<PAGE>
                                                                     EXHIBIT 4.8

                  [Face of Regulation S Temporary Global Note]
--------------------------------------------------------------------------------
                                                          CUSIP/CINS U91489 AC 5

                          10.125% Senior Notes due 2011

No. 2A                                                               $120,000.00

                        UNIVERSAL HOSPITAL SERVICES, INC.

promises to pay to Cede & Co. or registered assigns,

the principal sum of ONE HUNDRED TWENTY THOUSAND and 00/100 DOLLARS on November
1, 2011.

Interest Payment Dates: May 1 and November 1

Record Dates: April 15 and October 15

Dated: October 17, 2003

                               UNIVERSAL HOSPITAL SERVICES, INC.

                               By: /s/ Gary D. Blackford
                                   --------------------------------------------
                                   Name: Gary D. Blackford
                                   Title: President and Chief Executive Officer

This is one of the Notes referred to
in the within-mentioned Indenture:

WELLS FARGO BANK,
NATIONAL ASSOCIATION,
  as Trustee

By: /s/ Michael G. Slade
    -------------------------------
          Authorized Signatory
--------------------------------------------------------------------------------
<PAGE>
                  [Back of Regulation S Temporary Global Note]
                          10.125% Senior Notes due 2011

THE RIGHTS ATTACHING TO THIS REGULATION S TEMPORARY GLOBAL NOTE, AND THE
CONDITIONS AND PROCEDURES GOVERNING ITS EXCHANGE FOR CERTIFICATED NOTES, ARE AS
SPECIFIED IN THE INDENTURE (AS DEFINED HEREIN). NEITHER THE HOLDER NOR THE
BENEFICIAL OWNERS OF THIS REGULATION S TEMPORARY GLOBAL NOTE SHALL BE ENTITLED
TO RECEIVE PAYMENT OF INTEREST HEREON.

THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE
GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL
OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES
EXCEPT THAT (1) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED
PURSUANT TO SECTION 2.06 OF THE INDENTURE, (2) THIS GLOBAL NOTE MAY BE EXCHANGED
IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THE INDENTURE, (3) THIS
GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION
2.11 OF THE INDENTURE AND (4) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR
DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF THE COMPANY.

UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE
FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A
NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR
ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A
SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS
CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST
COMPANY (55 WATER STREET, NEW YORK, NEW YORK) ("DTC"), TO THE COMPANY OR ITS
AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE
ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS MAY BE
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO
CEDE & CO. OR SUCH OTHER ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED
REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER
HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

THE NOTES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES
SECURITIES ACT OF 1933 (THE "SECURITIES ACT") AND MAY NOT BE OFFERED, SOLD,
PLEDGED OR OTHERWISE TRANSFERRED EXCEPT (A)(1) TO A PERSON WHO THE SELLER
REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE MEANING OF
RULE 144A UNDER THE SECURITIES ACT PURCHASING FOR ITS OWN ACCOUNT OR FOR THE
ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER IN A TRANSACTION MEETING THE
REQUIREMENTS OF RULE 144A, (2) IN AN OFFSHORE TRANSACTION COMPLYING WITH RULE
903 OR RULE 904 OF REGULATION S UNDER THE SECURITIES ACT, (3) PURSUANT TO AN
EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT PROVIDED BY RULE 144
THEREUNDER (IF AVAILABLE), (4) TO AN INSTITUTIONAL ACCREDITED INVESTOR IN A
TRANSACTION EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT OR
(5) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND
(B) IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS OF THE STATES OF THE
UNTIED STATES AND OTHER JURISDICTIONS.

                                       2

<PAGE>

         Capitalized terms used herein have the meanings assigned to them in the
Indenture referred to below unless otherwise indicated.

