Big Smith Brands Inc Watch

from SB-2 1 page Demand Promissory Note $250,000 December 23, 1998 for Value Received, the Undersigned Corporation Promises to Pay to the Order of S. Peter Lebowitz, the Sum of Two Hundred and Fifty Thousand Dollars ($250,000.00), Together With Interest of 8% Per Annum on the Unpaid Balance. the Entire Unpaid Principal and Any Accrued Interest Shall Be Fully and Immediately Payable Upon Demand of Any Holder Thereof. Upon Default in Making Payment Within Fourteen Days of Demand, and Provided This Note Is Turned Over for Collection, the Undersigned Corporation Agrees to Pay All Reasonable Legal Fees and Costs of Collection to the Extent Permitted by Law. This Note Shall Take Effect as a Sealed Instrument and Be Enforced in Accordance With the Laws of the State of Florida. All Parties to This Note Waive Presentment, Notice of Non-Payment, Protest and Notice of Protest, and Agree to Remain Fully Bound Notwithstanding the Release of Any Party, Extension or Modification of Any Terms, or Discharge of Any Collateral for This Note. in the Presence Of: /S/ Howard H. Ward Big Smith Brands, Inc. - By: /S/ Howard Kaplan Howard Kaplan

from SB-2 ~5 pages Consent and Second Agreement

from SB-2 ~10 pages 1994 Stock Incentive Plan

from 10KSB ~5 pages Non-Compete Agreement

from 10KSB ~5 pages Non-Compete Agreement

from 10KSB ~50 pages Asset Purchase Agreement

from 10KSB ~10 pages Placement Agent's Agreement

from 10KSB ~10 pages Warrant to Purchase

from 10KSB ~10 pages Subscription Agreement

from 10QSB ~10 pages Warrant to Purchase

from 10QSB ~5 pages Material contract

from 10QSB ~10 pages Subscription Agreement

from 10KSB 1 page Letter Agreement

from 10KSB ~5 pages Letter of Intent

from 10KSB ~5 pages Amended and Restated Employment Agreement

from 10QSB ~10 pages Standstill Agreement

from 10KSB ~10 pages Warrant to Purchase Common Stock

from 10KSB ~10 pages 6% Convertible Debenture Due March 31, 2000

from 10KSB ~20 pages Offshore Securities Subscription Agreement

from 10QSB ~5 pages Employment Agreement