Exhibit 10.14

                                                                       EXHIBIT A
                                PROMISSORY NOTE

$1,500,000                                                      McLean, Virginia
                                                                  March 27, 1997

         FOR VALUE RECEIVED,  SARNIA CORPORATION,  a corporation organized under
the laws of the  Commonwealth of Virginia (the  "Borrower"),  promises to pay to
the order of NATIONSBANK,  N.A., a national banking association,  its successors
and assigns  (the  "Lender"),  the  principal  sum of ONE MILLION  FIVE  HUNDRED
THOUSAND  DOLLARS  ($1,500,000)  (the "Principal  Sum"),  together with interest
thereon  at the rate or  rates  hereinafter  provided,  in  accordance  with the
following:

         1.  Interest.  Commencing  as of the date hereof and  continuing  until
repayment in full of all sums due hereunder, the unpaid Principal Sum shall bear
interest at the Treasury Rate (as hereinafter defined), plus three hundred (300)
basis  points per annum,  but not to exceed nine percent  (9.0%) per annum.  For
purposes  hereof,  the term "Treasury  Rate" as used in this Note shall mean the
fluctuating  rate equal to the daily rate of United States  Treasury  Securities
adjusted  to a constant  maturity  of five (5) years as quoted by the Lender and
reported in the  Federal  Reserve  Statistical  Release  H.15  (519);  provided,
however,  that if the Treasury Rate shall cease to be so  published,  the Lender
may  select in its sole and  absolute  discretion  a  successor  source  for the
Treasury  Rate.  The rate of  interest  charged  under  this Note  shall  change
immediately  and  contemporaneously  with any change in the Treasury  Rate.  All
interest  payable  under the terms of this Note shall be calculated on the basis
of a 360-day year and the actual number of days elapsed.


         2.  Payments and  Maturity.  The unpaid  Principal  Sum,  together with
interest  thereon  at the rate or rates  provided  above,  shall be  payable  as
follows:

                                       

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                  (a)  Interest  on the  unpaid  Principal  Sum shall be due and
payable  monthly,  commencing  July 1,  1997,  and on the same day of each month
thereafter to maturity; and

                  (b) The  unpaid  Principal  Sum  shall be due and  payable  in
monthly  installments  of  principal in the amount of $25,000  each,  commencing
July1, 1997, and on the same day of each month thereafter to maturity; and

                  (c) Unless  sooner  paid,  the entire  unpaid  Principal  Sum,
together with all interest accrued and unpaid thereon,  shall be due and payable
in full on July 1, 2002.

         3. Default  Interest.  Upon the  occurrence  of an Event of Default (as
hereinafter defined), the unpaid Principal Sum shall bear interest thereafter at
a rate (the  "Default  Rate") two  percent  (2%) per annum in excess of the then
current  rate or rates of  interest  hereunder  until  such  Event of Default is
cured.

         4. Late Charges.  If the Borrower  shall fail to make any payment under
the terms of this Note within ten (10) days after the date such  payment is due,
the  Borrower  shall pay to the  Lender on  demand a late  charge  equal to five
percent (5%) of such payment.

         5. Application and Place of Payments. All payments,  made on account of
this Note shall be applied  first to the  payment  of any late  charge  then due
hereunder, second to the payment of any prepayment fee then due hereunder, third
to the  payment  of accrued  and unpaid  interest  then due  hereunder,  and the
remainder,  if  any,  shall  be  applied  to  the  unpaid  Principal  Sum,  with
application first made to all principal installments then due hereunder, next to
the  outstanding  principal  balance due and owing at maturity and thereafter to
the principal payments due in the inverse order of


                                       

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maturities.  Notwithstanding any provision contained herein to the contrary, any
portion of a permitted  partial  prepayment  applied to the unpaid Principal Sum
shall be applied  first to the  outstanding  principal  balance due and owing at
maturity and  thereafter to the  principal  payments due in the inverse order of
maturities.  All  payments on account of this Note shall be paid in lawful money
of the United States of America in  immediately  available  funds during regular
business hours of the Lender at its principal  office in McLean,  Virginia or at
such other  times and places as the Lender may at any time and from time to time
designate in writing to the  Borrower.  The Lender is  authorized  to deduct any
payment (including payments of principal and/or interest as above provided) from
the Borrower's  Account Number  ____________ on or after the date the payment is
due; provided,  however,  that such authorization shall not be deemed to relieve
the Borrower from its obligation to make such payment when it is due.

