PROMISSORY NOTE$ 50,258.49                                                 New York, NY                                                            March 13, 2002     FOR VALUE RECEIVED, the undersigned, MARK A. BELNICK ("Borrower"), herebypromises to pay to the order of TME Management Corp., a Delaware corporation("Lender"), in lawful money of the United States of America, at its offices at15 Hampshire Street, Mansfield, MA 02048, on March 13, 2007, the principal sumof Fifty Thousand Two Hundred Fifty Eight Dollars and Forty Nine cents($50,258.49). This Note will bear no interest to the date of maturity butthereafter will bear interest at the rate of one (1) percent per annum over theprime rate as announced by Chase Morgan Bank in effect on the maturity date andfrom time to time thereafter, or at the legal rate, whichever is greater, asallowed by and determined in accordance with applicable law, until fully paid.     This Promissory Note is secured by that certain Trust Deed of September 4,2001, by and among Borrower and Randy Belnick, husband and wife, Equity TitleInsurance Agency, as Trustee, and Lender, as Beneficiary.     In the event that Borrower shall fail to make full and timely payment ofthe principal payment hereunder when due, then the entire unpaid principalamount of this Promissory Note shall automatically become immediately due andpayable without demand or notice, and Borrower shall pay such further amount asshall be sufficient to cover all costs and expenses (including reasonableattorneys' fees) directly or indirectly incurred by Lender in connection withthe collection of this Note.     Borrower hereby waives notice of default, notice of acceleration, notice ofprepayment, presentment, protest or notice of dishonor.                                                  /s/ Mark A. Belnick                                                  -------------------                                                  MARK A. BELNICK