EXHIBIT 10.2
                                   DEMAND NOTE


$1,088,000.00                                        Dated:  July 30, 1996
                                                     Due: December 31, 1996




         Prior  hereto,  Mid-Central  Sysco  Food  Services,  Inc.,  a  Missouri
corporation   ("Mid-Central"),   and  Deaktor/Sysco  Food  Services  Company,  a
Pennsylvania  corporation  ("Deaktor") [Deaktor and Mid-Central are collectively
"Sysco"],  provided certain sales on account and other financial  accommodations
(the  "Financial  Accommodations")  to The Italian  Oven,  Inc., a  Pennsylvania
corporation ("Italian Oven"). As of July 26, 1996,  theFinancial  Accommodations
are past  due and  owing  in the  approximate  principal  amount  of  Ninety-Two
Thousand  Nine  Hundred  Fifty-Eight  and 39/100  Dollars  ($92,958.39)  owed to
Mid-Central   and  Eight  Hundred   Forty-Five   Thousand  and  no/100   Dollars
($845,000.00)  owed to Deaktor.  This Demand Note (this "Note")  evidences  such
past due Financial  Accomrnodations and the indebtedness arising from any future
sales on account from Sysco to Italian Oven.

         For value received,  the  undersigned,  Italian Oven promises to pay to
the order of Sysco,  on or before  December 31, 1996,  the  principal sum of One
Million Eighty-Eight Thousand and no/100 Dollars ($1,088,000.00), or such lesser
principal  sum as Italian  Oven may owe to Sysco  pursuant  to this Note and the
"Collateral  Documents"  (hereinafter  defined),  together with interest thereon
from the date hereof at the rate of six percent (6%) per annum.  Interest  shall
be  calculated  on the  basis of a three  hundred  sixty  (360) day year for the
actual number of days in which any principal,  accrued interest or any other sum
due from Italian Oven to Sysco pursuant to this Note,  the Collateral  Documents
or otherwise  (collectively the "Indebtedness")  remains  outstanding.  Upon the
occurrence of an "Event of Default"  (hereinafter defined) interest shall accrue
upon the  outstanding  Indebtedness  at the rate of eighteen  percent  (18%) per
annum (the "Default Rate").

         Italian Oven shall pay the Indebtedness evidenced by this Note to Sysco
in  successive  daily   installments  of  Thirty  Thousand  and  no/100  Dollars
($30,000.00) each, beginning on July 26, 1996, and continuing on each successive
Monday,  Tuesday,  Wednesday,  Thursday and Friday thereafter until December 30,
1996, with a final payment of all outstanding Indebtedness on December 31, 1996.
Such daily  installments  and final payment will be made without demand therefor
or notice thereof from Sysco to Italian Oven or any other person or entity.  The
Indebtedness  shall  be  paid  to  Deaktor,  for  the  benefit  of  Deaktor  and
Mid-Central,  by wire  transfer  pursuant  to  instructions  given by,  Sysco to
Italian Oven, from time to time, or at One Whytney Drive, Harmony,  Pennsylvania
16037,  or at such other  location that Sysco may designate in writing from time
to time.

         To the  extent  Italian  Oven  purchases  more than One  Hundred  Fifty
Thousand and no/100 Dollars  ($150,000.00)  of goods and  merchandise on account
from Sysco in any calendar week, Italian Oven shall pay to Sysco an amount equal
to such excess over One Hundred Fifty Thousand and no/100 Dollars  ($150,000.00)
on or before the first Friday following such calendar week.

         As of the date hereof, Sysco intends that all payments shall be applied
(1) first to invoices  for  products  purchased  by Italian Oven in the ordinary
course  of  business  arising  after  July 26,  1996,  in the  inverse  order of
issuance,  (2) second,  to Sysco's  unpaid  costs and  expenses  pursuant to the
"Collateral  Documents"  (hereinafter defined), (3) third, to accrued and unpaid
interest, and (4) fourth, to the remaining Indebtedness.


         The full and timely payment of the Indebtedness and Italian Oven's full
and timely performance of all of the covenants,  agreements,  terms,  conditions
and obligations pursuant to this Note and the Collateral Documents (collectively
the  "Covenants")  are secured by  security  interests,  liens and  encumbrances
granted by Italian Oven to Sysco pursuant to that certain Security  Agreement of
even  date  herewith,  by and  between  Italian  Oven and  Sysco  and the  other
agreements,    instruments,    documents   and    guarantees   as    heretofore,
contemporaneously  herewith or may  hereafter be executed and delivered to Sysco
by Italian Oven and any other  persons and  entities,  from time to time, as the
case may be,  evidencing,  securing or guaranteeing the Covenants  (collectively
the  "Collateral  Documents"),  including,  but not  limited to,  those  certain
Leasehold  Mortgages now or hereafter  executed and delivered by Italian Oven to
Sysco and that certain  Collateral  Assignment  of  Trademarks,  Copyrights  and
Licenses of even date herewith executed and delivered by Italian Oven to Sysco.