         6. Prepayment. The Borrower may prepay the Principal Sum in whole or in
part upon ten (10) days prior written  notice to the Lender  without  premium or
penalty.

         7. Financing Agreement and Other Financing Documents.  This Note is the
"Term  Note"  described  in a  Financing  Agreement  dated March __, 1997 by and
between  the  Borrower  and  the  Lender  (as   amended,   modified,   restated,
substituted,  extended  and  renewed  at any  time and  from  time to time,  the
"Financing  Agreement").  The  indebtedness  evidenced  by this Note is included
within  the  meaning  of the term  "Obligations"  as  defined  in the  Financing
Agreement.  The term  "Financing  Documents"  as used in this  Note  shall  mean
collectively  this  Note,  the  Financing  Agreement  and any other  instrument,
agreement,  or document  previously,  simultaneously,  or hereafter executed and
delivered by the Borrower and/or any other person, singularly or jointly with


                                       

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any other person, evidencing,  securing, guaranteeing, or in connection with the
Principal Sum, this Note and/or the Financing Agreement.

         8. Security. This Note is secured as provided in that certain Financing
and Security  Agreement of even date herewith by and among Versar,  Inc., Geomet
Technologies, Inc. and the Lender, as the same may be amended from time to time.

         9.  Events  of  Default.  The  occurrence  of any  one or  more  of the
following events shall constitute an event of default  (individually,  an "Event
of Default" and  collectively,  the "Events of Default") under the terms of this
Note:

                  (a) The failure of the  Borrower  to pay to the Lender  within
five (5) days of when due any and all  amounts  payable by the  Borrower  to the
Lender under the terms of this Note;

                  (b) or The  occurrence  of an event  of  default  (as  defined
therein) under the terms and conditions of any of the other Financing Documents.

         10. Remedies. Upon the occurrence of an Event of Default, at the option
of the Lender, all amounts payable by the Borrower to the Lender under the terms
of this Note shall  immediately  become due and  payable by the  Borrower to the
Lender without notice to the Borrower or any other person,  and the Lender shall
have all of the rights,  powers,  and remedies available under the terms of this
Note, any of the other Financing Documents and all applicable laws. The Borrower
and all endorsers, guarantors, and other parties who may now or in the future be
primarily or secondarily liable for the payment of the indebtedness evidenced by
this Note hereby  severally  waive  presentment,  protest and demand,  notice of
protest,  notice of demand  and of  dishonor  and  non-payment  of this Note and
expressly  agree that this Note or any payment  hereunder  may be extended  from
time to time  without  in any  way  affecting  the  liability  of the  Borrower,
guarantors and endorsers.


                                       

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         11.  Expenses.  The Borrower promises to pay to the Lender on demand by
the Lender all costs and expenses  incurred by the Lender in connection with the
collection  and  enforcement  of  this  Note,  including,   without  limitation,
reasonable attorneys' fees and expenses and all court costs.

         12. Notices. Any notice,  request, or demand to or upon the Borrower or
the Lender shall be deemed to have been properly given or made when delivered in
accordance with Section 10.01 of the Financing Agreement.

         13.  Miscellaneous.  Each  right,  power,  and  remedy of the Lender as
provided  for in this Note or any of the other  Financing  Documents,  or now or
hereafter existing under any applicable law or otherwise shall be cumulative and
concurrent  and shall be in  addition  to every other  right,  power,  or remedy
provided  for in this Note or any of the  other  Financing  Documents  or now or
hereafter  existing under any  applicable  law, and the exercise or beginning of
the  exercise  by the  Lender  of any one or more of  such  rights,  powers,  or
remedies shall not preclude the  simultaneous or later exercise by the Lender of
any or all such other rights,  powers,  or remedies.  No failure or delay by the
Lender to insist upon the strict performance of any term,  condition,  covenant,
or  agreement  of  this  Note or any of the  other  Financing  Documents,  or to
exercise any right,  power, or remedy  consequent  upon a breach thereof,  shall
constitute a waiver of any such term,  condition,  covenant,  or agreement or of
any such breach,  or preclude the Lender from exercising any such right,  power,
or remedy at a later time or times.  By accepting  payment after the due date of
any amount  payable under the terms of this Note, the Lender shall not be deemed
to waive  the right  either  to  require  prompt  payment  when due of all other
amounts  payable  under the terms of this Note or to declare an Event of Default
for the  failure to effect  such  prompt  payment of any such other  amount.  No
course of  dealing  or  conduct  shall be  effective  to amend,  modify,  waive,
release, or change any provisions of this Note.

