DISPLAY TECHNOLOGIES INC
SUBORDINATED PROMISSORY NOTE
<DOCUMENT>
<TYPE>EX-10.153
<SEQUENCE>11
<FILENAME>ex153.txt
<DESCRIPTION>SUBORDINATED PROMISSORY NOTE
<TEXT>

                                                                  Exhibit 10.153





                          SUBORDINATED PROMISSORY NOTE

January 18, 2001                                                      $1,750,000

         FOR VALUE RECEIVED, the undersigned (hereinafter  collectively referred
to as  "Borrower")  promises  to pay to  the  order  of  RAYMOND  JAMES  CAPITAL
PARTNERS,  L.P. (hereinafter referred to as "Lender") at Lender's office located
at 880 Carillon Parkway, St. Petersburg,  Florida, or at such other place as the
holder  hereof may  designate,  the  principal  sum of One Million Seven Hundred
Fifty Thousand  Dollars  ($1,750,000.00),  or so much thereof as shall have been
advanced hereagainst and shall be outstanding, together with interest on so much
of the principal balance of this Note as may be outstanding and unpaid from time
to time,  calculated on the basis of a 360-day year and actual days elapsed,  at
the rate or rates per annum indicated below.

         This  Note is given by  Borrower  to  Lender  in  connection  with that
certain  Guaranty  Agreement  dated the date hereof  given by Lender in favor of
SouthTrust  (the  "Guaranty"),  pursuant to which Lender has guaranteed  certain
obligations  of Borrower to  SouthTrust  up to the maximum  principal  amount of
$1,750,000.  All amounts paid by Lender to SouthTrust  under the Guaranty  shall
constitute  advances by Lender to Borrower  under this Note and shall be owed to
Lender by Borrower.

         The principal  balance of this Note and all accrued  interest  shall be
payable in full on demand by Lender.

         The unpaid principal balance of this Note shall bear interest at a rate
per annum equal to two percentage  points (2.0%) above the Prime Rate as defined
herein.  As used  herein,  the term "Prime Rate" shall mean the rate of interest
announced by SouthTrust Bank, National Association ("SouthTrust"),  from time to
time as its "prime rate," "prime lending rate," "base rate" or similar reference
rate (any such rate  announced by SouthTrust  is a reference  rate only and does
not necessarily  represent the best or lowest rate actually charged by it to any
customer and  SouthTrust may make loans at rates of interest which are at, above
or below such reference  rate). In the event the Prime Rate is discontinued as a
standard,  the holder hereof shall  designate a comparable  reference  rate as a
substitute therefore. For purposes hereof, the Prime Rate in effect at the close
of business on the date of this Note shall be the Prime Rate  hereunder  for the
balance of such calendar  month,  and thereafter the Prime Rate in effect at the
close of business on the first  business day of SouthTrust of each full calendar
month  commencing  after the date of this Note  shall be the Prime Rate for that
entire calendar month.

         During  the  existence  of any Event of Default  under  this Note,  the
unpaid  principal and accrued  interest balance of this Note shall bear interest
on each day until paid at the higher of the Prime Rate (as adjusted  monthly) or
the interest  rate  otherwise in effect under this Note plus in either case,  in
Lender's discretion,  up to an additional two percentage points (2.0%), but only
to the extent that  payment of such  interest on such  principal  or interest is
enforceable under applicable law. All payments or prepayments on this Note shall
be applied,  first,  to interest  accrued on this Note  through the date of such
payment or prepayment and then to principal.

         This Note and Borrower's  indebtedness hereunder are secured by any and
all security  interests,  security titles or other liens which Lender may now or
hereafter  have or  acquire  in or to any  present  or future  real or  personal
property  assets of Borrower  whether  directly,  by  subrogation  or otherwise,
except to the extent that this Note and  Borrower's  indebtedness  hereunder are
expressly  excluded  from the  coverage  of any such lien under the terms of the
security  agreement,  security deed,  assignment,  mortgage or other  collateral
document which granted such lien.
<PAGE>

         Borrower may prepay the  principal  balance of this Note in whole or in
part without premium or penalty.