                  (1) INTEREST. Universal Hospital Services, Inc., a Delaware
         corporation (the "Company"), promises to pay interest on the principal
         amount of this Note at 10.125% per annum from October 17, 2003 until
         maturity and shall pay the Special Interest, if any, payable pursuant
         to Section 2(c) of the Registration Rights Agreement referred to below.
         The Company will pay interest and Special Interest, if any,
         semi-annually in arrears on May 1 and November 1 of each year, or if
         any such day is not a Business Day, on the next succeeding Business Day
         (each, an "Interest Payment Date"). Interest on the Notes will accrue
         from the most recent date to which interest has been paid or, if no
         interest has been paid, from the date of issuance; provided that if
         there is no existing Default in the payment of interest, and if this
         Note is authenticated between a record date referred to on the face
         hereof and the next succeeding Interest Payment Date, interest shall
         accrue from such next succeeding Interest Payment Date; provided
         further that the first Interest Payment Date shall be May 1, 2004. The
         Company will pay interest (including post-petition interest in any
         proceeding under any Bankruptcy Law) on overdue principal and premium,
         if any, from time to time on demand at a rate that is 1% per annum in
         excess of the rate then in effect to the extent lawful; it will pay
         interest (including post-petition interest in any proceeding under any
         Bankruptcy Law) on overdue installments of interest and Special
         Interest, if any, (without regard to any applicable grace periods) from
         time to time on demand at the same rate to the extent lawful. Interest
         will be computed on the basis of a 360-day year of twelve 30-day
         months.

         Until this Regulation S Temporary Global Note is exchanged for one or
         more Regulation S Permanent Global Notes, the Holder hereof shall not
         be entitled to receive payments of interest hereon; until so exchanged
         in full, this Regulation S Temporary Global Note shall in all other
         respects be entitled to the same benefits as other Notes under the
         Indenture.

                  (2) METHOD OF PAYMENT. The Company will pay interest on the
         Notes (except defaulted interest) and Special Interest, if any, to the
         Persons who are registered Holders of Notes at the close of business on
         the April 15 or October 15 next preceding the Interest Payment Date,
         even if such Notes are canceled after such record date and on or before
         such Interest Payment Date, except as provided in Section 2.12 of the
         Indenture with respect to defaulted interest. The Notes will be payable
         as to principal, premium and Special Interest, if any, and interest at
         the office or agency of the Company maintained for such purpose within
         or without the City and State of New York, or, at the option of the
         Company, payment of interest and Special Interest, if any, may be made
         by check mailed to the Holders at their addresses set forth in the
         register of Holders; provided that payment by wire transfer of
         immediately available funds will be required with respect to principal
         of and interest, premium and Special Interest, if any, on, all Global
         Notes and all other Notes the Holders of which will have provided wire
         transfer instructions to the Company or the Paying Agent. Such payment
         will be in such coin or currency of the United States of America as at
         the time of payment is legal tender for payment of public and private
         debts.

                  (3) PAYING AGENT AND REGISTRAR. Initially, Wells Fargo Bank,
         National Association, the Trustee under the Indenture, will act as
         Paying Agent and Registrar. The Company may change any Paying Agent or
         Registrar without notice to any Holder. The Company or any of its
         Subsidiaries may act in any such capacity.

                  (4) INDENTURE. The Company issued the Notes under an Indenture
         dated as of October 17, 2003 (the "Indenture") between the Company and
         the Trustee. The terms of the Notes

                                       3

<PAGE>

         include those stated in the Indenture and those made part of the
         Indenture by reference to the TIA (15 U.S. Code Sections 77aaa-77bbbb).
         The Notes are subject to all such terms, and Holders are referred to
         the Indenture and such Act for a statement of such terms. To the extent
         any provision of this Note conflicts with the express provisions of the
         Indenture, the provisions of the Indenture shall govern and be
         controlling. The Notes are unsecured obligations of the Company.

                  (5) OPTIONAL REDEMPTION.

