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                                                               EXHIBIT 10.15


J. BAKER INC. AND SUBSIDIARIES                              (LOGO)
PROMISSORY NOTE


Amount:  $15,000.00***                             Date:  February 2 , 1993

For value received, the undersigned LARRY I. KELLEY (the "Payor") promises to
pay to JBI, Inc/J. Baker Inc., FIFTEEN THOUSAND DOLLARS with interest at SIX
(6) per cent per annum from THE DATE HEREOF to be repaid as follows:


         / /     A) Cash payment of $__________ by __________, or within 5 days
of sale of the employee's home, whichever is earlier.  Interest will be paid
(monthly, annually, on date principal is due, etc) _________________________.

         OR

         /X/     B) Monthly payments of $1,500 until the total amount of
$15,464 (loan plus interest) has been repaid.  Payments to begin 5/1/94.

                         ******************************

ADJUSTMENTS TO PAYMENT

This note may be prepaid in whole of in part at any time without premium or
penalty.

DEFAULT

a. The entire unpaid balance of this Note shall become immediately due and
payable at the option of the Holder upon the happening of any of the following
events, (a "Default"):

         (i)     in the event that any of the terms, conditions, covenants or
provisions of this Note are not fully performed;
         (ii)    in the event, not withstanding anything to the contrary
herein, that the Holder has not received any of the payments in full by the
tenth day after they are due;
         (iii)   upon the appointment of a receiver for any part of or all of
the property of the Payor, or assignment for the benefits of creditors of the
undersigned, or any proceedings begun or instituted involuntarily or by the
undersigned in bankruptcy or insolvency;
         (iv)    if employment with JBI, Inc./J. Baker Inc. is terminated for
any reason whatsoever.
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b. In the event of any Default hereunder, interest accrues on the entire unpaid
balance of this note at the annual simple interest rate of eighteen percent
(18%) from the date of default thereof.

c. If the Holder has required the undersigned to pay immediately in full as
described in the Promissory Note, the Holder will have the right to be paid
back by us for all its reasonable costs and expenses in enforcing this Note to
the extent not prohibited by applicable law.  Those expenses included, for
example, reasonable attorney's fees.

d. Except as expressly provided herein, the undersigned waives all notices of
default, protest, presentment and notice of dishonor.  In the event of a
default hereunder nothing in the way of an act or omission of the part of the
Holder shall be deemed to be a waiver of, or prejudice any of the rights of the
Holder.

SECURITY

This Note, and all other financial indebtedness and obligations of the
undersigned to the Holder are secured personally by the undersigned.

MASSACHUSETTS CONTRACT

This Note is a Massachusetts contract, and the rights and obligations of the
parties shall be governed by the laws of the Commonwealth of Massachusetts.  In
the event that any provision or clause of the Note conflicts with applicable
law, such conflict shall not affect the other provisions of this Note which can
be given effect without the conflicting provision.  The undersigned agrees to
submit to jurisdiction in a court in the Commonwealth of Massachusetts.


EXECUTED AS A SEALED INSTRUMENT THIS 3rd DAY OF Feb., 1993

Signature of Debtor    /s/ Larry I. Kelley
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Signature of Co-Debtor
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Witness to Signature
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