         The  occurrence  of  any  one or  more  of the  following  events  will
constitute a default by Borrower hereunder (hereinafter referred to as an "Event
of Default"):  (i) Borrower  fails to pay when due any amount payable under this
Note or  otherwise  fails to perform or breaches a covenant  in this Note;  (ii)
Borrower,  any guarantor of this Note or any other person directly or indirectly
liable for the  repayment of this Note  (Borrower  and all such  guarantors  and
other persons are herein  collectively  called the "Obligors") becomes insolvent
as defined in the Florida Uniform Commercial Code or makes an assignment for the
benefit  of  creditors,  or an action is  brought by any  Obligor  seeking  such
person's  dissolution  or  liquidation  of such  person's  assets or seeking the
appointment of a trustee,  interim trustee,  receiver or other custodian for any
of such person's  property,  or any Obligor commences a voluntary case under the
Federal  Bankruptcy  Code,  or a  reorganization  or  arrangement  proceeding is
instituted  by any  Obligor for the  settlement,  readjustment,  composition  or
extension of any of such person's debts upon any terms, or an action or petition
is otherwise brought by any Obligor seeking similar relief or alleging that such
person is insolvent  or unable to pay such  person's  debts as they  mature;  or
(iii) an action is brought against any Obligor seeking such person's dissolution
or  liquidation of any of such person's  assets or seeking the  appointment of a
trustee,  interim trustee,  receiver or other custodian for any of such person's
property,  and such action is consented to or acquiesced in by any Obligor or is
not dismissed  within sixty (60) days of the date upon which it was  instituted,
or a proceeding  under the Federal  Bankruptcy  Code is  instituted  against any
Obligor and an order for relief is entered in such proceeding or such proceeding
is consented to or  acquiesced  in by such  Obligor or is not  dismissed  within
sixty (60) days of the date upon which it was instituted, or a reorganization or
arrangement  proceeding  is instituted  against any Obligor for the  settlement,
readjustment,  composition  or extension of any of such person's  debts upon any
terms and such proceeding is consented to or acquiesced in by such Obligor or is
not dismissed  within sixty (60) days of the date upon which it was  instituted,
or an action or  petition is  otherwise  brought  against  any  Obligor  seeking
similar  relief or  alleging  that such person is  insolvent,  unable to pay his
debts as they  mature or  generally  not paying his debts as they become due and
such action or petition is consented to or  acquiesced  in by such Obligor or is
not dismissed within sixty (60) days of the date upon which it was brought.

         Upon the  occurrence  of an Event of  Default,  Lender,  at its option,
without demand or notice of any kind, may declare this Note  immediately due and
payable,  whereupon all outstanding  principal and accrued interest shall become
immediately due and payable; provided, however, that (a) if this Note is payable
on demand or on the earlier of demand or an alternative  maturity date, then the
occurrence of an Event of Default shall not be a condition precedent to Lender's
exercise of its unqualified  right to demand  immediate  payment in full of this
Note at any time and (b) upon the  occurrence of any Event of Default  described
in clause (ii) or (iii) above, this Note, without demand,  notice or declaration
by  Lender of any kind,  shall  automatically  and  immediately  become  due and
payable.

         Notwithstanding  anything contained herein to the contrary,  no payment
under this Note shall be made or given by the Borrower nor  received,  accepted,
or  retained  by the  Lender  until the  Senior  Debt  (defined  below) has been
indefeasibly  paid in full.  Should any payment  prohibited by this paragraph be
received by Lender,  Lender  forthwith  shall deliver such payment to the Senior
Creditor (defined below) (with the endorsement of the Lender where necessary for
the  collection  thereof by the Senior  Creditor) for  application on the


