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                                  EXHIBIT 10.42

                                 PROMISSORY NOTE

$41,250.00      Cincinnati             Ohio    October 31, 2000
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  Amount           City                State          Date

                  In consideration of value received, the undersigned promises
to pay, in lawful money of the United States of America, on demand to the order
of Cadre Computer Resources, Inc., a Delaware corporation, at its offices
located at 2600 Chemed Center, 255 East Fifth Street, Cincinnati, Ohio 45202,
the principal sum of Forty-One Thousand Two Hundred Fifty Dollars ($41,250.00)
plus interest.

                  Interest shall accrue and be payable annually on the last day
of each year at the short term semi-annual Applicable Federal Rate as published
by the Internal Revenue Service, currently 6.27%, until this Note, together with
all accrued interest, be paid in full.

                  Any payment hereon shall be applied first to the payment of
any interest which may then be due and unpaid and the balance thereof to the
repayment of the said principal amount.

                  This Note shall be and become immediately due and payable at
the option of the holder without any demand or notice upon the first to occur of
the following: (1) the holder deems itself insecure, (2) the death, insolvency,
assignment for the benefit of creditors, or the commencement of any bankruptcy
or insolvency proceedings of or against the undersigned, or (3) upon termination
of employment of the undersigned with Cadre Computer Resources, Inc. or its
affiliates for any reason.

                  The undersigned agrees to pay all costs of collection which
may be incurred should suit be instituted.

                  The waiver of any provision, term or condition of this Note
shall not be taken to be a waiver of any subsequent breach of the same or any
other provision, term or condition.

                  The undersigned hereby waives presentment, demand, notice of
dishonor, protest and notice of nonpayment and protest.


                                                -------------------------------
Witness:                                        Sandra E. Laney

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