents as originally provided herein or therein.

COMPLIANCE WITH USURY LAWS.  This Note and the other Loan Documents are intended
to be performed in accordance with, and only to the extent permitted by, all
applicable usury laws.  Accordingly, notwithstanding any provision to the
contrary in this Note or any of the other Loan 

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Documents, in no event whatsoever shall this Note or any of the other Loan 
Documents require the payment or permit the payment, taking, reserving, 
receiving, collection or charging of any sums constituting interest under 
applicable laws which exceed the maximum amount permitted by such laws.  If 
any such excess interest is called for, contracted for, charged, taken, 
reserved, or received in connection with this Note or any of the other Loan 
Documents, or in any communication by KBK or any other person to Borrower or 
any other person, or in the event all or part of the principal or interest 
shall be prepaid or accelerated, so that under any of such circumstances or 
under any other circumstance whatsoever the amount of interest contracted 
for, charged, taken, reserved, or received on the amount of principal 
actually outstanding from time to time under this Note or any of the other 
Loan Documents shall exceed the maximum amount of interest permitted by 
applicable usury laws, then in any such event it is agreed as follows: (i) 
the provisions of this Section shall govern and control; (ii) neither 
Borrower nor any other person or entity now or hereafter liable for payments 
under this Note or any of the other Loan Documents shall be obligated to pay 
the amount of such interest to the extent such interest is in excess of the 
maximum amount of interest permitted by applicable usury laws; (iii) any such 
excess which is or has been received notwithstanding this Section shall be 
credited against the then unpaid principal balance of this Note and the other 
Loan Documents or, if this Note or any of the other Loan Documents has been 
or would be paid in full by such credit, refunded to Borrower, and (iv) the 
provisions of this Note or any of the other Loan Documents, and communication 
to Borrower, shall immediately be deemed reformed and such excess interest 
reduced, without the necessity of executing any other document, to the 
maximum lawful rate allowed under applicable laws as now or hereafter 
construed by courts having jurisdiction hereof or thereof. Without limiting 
the foregoing, all calculations of the rate of interest contracted for, 
charged, taken, reserved, or received in connection herewith which are made 
for the purpose of determining whether such rate exceeds the maximum lawful 
rate shall be made to the extent permitted by applicable laws by amortizing, 
prorating, allocating and spreading during the period of the full term of 
this Note or any of the other Loan Documents, including all prior and 
subsequent renewals and extensions, all interest at any time contracted for, 
charged, taken, reserved, or received.  The terms of this Section shall be 
deemed to be incorporated into every other Loan Document.

Borrower and KBK agree that Chapter 346 of the Texas Finance Code, Formerly
Chapter 15 of the Texas Revised Civil Statutes (which regulates certain
revolving loan accounts and revolving tri-party accounts) shall not apply to any
revolving loan accounts created under this Note or maintained in connection
therewith.

To the extent that the interest rate laws of the State of Texas are applicable
to this Note, the applicable interest rate ceiling is the indicated (weekly)
ceiling determined in accordance with Article 5069-ID.002 of the Texas Revised
Civil Statutes, as amended, and, to the extent that this Note is deemed an open
end account as such term is defined in Article 5069-1B.002(14) of the Texas
Revised Civil Statutes, as amended, KBK retains the right to modify the interest
rate in accordance with applicable law.  As used in this Note, the term
"applicable law" means the laws of the State of Texas or the United States of
America, whichever laws allow the greater interest, as such laws now exist or
may be changed or amended or come into effect in the future.


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COSTS OF COLLECTION: WAIVERS.  If this Note is placed in the hands of an
attorney for collection, or is collected in whole or in part by suit or through
probate, bankruptcy or other legal proceedings of any kind, Borrower agrees to
pay, in addition to all other sums payable hereunder, all costs and expenses of
collection, including but not limited to reasonable attorneys' fees.  Borrower
and any and all endorsers and guarantors of this Note severally waive
presentment for payment, notice of nonpayment, protest, demand, notice of
protest, notice of intent to accelerate, notice of acceleration and dishonor,
diligence in enforcement and indulgences of every kind and without further
notice hereby agree to renewals, extensions, exchanges or releases of
collateral, taking of additional collateral indulgences or partial payments,
either before or after maturity.

GOVERNING LAW:  VENUE SUBMISSION TO JURISDICTION.  THIS NOTE SHALL BE 
GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS 
WITHOUT GIVING EFFECT TO THE PRINCIPLES OF CONFLICTS OF LAWS THEREOF.  THIS 
NOTE IS PERFORMABLE IN TARRANT COUNTY, TEXAS.  BORROWER AGREES THAT TARRANT 
COUNTY, TEXAS SHALL BE THE EXCLUSIVE VENUE FOR LITIGATION OF ANY DISPUTE OR 
CLAIM ARISING UNDER OR RELATING TO THIS NOTE AND THAT SUCH COUNTY IS A 
CONVENIENT FORUM IN WHICH TO DECIDE ANY SUCH DISPUTE OR CLAIM.  BORROWER 
CONSENTS TO THE PERSONAL JURISDICTION OF THE STATE AND FEDERAL COURTS LOCATED 
IN TARRANT COUNTY, TEXAS FOR THE LITIGATION OF ANY SUCH DISPUTE OR CLAIM.  
BORROWER IRREVOCABLY WAIVES TO THE FULLEST EXTENT PERMITTED BY 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.

WAIVER OF JURY TRIAL.  BORROWER HEREBY IRREVOCABLY WAIVES, TO THE MAXIMUM 
EXTENT PERMITTED BY LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT 
OF ANY LITIGATION DIRECTLY OR INDIRECTLY AT ANY TIME ARISING OUT OF, UNDER OR 
IN CONNECTION WITH THIS NOTE OR ANY TRANSACTION CONTEMPLATED HEREBY OR 
ASSOCIATED HEREWITH.

FINAL AGREEMENT.  THIS NOTE AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL
AGREEMENT BETWEEN KBK AND BORROWER WITH RESPECT TO THE TRANSACTIONS CONTEMPLATED
HEREIN AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR
SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.  THERE ARE NO UNWRITTEN ORAL
AGREEMENTS BETWEEN THE PARTIES.

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                                        BORROWER:
     
                                        ORYX TECHNOLOGY CORP.
     
                                        By: /s/ Philip J. Micciche
                                           -----------------------------------
                                           Name:  Philip J. Micciche
                                           Title: Chief Executive Officer