                           (a) Except as set forth in subparagraph (b) of this
         Paragraph 5, the Company will not have the option to redeem the Notes
         prior to November 1, 2007. On or after November 1, 2007, the Company
         will have the option to redeem all or a part of the Notes upon not less
         than 30 nor more than 60 days' notice, at the redemption prices
         (expressed as percentages of principal amount) set forth below plus
         accrued and unpaid interest and Special Interest, if any, thereon to
         the applicable redemption date, if redeemed during the twelve-month
         period beginning on November 1 of the years indicated below, subject to
         the rights of Holders of such Notes on the relevant record date to
         receive interest on the relevant interest payment date:

<TABLE>
<CAPTION>
Year                                                                                         Percentage
----                                                                                         ----------
<C>                                                                                          <C>
2007.............................................................................             105.063%
2008.............................................................................             102.531%
2009 and thereafter..............................................................             100.000%
</TABLE>

                           (b) Notwithstanding the provisions of subparagraph
         (a) of this Paragraph 5, at any time prior to November 1, 2006, the
         Company may on any one or more occasions redeem up to 35% of the
         aggregate principal amount of Notes issued under the Indenture with the
         net cash proceeds of one or more Equity Offerings at a redemption price
         equal to 110.125% of the principal amount thereof, plus accrued and
         unpaid interest and Special Interest, if any, to the redemption date;
         provided that at least 65% in aggregate principal amount of the Notes
         originally issued under the Indenture (excluding Notes held by the
         Company and its Subsidiaries) remains outstanding immediately after the
         occurrence of such redemption and that such redemption occurs within 90
         days of the date of the closing of such Equity Offering.

                  (6) MANDATORY REDEMPTION.

         The Company will not be required to make mandatory redemption or
         sinking fund payments with respect to the Notes.

                  (7) REPURCHASE AT THE OPTION OF HOLDER.

                           (a) If there is a Change of Control, the Company will
         be required to make an offer (a "Change of Control Offer") to each
         Holder to repurchase all or any part (equal to $1,000 or an integral
         multiple thereof) of each Holder's Notes in cash at a purchase price
         equal to 101% of the aggregate principal amount thereof plus accrued
         and unpaid interest and Special Interest, if any, on the Notes
         repurchased, to the date of purchase, subject to the rights of Holders
         on the relevant record date to receive interest due on the relevant
         interest payment date (the "Change of Control Payment"). Within ten
         days following any Change of Control, the Company will mail a notice to
         each Holder setting forth the procedures governing the Change of
         Control Offer as required by the Indenture.

                                       4

<PAGE>

                           (b) If the Company or a Restricted Subsidiary of the
         Company consummates any Asset Sales, within five days of each date on
         which the aggregate amount of Excess Proceeds exceeds $10.0 million,
         the Company will commence an offer to all Holders of Notes and all
         holders of other Indebtedness that is pari passu with the Notes
         containing provisions similar to those set forth in the Indenture with
         respect to offers to purchase or redeem with the proceeds of sales of
         assets (an "Asset Sale Offer") pursuant to Section 3.09 of the
         Indenture to purchase the maximum principal amount of Notes (including
         any Additional Notes) and other pari passu Indebtedness that may be
         purchased out of the Excess Proceeds at an offer price in cash in an
         amount equal to 100% of the principal amount thereof plus accrued and
         unpaid interest and Special Interest thereon, if any, to the date fixed
         for the closing of such offer, in accordance with the procedures set
         forth in the Indenture. To the extent that the aggregate amount of
         Notes (including any Additional Notes) and such other pari passu
         Indebtedness tendered pursuant to an Asset Sale Offer is less than the
         Excess Proceeds, the Company (or such Restricted Subsidiary) may use
         such deficiency for any purpose not otherwise prohibited by the
         Indenture. If the aggregate principal amount of Notes and such other
         pari passu Indebtedness surrendered by holders thereof exceeds the
         amount of Excess Proceeds, the Trustee shall select the Notes and other
         pari passu Indebtedness to be purchased on a pro rata basis. Holders of
         Notes that are the subject of an offer to purchase will receive an
         Asset Sale Offer from the Company prior to any related purchase date
         and may elect to have such Notes purchased by completing the form
         entitled "Option of Holder to Elect Purchase" attached to the Notes.
         Upon completion of each Asset Sale Offer, the amount of Excess Proceeds
         shall be reset at zero.