                                       

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         14. Partial Invalidity. In the event any provision of this Note (or any
part  of any  provision)  is held by a court  of  competent  jurisdiction  to be
invalid, illegal, or unenforceable in any respect, such invalidity,  illegality,
or  unenforceability  shall not affect any other provision (or remaining part of
the  affected  provision)  of this Note;  but this Note shall be construed as if
such invalid, illegal, or unenforceable provision (or part thereof) had not been
contained  in this  Note,  but only to the  extent it is  invalid,  illegal,  or
unenforceable.

         15.  Captions.  The captions herein set forth are for convenience  only
and shall not be deemed to define,  limit,  or  describe  the scope or intent of
this Note.

         16. Applicable Law. The Borrower acknowledges and agrees that this Note
shall be governed by the laws of the  Commonwealth of Virginia,  even though for
the  convenience  and at the request of the Borrower,  this Note may be executed
elsewhere.

         17. WAIVER OF TRIAL BY JURY.  THE BORROWER  HEREBY WAIVES TRIAL BY JURY
IN ANY ACTION OR PROCEEDING TO WHICH THE BORROWER AND THE LENDER MAY BE PARTIES,
ARISING OUT OF OR IN ANY WAY  PERTAINING  TO (A) THIS NOTE OR (B) THE  FINANCING
DOCUMENTS.  IT IS AGREED AND UNDERSTOOD THAT THIS WAIVER CONSTITUTES A WAIVER OF
TRIAL BY JURY OF ALL CLAIMS AGAINST ALL PARTIES TO SUCH ACTIONS OR  PROCEEDINGS,
INCLUDING CLAIMS AGAINST PARTIES WHO ARE NOT PARTIES TO THIS NOTE.

         THIS  WAIVER  IS  KNOWINGLY,  WILLINGLY  AND  VOLUNTARILY  MADE  BY THE
BORROWER,  AND THE BORROWER HEREBY REPRESENTS THAT NO REPRESENTATIONS OF FACT OR
OPINION HAVE BEEN MADE BY ANY


                                       

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INDIVIDUAL  TO INDUCE  THIS  WAIVER OF TRIAL BY JURY OR TO IN ANY WAY  MODIFY OR
NULLIFY ITS EFFECT. THE BORROWER FURTHER REPRESENTS THAT IT HAS BEEN REPRESENTED
IN THE  SIGNING  OF THIS NOTE AND IN THE  MAKING OF THIS  WAIVER BY  INDEPENDENT
LEGAL  COUNSEL,  SELECTED  OF ITS  OWN  FREE  WILL,  AND  THAT  IT HAS  HAD  THE
OPPORTUNITY TO DISCUSS THIS WAIVER WITH COUNSEL.

         18. ARBITRATION.  ANY CONTROVERSY OR CLAIM BETWEEN OR AMONG THE PARTIES
HERETO  INCLUDING  BUT NOT  LIMITED  TO THOSE  ARISING  OUT OF THIS  NOTE OR ANY
RELATED  INSTRUMENTS,  AGREEMENTS OR DOCUMENTS,  INCLUDING ANY CLAIM BASED ON OR
ARISING FROM AN ALLEGED  TORT,  SHALL BE DETERMINED  BY BINDING  ARBITRATION  IN
ACCORDANCE  WITH  THE  FEDERAL  ARBITRATION  ACT  (OR  IF  NOT  APPLICABLE,  THE
APPLICABLE  STATE LAW),  THE RULES OF PRACTICE AND PROCEDURE FOR  ARBITRATION OF
COMMERCIAL DISPUTES OF ENDISPUTE,  INC., D/B/A  J.A.M.S./ENDISPUTE  ("J.A.M.S.")
AND THE "SPECIAL RULES" SET FORTH BELOW. IN THE EVENT OF AN  INCONSISTENCY,  THE
SPECIAL RULES SHALL CONTROL.  JUDGMENT UPON ANY ARBITRATION AWARD MAY BE ENTERED
IN ANY COURT HAVING  JURISDICTION.  ANY PARTY TO THIS  INSTRUMENT,  AGREEMENT OR
DOCUMENT MAY BRING ANY ACTION,  INCLUDING A SUMMARY OR EXPEDITED PROCEEDING,  TO
COMPEL ARBITRATION OF ANY CONTROVERSY OR CLAIM TO WHICH THIS NOTE RELATES IN ANY
COURT HAVING JURISDICTION OVER SUCH ACTION.


