PROMISSORY NOTE
                                 TAMPA, FLORIDA
                         WITH BALLOON PAYMENT PROVISION

$40,000.00                                                        April 23, 2001

         FOR VALUE RECEIVED the undersigned Yseek, Inc., a Florida  corporation,
"Maker"  promises to pay to the order of Dave  Marshlack, the  principal  sum of
Forty Thousand ($40,000.00) as follows:

         With  interest  at the rate of 14% per  annum  payable  in one  balloon
         payment of principal and accrued interest, of $46,500.00,  due on April
         22, 2002,  payable at 825 Capri  Boulevard,  Treasure  Island,  Florida
         33706.

         Any payment  hereunder  shall be applied first to principal and then to
interest.  In the event that a payment is not received  when due, then this note
shall be in default. On a default in payment the holder of this note may without
notice or demand  accelerate  the balance due under this note and demand payment
in full.  On a default  in  payment  all  persons  liable  herein,  jointly  and
severally  waive,  protest  and agree to pay all  expenses  of  collection  with
reasonable  attorney's  fees,  including  appellate  proceedings  or  bankruptcy
proceedings.  The holder may forbear and enforce defaults and extend the time of
any payment without notice and without discharging or affecting the liability of
any person  liable  hereon.  Upon  default in payment of amounts  due under this
note, all unpaid amounts shall bear interest at the maximum rate allowed by law.
Time is of the essence.

         The Maker and all  sureties,  guarantors,  and  endorsers  jointly  and
severally waive demand and presentment for payment,  notice of dishonor,  notice
of nonpayment,  notice of protest and protest;  and all other notices or demands
in connection with the delivery, acceptance,  performance, default, endorsement,
or guaranty of this Note.

         Each party, including the Maker and any endorser, surety, or guarantor,
waives  all right to trial by jury in any  action or  proceeding  instituted  in
respect to this Note.

         Maker  shall  have the  right to prepay  said note at any time  without
penalty.

         Whenever used herein, the terms "holder", "maker", and "payee" shall be
construed in the singular or plural as the context may require or admit.

         This Note shall be  construed  under the laws of the State of  Florida,
including the Uniform  Commercial  Code, as enacted and in force in the State of
Florida. The Maker and endorser of this Note accept,  submit, and consent to the
jurisdiction  of the state and  federal  courts in the State of  Florida  in any
action arising out of or connected  with the collection of the debt  represented
by this Note.

         The Maker and endorsers waive presentment,  demand, notice of dishonor,
protest, and notice of nonpayment and protest.

/s/ Bruce C. Hammil

- --------------------------------
Yseek, Inc.,- Maker
By its President, Bruce C. Hammil