                  (8) NOTICE OF REDEMPTION. Notice of redemption will be mailed
         at least 30 days but not more than 60 days before the redemption date
         to each Holder whose Notes are to be redeemed at its registered
         address, except that redemption notices may be mailed more than 60 days
         prior to a redemption date if the notice is issued in connection with a
         defeasance of the Notes or a satisfaction or discharge of the
         Indenture. Notes in denominations larger than $1,000 may be redeemed in
         part but only in whole multiples of $1,000, unless all of the Notes
         held by a Holder are to be redeemed. On and after the redemption date,
         interest and Special Interest, if any, will cease to accrue on Notes or
         portions thereof called for redemption.

                  (9) DENOMINATIONS, TRANSFER, EXCHANGE. The Notes are in
         registered form without coupons in denominations of $1,000 and integral
         multiples of $1,000. The transfer of Notes may be registered and Notes
         may be exchanged as provided in the Indenture. The Registrar and the
         Trustee may require a Holder, among other things, to furnish
         appropriate endorsements and transfer documents and the Company may
         require a Holder to pay any taxes and fees required by law or permitted
         by the Indenture. The Company need not exchange or register the
         transfer of any Note or portion of a Note selected for redemption,
         except for the unredeemed portion of any Note being redeemed in part.
         Also, the Company need not exchange or register the transfer of any
         Notes for a period of 15 days before a selection of Notes to be
         redeemed or during the period between a record date and the
         corresponding Interest Payment Date.

         This Regulation S Temporary Global Note is exchangeable in whole or in
         part for one or more Global Notes only (i) on or after the termination
         of the 40-day restricted period (as defined in Regulation S) and (ii)
         upon presentation of certificates (accompanied by an Opinion of
         Counsel, if applicable) required by Article 2 of the Indenture. Upon
         exchange of this Regulation S Temporary Global Note for one or more
         Global Notes, the Trustee shall cancel this Regulation S Temporary
         Global Note.

                  (10) PERSONS DEEMED OWNERS. The registered Holder of a Note
         may be treated as its owner for all purposes.

                                       5

<PAGE>

                  (11) AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain
         exceptions, the Indenture, the Subsidiary Guarantees or the Notes may
         be amended or supplemented with the consent of the Holders of at least
         a majority in principal amount of the then outstanding Notes and
         Additional Notes, if any, voting as a single class, and any existing
         Default or Event of Default or compliance with any provision of the
         Indenture, the Subsidiary Guarantees or the Notes may be waived with
         the consent of the Holders of a majority in principal amount of the
         then outstanding Notes and Additional Notes, if any, voting as a single
         class. Without the consent of any Holder of a Note, the Indenture, the
         Subsidiary Guarantees or the Notes may be amended or supplemented to
         (i) cure any ambiguity, defect or inconsistency, (ii) provide for
         uncertificated Notes in addition to or in place of certificated Notes
         or to alter the provisions of Article 2 of the Indenture (including the
         related definitions) in a manner that does not materially adversely
         affect any Holder, (iii) provide for the assumption of the Company's or
         any Guarantor's obligations to Holders of the Notes by a successor to
         the Company pursuant to Article 5 or Article 10 of the Indenture, (iv)
         make any change that would provide any additional rights or benefits to
         the Holders of the Notes or that does not adversely affect the legal
         rights under the Indenture of any such Holder, (v) comply with the
         requirements of the SEC in order to effect or maintain the
         qualification of the Indenture under the TIA, (vi) conform the text of
         the Indenture, the Notes or the Subsidiary Guarantees to any provision
         of the "Description of Notes" section of the Company's Offering
         Circular, dated October 8, 2003, relating to the offering of the
         Initial Notes, to the extent that such provision in that "Description
         of Notes" section was intended to be a verbatim recitation of a
         provision of the Indenture, the Subsidiary Guarantees or the Notes,
         (vii) provide for the Issuance of Additional Notes in accordance with
         the limitations set forth in the Indenture, (viii) allow any Guarantor
         to execute a supplemental indenture to the Indenture and a Guarantee
         with respect to the Notes or (xix) evidence and provide for the
         acceptance and appointment under the Indenture by a successor Trustee.

