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                                                                   Exhibit 10.23

                                PROMISSORY NOTE


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Borrower: Stephen M. Tennis                       Lender: Verilink Corporation
          199 Hillside Avenue                             145 Baytech Drive
          Menlo Park, CA 94025                            San Jose, CA 95134
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Principal Amount: $20,000.00    Interest Rate: 6%     Date of Note: June 4, 1997


FOR VALUE RECEIVED, Stephen M. Tennis ("Borrower") promises to pay to Verilink 
Corporation ("Verilink"), or order, in lawful money of the United States of 
America, the principal amount of Twenty Thousand Dollars and No Cents 
($20,000.00) or so much as may be outstanding, together with interest on the 
unpaid outstanding principal balance from the above date until repayment of the 
principal and interest.

Payment is due in full on demand of Verilink. In addition to payment of 
principal, Borrower also agrees to pay interest on the aggregate unpaid 
principal at a rate equal to Six Percent (6%) per annum. Borrower may prepay 
all or any part of the amount due hereunder without penalty.

If any costs, expenses and attorneys' fees are paid or incurred, or adjudged by 
a court in any action to enforce payment of this Note or any part of it, the 
prevailing party shall recover from the other party such costs, expenses and 
attorneys' fees.

Borrower waives presentment, demand, protest, notice of protest, notice of 
dishonor, notice on nonpayment, and any and all other notices and demands in 
connection with the delivery, acceptance, performance, default or enforcement 
of this Note.

This Note shall be deemed to be made under and shall be construed in accordance 
with, and governed by, the laws of the State of California.


                                                     Borrower:

                                                     /s/ STEPHEN M. TENNIS
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                                                     Stephen M. Tennis