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                                                          $25,000
                      CREATIVE GAMING, INC.
           12% Promissory Note due July 16, 1998 or
       earlier in the event of a specified transaction


	Creative Gaming, Inc., a New Jersey corporation (herein 
referred to as the "Maker"), for value received, hereby promises 
to pay to Alyse A. Jegou or order (the "Payee"), on the first to 
occur of July 16, 1998 or the receipt by the Maker of proceeds 
from the sale of the vessel M/V Empire, currently owned by CGI 
Vessel, Inc., a wholly-owned subsidiary of the Maker (the 
"Vessel"), the principal amount of twenty-five thousand ($25,000) 
Dollars, in such coin or currency of the United States of America 
as at the time of payment shall be legal tender for public and 
private debts, at the office or agency of the Maker at 150 Morris 
Avenue in the City of Springfield, State of New Jersey, or at 
such other place as the Maker may designate, and to pay interest 
(computed on the basis of a 360-day year of twelve 30-day months) 
at said office or agency, in like coin or currency, on the unpaid 
portion of said principle amount from the date hereof, on July 
16, 1998 at the rate of twelve percent (12%) per annum, unless 
the date hereof is a date to which interest has been paid or duly 
provided for, in which case interest shall be paid from the date 
of this Promissory Note until payment of said principal amount 
has been made or duly provided for.

	As additional consideration for this Promissory Note, the 
Maker has agreed to issue to the Payee 50,000 shares of Common 
Stock, no par value, of the Maker.

	As collateral for this Promissory Note, the Maker has agreed 
to establish a lien on the Vessel on behalf of the Payee in the 
form of a First Preferred Ship's Mortgage.

	This Note may be prepaid in whole at any time or in part 
from time to time without premium or penalty.

	The Payee may, without notice and without releasing the 
liability of any part hereto, grant extensions or renewals hereof 
from time to time and for any term.  The holder of this Note, 
whether such person is the Payee or its successor, assignee or 
indorsee (hereinafter referred to as the "Holder"), shall not be 
liable for, or prejudiced by, the failure to collect or for lack 
of diligence in bringing suit on this Note or any renewal or 
extension hereof.

	The Maker waives presentment, demand for payment, notice of 
dishonor, notice of protest, and protest, and all other notices 
and demands, in connection with the delivery, acceptance, 
performance or default of this Note.

	Any notice or demand required or permitted to be made or 
given hereunder shall be deemed to be sufficiently given or made 
if given by personal service or by certified or registered mail, 
return receipt requested, addressed, if to the Maker, at the 
Maker's address as first above written, or if to the Holder, at 
the Holder's address as specified to the Maker by notice given in 
accordance with this provision.  Either party hereto may change 
its address by like notice to the other party hereto.

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	This Note may be changed, modified, terminated, waived or 
discharged orally, but only by an agreement in writing signed by 
the party against whom the enforcement of any such change, 
modification, termination, waiver or discharge is sought.  This 
Note shall be construed and enforced in accordance with the laws 
of the State of New Jersey

	IN WITNESS WHEREOF, the Maker has executed this Note as of 
July 16, 1997.

ATTEST:	                              CREATIVE GAMING, INC.

     
		By: /s/ Linda A. Artale             By: /s/ Walter J. Krzanowski
 	   ---------------------               --------------------------
                                         	Treasurer & CFO