                  (12) DEFAULTS AND REMEDIES. Events of Default include: (i)
         default for 30 days in the payment when due of interest on, or Special
         Interest with respect to, the Notes; (ii) default in payment when due
         of principal of or premium, if any, on the Notes when the same becomes
         due and payable at maturity, upon redemption (including in connection
         with an offer to purchase) or otherwise, (iii) failure by the Company
         or any of its Restricted Subsidiaries to comply with Sections 4.10,
         4.15 or 5.01 of the Indenture; (iv) failure by the Company or any of
         its Restricted Subsidiaries for 30 days after written notice to the
         Company by the Trustee or the Holders of at least 25% in aggregate
         principal amount of the Notes then outstanding voting as a single class
         to observe or perform any other covenant, representation, warranty or
         other agreement in the Indenture or the Notes; (v) default under
         certain other agreements relating to Indebtedness of the Company at its
         stated final maturity or which default results in the acceleration of
         such Indebtedness prior to its express maturity; (vi) certain final
         judgments for the payment of money that remain undischarged for a
         period of 60 days; (vii) certain events of bankruptcy or insolvency
         with respect to the Company or any of its Restricted Subsidiaries that
         is a Significant Subsidiary or any group of Restricted Subsidiaries
         that, taken together, would constitute a Significant Subsidiary; and
         (viii) except as permitted by the Indenture, any Subsidiary Guarantee
         shall be held in any judicial proceeding to be unenforceable or invalid
         or shall cease for any reason to be in full force and effect or any
         Guarantor or any Person acting on its behalf shall deny or disaffirm
         its obligations under such Guarantor's Subsidiary Guarantee. If any
         Event of Default occurs and is continuing, the Trustee or the Holders
         of at least 25% in principal amount of the then outstanding Notes may
         declare all the Notes to be due and payable immediately.
         Notwithstanding the foregoing, in the case of an Event of Default
         arising from certain events of bankruptcy or insolvency, all
         outstanding Notes will become due and payable without further action or
         notice. Holders may not enforce the Indenture or the Notes except as
         provided in the Indenture. Subject to certain limitations, Holders of a
         majority in principal amount of the then

                                       6

<PAGE>

         outstanding Notes may direct the Trustee in its exercise of any trust
         or power. The Trustee may withhold from Holders of the Notes notice of
         any continuing Default or Event of Default (except a Default or Event
         of Default relating to the payment of principal or interest or Special
         Interest) if it determines that withholding notice is in their
         interest. The Holders of a majority in aggregate principal amount of
         the Notes then outstanding by notice to the Trustee may on behalf of
         the Holders of all of the Notes waive any existing Default or Event of
         Default and its consequences under the Indenture except a continuing
         Default or Event of Default in the payment of interest or Special
         Interest on, or the principal of, the Notes. The Company is required to
         deliver to the Trustee annually a statement regarding compliance with
         the Indenture, and the Company is required upon becoming aware of any
         Default or Event of Default, to deliver to the Trustee a statement
         specifying such Default or Event of Default.

                  (13) TRUSTEE DEALINGS WITH COMPANY. The Trustee, in its
         individual or any other capacity, may make loans to, accept deposits
         from, and perform services for the Company or its Affiliates, and may
         otherwise deal with the Company or its Affiliates, as if it were not
         the Trustee.

                  (14) NO RECOURSE AGAINST OTHERS. A director, officer,
         employee, incorporator or stockholder, of the Company or any of the
         Guarantors, as such, will not have any liability for any obligations of
         the Company or such Guarantor under the Notes, the Subsidiary
         Guarantees or the Indenture or for any claim based on, in respect of,
         or by reason of, such obligations or their creation. Each Holder by
         accepting a Note waives and releases all such liability. The waiver and
         release are part of the consideration for the issuance of the Notes.

                  (15) AUTHENTICATION. This Note will not be valid until
         authenticated by the manual signature of the Trustee or an
         authenticating agent.

