(REVOLVING LINE OF CREDIT)
June 22, 1998
394 Elizabeth Avenue
Somerset, New Jersey 08873
(Hereinafter referred to as the "Borrower")
FIRST UNION NATIONAL BANK
550 Broad Street
Newark, New Jersey 07102
(Hereinafter referred to as the "Bank")
Borrower promises to pay to the order of Bank, in lawful money of the United States of America, at its office
indicated above or wherever else Bank may specify, the sum of EIGHT MILLION AND NO/100 DOLLARS
($8,000,000.00) or such sum as may be advanced and outstanding from time to time with interest on the unpaid
principal balance at the rate and on the terms provided in this Promissory Note (including all renewals, extensions
or modifications hereof, this "Note").
SECURITY. This Note is secured by the Unconditional Guaranty dated the date hereof, made by Thomas J.
Russell, Jr., individually and the TJR Holding Trust (collectively, the "Note Guarantors") and by the Collateral
described in the Pledge and Assignment Agreement of even date herewith made by the Note Guarantors in favor
of the Bank (collectively, the "TJR Documents").
INTEREST RATE. Interest shall accrue on the unpaid principal balance of each Revolving Loan (defined herein)
under this Note from the date such Revolving Loan is made available to the Borrower at the at a rate equal to
one month LIBOR plus three-quarters of one percent (3/4%) per annum ("LIBOR-BASED RATE"), as
determined by the Bank prior to the commencement of each Interest Period. The LIBOR-Based Rate shall
remain in effect, subject to the provisions hereof, for the entire Interest Period for which it is determined.
Borrower acknowledges that the LIBOR- Based Rate is not represented or intended to be the lowest or most
favorable rate of interest offered by Bank. "LIBOR" is the rate for U.S. dollar deposits of that many months
maturity as reported on Telerate page 3750 as of 11:00 a.m., London time, on the second London business day