                                       

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         (A)  SPECIAL  RULES.  THE  ARBITRATION  SHALL BE  CONDUCTED  IN FAIRFAX
COUNTY, VIRGINIA AND ADMINISTERED BY J.A.M.S. WHO WILL APPOINT AN ARBITRATOR. IF
J.A.M.S. IS UNABLE OR LEGALLY PRECLUDED FROM ADMINISTERING THE ARBITRATION, THEN
THE AMERICAN  ARBITRATION  ASSOCIATION WILL SERVE. ALL ARBITRATION HEARINGS WILL
BE COMMENCED WITHIN NINETY (90) DAYS OF THE DEMAND FOR ARBITRATION; FURTHER, THE
ARBITRATOR  SHALL  ONLY,  UPON A SHOWING OF CAUSE,  BE  PERMITTED  TO EXTEND THE
COMMENCING OF SUCH HEARING FOR AN ADDITIONAL SIXTY (60) DAYS.

         (B) RESERVATION OF RIGHTS. NOTHING IN THIS NOTE SHALL BE DEEMED TO: (I)
LIMIT THE  APPLICABILITY OF ANY OTHERWISE  APPLICABLE  STATUTES OF LIMITATION OR
REPOSE AND ANY WAIVERS CONTAINED IN THIS INSTRUMENT,  AGREEMENT OR DOCUMENT;  OR
(II) BE A WAIVER BY THE  LENDER OF THE  PROTECTION  AFFORDED  TO IT BY 12 U.S.C.
ss.91 OR ANY SUBSTANTIALLY EQUIVALENT STATE LAW; OR (III) LIMIT THE RIGHT OF THE
LENDER: (A) TO EXERCISE SELF HELP REMEDIES SUCH AS (BUT NOT LIMITED TO) SET OFF,
OR (B) TO FORECLOSE AGAINST ANY REAL OR PERSONAL PROPERTY COLLATERAL,  OR (C) TO
OBTAIN FROM A COURT  PROVISIONAL OR ANCILLARY  REMEDIES SUCH AS (BUT NOT LIMITED
TO) INJUNCTIVE RELIEF, WRIT OF POSSESSION OR THE APPOINTMENT OF A RECEIVER.  THE
LENDER MAY EXERCISE  SUCH SELF HELP RIGHTS,  FORECLOSE  UPON SUCH  PROPERTY,  OR
OBTAIN  SUCH  PROVISIONAL  OR  ANCILLARY  REMEDIES  BEFORE,  DURING OR AFTER THE
PENDENCY OF ANY ARBITRATION PROCEEDING


                                       

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BROUGHT PURSUANT TO THIS INSTRUMENT, AGREEMENT OR DOCUMENT. NEITHER THE EXERCISE
OF SELF HELP  REMEDIES  NOR THE  INSTITUTION  OR  MAINTENANCE  OF ANY ACTION FOR
FORECLOSURE OR FOR PROVISIONAL OR ANCILLARY  REMEDIES SHALL  CONSTITUTE A WAIVER
OF THE RIGHT OF ANY PARTY,  INCLUDING THE CLAIMANT IN SUCH ACTION,  TO ARBITRATE
THE MERITS OF THE CONTROVERSY OR CLAIM OCCASIONING RESORT TO SUCH REMEDIES.

         19. Expenses.  The Borrower  promises to pay to the Lender on demand by
the Lender all costs and expenses  incurred by the Lender in connection with the
collection  and  enforcement  of  this  Note,  including,   without  limitation,
reasonable attorneys' fees and expenses and all court costs.


         IN WITNESS  WHEREOF,  the  Borrower has caused this Note to be executed
under seal by its duly authorized officers as of the date first written above.


WITNESS OR ATTEST:                                   SARNIA CORPORATION



/S/ Lula Fasold                              By: /S/ Lawrence W. Sinnott  (SEAL)
------------------------                         -----------------------
                                           Name: Lawrence W. Sinnott
                                          Title: Treasurer