         If (a) Italian Oven  defaults in the full and timely  payment of any of
the Indebtedness or the fall and timely performance of any of the Covenants,  or
(b) a breach,  default or event of default  occurs  under any of the  Collateral
Documents  (collectively  an "Event of  Default")  at the option of Sysco or the
legal holder hereof,  as the case may be, and without demand  therefor or notice
thereof  from Sysco to Italian  Oven or any other  person or entity,  all of the
Indebtedness  shall be  immediately  due and  payable  and shall be  collectible
immediately or at any time after such Event of Default.  The acceptance by Sysco
of any partial  payment of the  Indebtedness  after an Event of Default will not
establish a custom,  or waive any of Sysco's rights or remedies pursuant to this
Note, the Collateral  Documents,  at law, in equity or otherwise.  Italian Oven,
every  endorser of this Note and every  guarantor  of the  Indebtedness  and the
Covenants  ("Guarantor")  hereby each waive presentment,  notice of presentment,
demand,  protest  non-payment,  release,  compromise,  settlement,  extension or
renewal  of the  Indebtedness  or  this  Note,  the  Covenants,  the  Collateral
Documents or any collateral or security for the Indebtedness or the Covenants.

         Any  forbearance by Sysco or the legal holder  hereof,  as the case may
be, in exercising  any right or remedy  pursuant to this Note or the  Collateral
Documents, at law, in equity or otherwise, shall not be or be deemed a waiver of
nor shall preclude the subsequent exercise of any such right or remedy.


         If at any time or times before or after in Event of Default, Sysco:

         A.  employs  an  accountant.  consultant,  legal  counsel  or any other
             representative or advisor:

                  1.       with  respect  to  the  Indebtedness, this  Note, the
                           Collateral Documents or otherwise,

                  2.       to represent or consult with Sysco in connection with
                           any litigation, contest, dispute, suit or proceeding,
                           or to comrnence,  defend, intervene or take any other
                           action in or with respect to any litigation, contest,
                           dispute,  suit or  proceeding,  whether  initiated by
                           Sysco,  Italian Oven, a Guarantor or any other person
                           or  entity,  in any  way  or  respect  arising  from,
                           relating to or in connection  with the  Indebtedness,
                           this Note, the Covenants, the Collateral Documents or
                           any  collateral or security for the  Indebtedness  or
                           the Covenants, or


                  3.       to enforce any of Sysco's rights or remedies;

         B. takes any action or initiates any  proceeding  to protect,  collect,
            sell,  liquidate or otherwise  dispose of any of  the  collateral or
            security  for the  Indebtedness,  the Covenants  or  the  Collateral
            Documents; or

         C.  attempts to or enforces any of Sysco's  rights or remedies  against
             Italian Oven or any Guarantor,

then  the  costs  and  expenses  so  incurred  by  Sysco  shall  be  part of the
Indebtedness  payable by Italian Oven to Sysco upon demand with  interest at the
Default  Rate until  actually  paid.  Without  limiting  the  generality  of the
foregoing,  such costs and expenses shall include the fees, expenses and charges
of attorneys, paralegals, accountants, investment bankers, appraisers, valuation
and other specialists,  experts, expert witnesses, auctioneers, court reporters,
telegram,  telex and telefax charges,  overnight  delivery  services,  messenger
services and expenses for travel, lodging and meals.

         Italian Oven hereby irrevocably  authorize any attorney of any court of
record in any state or territory of the United  States of America where the same
is  allowed  by law,  in term time or  vacation,  at any time  after in Event of
Default hereunder or under the Collateral Documents, to waive service of process
on Italian Oven and confess a judgment  against  Italian Oven to Sysco,  whether
pursuant to this Note or otherwise  under the collateral  documents,  including,
but not limited to, all costs,  fees and expenses  owed by Italian Oven to Sysco
or any  other  person or entity  acting by or on behalf of Sysco.  Italian  Oven
hereby (1)  authorizes  such attorney to release all errors,  waive all right of
appeal and consent to immediate  execution upon such  judgement,  and (2) agrees
that no writ of error or appeal will be prosecuted  from such judgment,  nor any
bill in equity filed to restrain the  operation of  judgement,  or any execution
thereof. Italian Oven hereby ratifies and confirms all that said attorney may do
by virtue hereof.