                                      -2-
<PAGE>

Senior Debt, and Lender agrees that,  until so delivered,  such payment shall be
deemed  received  by Lender as agent for the Senior  Creditor  and such  payment
shall be held in  trust by  Lender  as  property  of the  Senior  Creditor.  The
provisions of this paragraph  shall  continue to be effective  regardless of the
solvency or insolvency, the liquidation,  or the dissolution, of the Borrower or
Lender,  and  regardless  of the  institution  of bankruptcy  proceedings  by or
against,  the  appointment of a receiver or trustee for, or the  reorganization,
merger,  consolidation,  or  similar  change  of, the  Borrower  or Lender.  For
purposes of this Note, "Senior Creditor" shall mean SouthTrust or any subsequent
holder of the Senior  Debt,  and  "Senior  Debt"  shall  mean all  indebtedness,
obligations,  or  liabilities  which  are  owed by the  Borrower  to the  Senior
Creditor  under that certain Loan and  Security  Agreement  dated as of the date
hereof, as amended,  restated,  supplemented or otherwise  modified from time to
time.

         In case this Note is  collected by or through an  attorney-at-law,  all
costs of such collection incurred by the Lender, including reasonable attorney's
fees actually incurred by Lender, shall be paid by Borrower.

         In no event shall the amount or rate of interest due and payable  under
this Note exceed the maximum  amount or rate of interest  allowed by  applicable
law and, in the event any such excess payment is made by Borrower or received by
Lender,  such excess sum shall be credited as a payment of  principal  (or if no
principal shall remain  outstanding,  shall be refunded to Borrower).  It is the
express intent hereof that Borrower not pay and Lender not receive,  directly or
indirectly  or in any  manner,  interest in excess of that which may be lawfully
paid under  applicable law. All interest  (including all charges,  fees or other
amounts  deemed to be interest)  which is paid or charged under this Note shall,
to the maximum extent  permitted by applicable law, be amortized,  allocated and
spread  on a pro rata  basis  throughout  the  actual  term of this Note and any
extension or renewal hereof.

         Time is of the  essence  of this  Note.  Demand,  presentment,  notice,
notice of demand, notice for payment,  protest and notice of dishonor are hereby
waived by each and every  maker,  guarantor,  surety and other  person or entity
primarily  or  secondarily  liable on this Note.  Lender  shall not be deemed to
waive any of its rights  under this Note  unless  such  waiver be in writing and
signed by Lender. No delay or omission by Lender in exercising any of its rights
under this Note shall operate as a waiver of such rights and a waiver in writing
on one occasion  shall not be construed as a consent to or a waiver of any right
or remedy on any future occasion.

         This Note shall be governed by and construed and enforced in accordance
with the laws of the State of Florida (without giving effect to its conflicts of
law rules).  Whenever possible, each provision of this Note shall be interpreted
in such manner as to be  effective  and valid under  applicable  law, but if any
provision of this Note shall be prohibited by or invalid under  applicable  law,
such provision  shall be ineffective  only to the extent of such  prohibition or
invalidity,  without  invalidating  the  remainder  of  such  provision  or  the
remaining provisions of this Note.

         Words importing the singular number  hereunder shall include the plural
number and vice versa,  and any pronoun used herein shall be deemed to cover all
genders. Without limiting the generality of the foregoing,  should more than one
person  execute  this Note as maker,  the word  "Borrower"  as used herein shall
include all such persons  collectively  and each such person  individually,  and
each Borrower shall be jointly and severally liable hereunder.  "Person" as used
herein means any individual,  corporation,  partnership,  joint venture, limited
liability company,  association,  joint stock company, trust or other entity, or
any government or any agency or political subdivision thereof. The word "Lender"


                                      -3-
<PAGE>

as used herein shall include transferees,  successors and assigns of Lender, and
all rights of Lender  hereunder  shall inure to the benefit of its  transferees,
successors and assigns.  All  obligations of Borrower  hereunder shall bind such
Person's heirs, legal representatives, successors and assigns.