                  (16) ABBREVIATIONS. Customary abbreviations may be used in the
         name of a Holder or an assignee, such as: TEN COM (= tenants in
         common), TEN ENT (= tenants by the entireties), JT TEN (= joint tenants
         with right of survivorship and not as tenants in common), CUST (=
         Custodian), and U/G/M/A (= Uniform Gifts to Minors Act).

                  (17) ADDITIONAL RIGHTS OF HOLDERS. In addition to the rights
         provided to Holders of Notes under the Indenture, Holders of this
         Regulation S Temporary Global Note will have all the rights set forth
         in the Registration Rights Agreement dated as of October 17, 2003,
         between the Company and the other parties named on the signature pages
         thereof or, in the case of Additional Notes, Holders thereof will have
         the rights set forth in one or more registration rights agreements, if
         any, between the Company and the other parties thereto, relating to
         rights given by the Company to the purchasers of any Additional Notes
         (collectively, the "Registration Rights Agreement").

                  (18) CUSIP NUMBERS. Pursuant to a recommendation promulgated
         by the Committee on Uniform Security Identification Procedures, the
         Company has caused CUSIP numbers to be printed on the Notes and the
         Trustee may use CUSIP numbers in notices of redemption as a convenience
         to Holders. No representation is made as to the accuracy of such
         numbers either as printed on the Notes or as contained in any notice of
         redemption and reliance may be placed only on the other identification
         numbers placed thereon.

         The Company will furnish to any Holder upon written request and without
         charge a copy of the Indenture and/or the Registration Rights
         Agreement. Requests may be made to:

                                       7

<PAGE>

         Universal Hospital Services, Inc.
         3800 West 80th Street, Suite 1250
         Bloomington, MN 55431
         Attention: Gary D. Blackford

                                       8

<PAGE>

                                 ASSIGNMENT FORM

         To assign this Note, fill in the form below:

(I) or (we) assign and transfer this Note to: __________________________________
                                                (Insert assignee's legal name)

________________________________________________________________________________
                 (Insert assignee's soc. sec. or tax I.D. no.)

________________________________________________________________________________

________________________________________________________________________________

________________________________________________________________________________

________________________________________________________________________________
              (Print or type assignee's name, address and zip code)

and irrevocably appoint ________________________________________________________
to transfer this Note on the books of the Company. The agent may substitute
another to act for him.

Date: _________________

                                      Your Signature: __________________________
                                              (Sign exactly as your name appears
                                                on the face of this Note)

Signature Guarantee*: _________________________

*        Participant in a recognized Signature Guarantee Medallion Program (or
other signature guarantor acceptable to the Trustee).

                                       9

<PAGE>

                       OPTION OF HOLDER TO ELECT PURCHASE

         If you want to elect to have this Note purchased by the Company
pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box
below:

                [ ] Section 4.10            [ ] Section 4.15

         If you want to elect to have only part of the Note purchased by the
Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the
amount you elect to have purchased:

                                $________________

Date: _______________

                                      Your Signature: __________________________
                                              (Sign exactly as your name appears
                                                on the face of this Note)

                                      Tax Identification No.: __________________

Signature Guarantee*: _________________________

*        Participant in a recognized Signature Guarantee Medallion Program (or
other signature guarantor acceptable to the Trustee).

                                       10

<PAGE>

           SCHEDULE OF EXCHANGES OF REGULATION S TEMPORARY GLOBAL NOTE

         The following exchanges of a part of this Regulation S Temporary Global
Note for an interest in another Global Note, or exchanges in part of another
Restricted Global Note for an interest in this Regulation S Temporary Global
Note, have been made:

<TABLE>
<CAPTION>
                                                                       Principal Amount
                                                                      of this Global Note       Signature of
                       Amount of decrease    Amount of increase in      following such       authorized officer
                       in Principal Amount      Principal Amount           decrease             of Trustee or
Date of Exchange       of this Global Note    of this Global Note        (or increase)            Custodian
----------------       -------------------   ---------------------    -------------------    ------------------
<S>                    <C>                   <C>                      <C>                    <C>
</TABLE>

                                       11