EXHIBIT 10(w)

                           REVOLVING CREDIT MASTER
                               PROMISSORY NOTE

$1,500,000.00                                       Princeton, New Jersey
                                                    February 19, 2003


      FOR VALUE RECEIVED, the undersigned, FARMSTEAD TELEPHONE GROUP, INC.,
a Delaware corporation with a principal place of business at 22 Prestige
Park Circle, East Hartford, Connecticut ("Borrower") promises to pay to the
order of BUSINESS ALLIANCE CAPITAL CORPORATION (herein called "BACC") at 300
Alexander Park, Princeton, New Jersey, 08543, or such other address as BACC
may notify Borrower, such sum up to One Million Five Hundred Thousand and
00/100 ($1,500,000.00) Dollars, together with interest as hereinafter
provided, as may be outstanding on Advances by BACC to Borrower under
Paragraph 2.1 of that certain Loan and Security Agreement of even date by
and between BACC and Borrower (said Agreement as amended or modified from
time to time the "Loan Agreement").  Capitalized terms not otherwise defined
herein have the meanings set forth in the Loan Agreement.  The Loan
Agreement is incorporated herein as though fully set forth and Borrower
acknowledges its reading and execution.  The principal amount due hereunder
shall be paid to BACC on February 19, 2004 or as may otherwise be provided
for in the Loan Agreement.

      On the first day of each month hereafter, Borrower shall pay BACC
accrued interest, computed on the basis of a three hundred sixty (360) day
year, for the actual number of days elapsed, on the daily unpaid balance of
the Advances, at the per annum rate of one and one half (1.5%) percentage
points above the Prime Rate, in effect from time to time, but in no event
less than five and three quarters (5.75%) percent points.  If there is a
change in  the Prime Rate, the rate of interest on the Advances shall be
changed accordingly as of the date of the change in the Prime Rate, without
notice to Borrower.

      To secure the payment of this Note and the Obligations, Borrower has
granted to BACC a continuing security interest in and lien on the
Collateral.

      In addition to all remedies provided by law upon default on payment of
this Note, or upon an Event of Default which is not fully cured within any
applicable cure period set forth in Section 8 of the Loan Agreement, if any,
BACC may, at its option:

            (1)   Declare this Note and the Obligations immediately due and
      payable;

            (2)   Collect interest on this Note at the default rate set forth
      in the Loan Agreement from the date of such Event of Default, and if this
      Note is referred to an attorney for collection, collect reasonable
      attorneys' fees; and

            (3)   Exercise any and all remedies provided for in the Loan
      Agreement.

      BORROWER WAIVES PRESENTMENT FOR PAYMENT, PROTEST AND NOTICE OF PROTEST
FOR NON-PAYMENT OF THIS NOTE AND TRIAL BY JURY IN ANY ACTION UNDER OR
RELATING TO THIS NOTE AND THE ADVANCES EVIDENCED HEREBY.

      BORROWER ACKNOWLEDGES THAT THIS PROMISSORY NOTE EVIDENCES A COMMERCIAL
TRANSACTION AND THAT IT COULD, UNDER CERTAIN CIRCUMSTANCES HAVE THE RIGHT
UNDER CHAPTER 903a, AS FROM TIME TO TIME AMENDED, OF THE CONNECTICUT GENERAL
STATUTES, SUBJECT TO CERTAIN LIMITATIONS, TO NOTICE OF AND HEARING ON THE
RIGHT OF BACC TO OBTAIN A PREJUDGMENT REMEDY, SUCH AS ATTACHMENT,
GARNISHMENT AND/OR REPLEVIN, UPON COMMENCING ANY LITIGATION


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AGAINST BORROWER.  NOTWITHSTANDING, BORROWER HEREBY WAIVES ALL RIGHTS TO
NOTICE, JUDICIAL HEARING OR PRIOR COURT ORDER TO WHICH IT MIGHT OTHERWISE
HAVE THE RIGHT UNDER SAID CHAPTER 903a, AS FROM TIME TO TIME AMENDED, OR
UNDER ANY OTHER STATE OR FEDERAL STATUTE OR CONSTITUTION IN CONNECTION WITH
THE OBTAINING BY BACC OF ANY PREJUDGMENT REMEDY BY REASON OF THIS PROMISSORY
NOTE, OR BY REASON OF BORROWER'S OBLIGATIONS OR ANY RENEWALS OR EXTENSIONS
OF THE SAME.  BORROWER ALSO WAIVES ANY AND ALL OBJECTIONS WHICH IT MIGHT
OTHERWISE ASSERT, NOW OR IN THE FUTURE, TO THE EXERCISE OR USE BY BACC OF
ANY RIGHT OF SETOFF, REPOSSESSION OR SELF  HELP AS MAY PRESENTLY EXIST UNDER
THE STATUTE OR COMMON LAW.  The provisions of this paragraph shall be
governed by, construed and enforced in accordance with the laws of the State
of Connecticut.

                                  FARMSTEAD TELEPHONE GROUP, INC.


                                     By: /S/ Robert G. LaVigne
                                     Name:   Robert G. LaVigne
                                     Title:  Executive Vice President and
                                             Chief Financial Officer


STATE OF CONNECTICUT)
                    ) ss.  New Haven
COUNTY OF NEW HAVEN )

Before me, on this 19th day of February, 2003, personally appeared Robert G.
LaVigne, Executive Vice President and Chief Financial Officer of Farmstead
Telephone Group, Inc., known to me or satisfactorily proven, signer and
sealer of the foregoing and acknowledged the same to be his free act and
deed as such officer and the free act and deed of said corporation.


                                  _________________________________________

                                  Commissioner of the Superior Court


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