         BORROWER HEREBY WAIVES,  TO THE FULLEST EXTENT  PERMITTED BY APPLICABLE
LAW,  ANY RIGHT  BORROWER MAY HAVE UNDER ANY  APPLICABLE  LAW TO A TRIAL BY JURY
WITH  RESPECT TO ANY SUIT OR LEGAL  ACTION  WHICH MAY BE COMMENCED BY OR AGAINST
LENDER CONCERNING THE  INTERPRETATION,  CONSTRUCTION,  VALIDITY,  ENFORCEMENT OR
PERFORMANCE  OF THIS NOTE OR ANY  OTHER  AGREEMENT  OR  INSTRUMENT  EXECUTED  IN
CONNECTION HEREWITH.  IN THE EVENT ANY SUCH SUIT OR LEGAL ACTION IS COMMENCED BY
LENDER,  BORROWER HEREBY EXPRESSLY AGREES,  CONSENTS AND SUBMITS TO THE PERSONAL
JURISDICTION  OF ANY  STATE OR  FEDERAL  COURT  SITTING  IN THE  COUNTY IN WHICH
LENDER'S  ADDRESS  SHOWN  ABOVE IS  LOCATED  WITH  RESPECT TO SUCH SUIT OR LEGAL
ACTION,  AND THE BORROWER ALSO EXPRESSLY CONSENTS AND SUBMITS TO AND AGREES THAT
VENUE IN ANY SUCH SUIT OR LEGAL  ACTION IS PROPER IN SAID  COURTS AND COUNTY AND
THE  BORROWER  HEREBY  EXPRESSLY  WAIVES  ANY  AND  ALL  PERSONAL  RIGHTS  UNDER
APPLICABLE  LAW OR IN EQUITY TO  OBJECT  TO THE  JURISDICTION  AND VENUE IN SAID
COURTS  AND  COUNTY.  THE  JURISDICTION  AND VENUE OF THE COURTS  CONSENTED  AND
SUBMITTED  TO AND  AGREED  UPON IN THIS  PARAGRAPH  ARE  NOT  EXCLUSIVE  BUT ARE
CUMULATIVE  AND IN  ADDITION  TO THE  JURISDICTION  AND VENUE OF ANY OTHER COURT
UNDER ANY APPLICABLE LAWS OR IN EQUITY.


                  [Remainder of page intentionally left blank]

                                      -4-
<PAGE>

         SIGNED AND DELIVERED by the undersigned Borrower as of the day and year
first above set forth in Atlanta, Georgia.

                                      BORROWER:

                                      DISPLAY TECHNOLOGIES, INC.,
                                      a Nevada corporation


                                      By:  /s/ J. William Brandner
                                         ---------------------------------------
                                      Name:    J. William Brandner
                                      Its:     President


                                      DON BELL INDUSTRIES, INC.,
                                      a Florida corporation


                                      By:   /s/ J. William Brandner
                                         ---------------------------------------
                                      Name:    J. William Brandner
                                      Its:     Chairman


                                      J. M. STEWART MANUFACTURING, INC.,
                                      a Florida corporation


                                      By:   /s/ J. William Brandner
                                         ---------------------------------------
                                      Name:    J. William Brandner
                                      Its:     President


                                      LA-MAN CORPORATION,
                                      a Nevada corporation


                                      By:  /s/ J. William Brandner
                                         ---------------------------------------
                                      Name:    J. William Brandner
                                      Its:     Chairman



                                      -5-
<PAGE>



                                      J. M. STEWART CORPORATION,
                                      a Florida corporation


                                      By:  /s/ J. William Brandner
                                         ---------------------------------------
                                      Name:    J. William Brandner
                                      Its:     Vice President


                                      J. M. STEWART INDUSTRIES, INC.,
                                      a Florida corporation


                                      By:  /s/ J. William Brandner
                                         ---------------------------------------
                                      Name:    J. William Brandner
                                      Its:     Vice President


                                      VISION TRUST MARKETING, INC.,
                                      a Florida corporation


                                      By: /s/ J. William Brandner
                                         ---------------------------------------
                                      Name:    J. William Brandner
                                      Its:     President


                                      LOCKWOOD SIGN GROUP, INC.
                                      a Florida corporation


                                      By:   /s/ J. William Brandner
                                         ---------------------------------------
                                      Name:    J. William Brandner
                                      Its:     Chairman


                                      AMERIVISION OUTDOOR, INC.,
                                      a Florida corporation


                                      By: /s/ Todd D. Thrasher
                                         ---------------------------------------
                                      Name:    Todd D. Thrasher
                                      Its:     Vice President




                                      -6-

</TEXT>
</DOCUMENT>