         Italian Oven represents and warrants to Sysco that the Indebtedness and
Italian Oven's use of the principal  portion of the  Indebtedness  is solely for
proper business purposes and consistent with all applicable laws.

         This  Note is  executed  and  delivered  by  Italian  Oven to  Sysco in
Latrobe,  Pennsylvania  and shall be governed,  controlled  by and  construed in
accordance  with  the laws  and  states  of the  State  of  Pennsylvania,  as to
interpretation,  enforcement,  validity, construction, effect, choice of law and
in all other respects.

         This Note shall inure to the benefit of Sysco,  the legal holder hereof
and any of their  respective  successors  and  assigns,  as the case may be, and
shall be binding upon Italian Oven, its  respective  legal  representatives  and
successors.

         If any provision of this Note is held to be invalid or unenforceable by
a court of competent jurisdiction,  such provision shall be severed herefrom and
such invalidity or unenforceability shall not affect any other provision of this
Note,  the balance of which shall remain in and have its intended full force and
effect.  However, if such invalid or unenforceable  provision may be modified so
as to be valid and  enforceable  as a matter  of law,  such  provision  shall be
deemed to have been  modified so as to be valid and  enforceable  to the maximum
extent  permitted  by law.  If any rate of  interest  described  in this Note is
greater  than the rate of  interest  permitted  to be  charged or  collected  by
applicable  law, as the case may be,  such rate of interest  shall be reduced to
the maximum rate of interest  permitted to be charged or collected by applicable
law.


         All  references  to Sysco  shall mean  Mid-Central  and  Deaktor,  both
individually   and   collectively,   and   jointly   and   severally,   and  all
representations,  warranties,  duties, covenants,  agreements and obligations of
Italian  Oven to Sysco shall inure to the benefit of  Mid-Central  and  Deaktor,
both individually and collectively.

         Italian  Oven hereby  irrevocably  appoints and  designates  Jeffrey W.
Letwin,  Esq., of Doepken,  Keevican & Weiss,  600 Grant Street,  37th Floor USX
Tower,  Pittsburgh,  PA 15219 as Italian Oven's true and lawful attorney-in-fact
and duly authorized  agent to accept any notice which,  notwithstanding  Italian
Oven's  waiver of notice  contained  in this  Note,  Sysco  desires or elects to
provide  to  Italian  Oven and for  service of legal  process,  and agrees  that
service of process upon such attorney-in-fact  shall constitute personal service
of process upon  Italian  Oven,  and waives any  objection to service of process
upon such  attorney-in-fact  in  accordance  with this Note.  Italian Oven shall
direct such attorney-in-fact to forward any such notice or service of process to
Italian Oven at an address  designated by Italian  Oven.  Italian Oven and Sysco
irrevocably   agree,  and  hereby  consent  and  submit  to  the   non-exclusive
jurisdiction of the Court of Common Pleas of Allegheny County,  Pennsylvania and
the United States District Court for the Western District of Pennsylvania, Civil
Division, with regard to any actions or proceedings arising from, relating to or
in  connection  with the  Indebtedness,  this  Note or any of the  Covenant  the
Collateral  Documents or any collateral or security for the  Indebtedness or the
Covenants.  Italian Oven hereby waives its right to transfer or change the venue
of any  litigation  filed in the  Court of  Common  Pleas of  Allegheny  County,
Pennsylvania  or the United States  District  Court for the Western  District of
Pennsylvania,  Civil  Division.  ITALIAN  OVEN AND SYSCO EACH HEREBY WAIVE THEIR
RESPECTIVE RIGHT TO TRIAL BY JURY.

         This Note has been  executed and  delivered by Italian Oven to Sysco as
of the date first set forth above, by Italian Oven's duly  authorized  corporate
officers,  pursuant  to  resolutions  duly  adopted by Italian  Oven's  Board of
Directors  and  Italian  Oven's   shareholders,   if  and  to  the  extent  such
authorization  is  required  by  applicable  law,  Italian  Oven's  Articles  or
Certificate of Incorporation, By-Laws or otherwise.


                              THE ITALIAN OVEN, INC.,
                              a Pennsylvania corporation


                              By:      _________________________
                              Title:   _________________________

                              ATTEST:

                              By:      _________________________
                              Title:   _________________________