1


                                                                  EXHIBIT 10.4.9


                                 PROMISSORY NOTE

$15,000,000                                                   September 23, 1998

        FOR VALUE RECEIVED, Easyriders Sub II, Inc., a California corporation
("Maker"), promises to pay to Joseph Teresi ("Payee") the principal sum of
Fifteen Million Dollars ($15,000,000), without interest, immediately after the
filing with and acceptance by the Secretary of State of the State of Nevada of
the Articles of Merger referred to in Section 2.2(c) of the Stock Contribution
and Sale Agreement dated as of June 21, 1998 by and among Newriders, Inc.,
Easyriders, Inc., Payee and certain other parties, by wire transfer of
immediately available funds to such account as Payee shall designate.

        This Note may not be assigned by Maker or Payee without the express
written consent of the other party.

        This Note may not be amended except by a writing signed by Maker and
Payee.

        Whenever in this Note there is reference made to either Payee or Maker,
such reference shall be deemed to include a reference to the successors and
permitted assigns of such party and the provisions of this Note shall be binding
upon and inure to the benefit of said successors and permitted assigns.

        THIS NOTE AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL
BE GOVERNED BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE
STATE OF CALIFORNIA, WITHOUT GIVING EFFECT TO THE CONFLICTS OF LAW PRINCIPLES
THEREOF. THE PARTIES HERETO IRREVOCABLY AND UNCONDITIONALLY CONSENT TO SUBMIT TO
THE EXCLUSIVE JURISDICTION OF THE COURTS OF THE STATE OF CALIFORNIA AND OF THE
UNITED STATES OF AMERICA LOCATED IN THE STATE OF CALIFORNIA (THE "CALIFORNIA
COURTS") FOR ANY LITIGATION ARISING OUT OF OR RELATING TO THIS NOTE (AND AGREE
NOT TO COMMENCE ANY LITIGATION RELATING THERETO EXCEPT IN SUCH COURTS), WAIVE
ANY OBJECTION TO THE LAYING OF VENUE OF ANY SUCH LITIGATION IN THE CALIFORNIA
COURTS AND AGREE NOT TO PLEAD OR CLAIM IN ANY CALIFORNIA COURT THAT SUCH
LITIGATION BROUGHT THEREIN HAS BEEN BROUGHT IN AN INCONVENIENT FORUM.



   2


        This Note has been executed and delivered at Los Angeles, California, on
the date first above written.



                                            EASYRIDERS SUB II, INC.



                                            By: /s/ William E. Prather
                                                --------------------------------
                                                Name:  William E. Prather
                                                Title: President and Chief 
                                                       Executive Officer




                                              2