EXHIBIT 10.4


                              GALAXIS TECHNOLOGY AG
                                 PROMISSORY NOTE


Galaxis technology ag ("GALAXIS") Steinmetzstrasse 7, 23556 Lubeck, Germany, a
stock corporation organized under the laws of Germany, represented jointly by
its chief executive officers, Mr. Wilfried Klimek and Mr. Wolfgang Hopp,

has received a loan in the principal amount of


                                US$ 1,000,000.00
                       (One Million United States Dollars)
                             (the "UPFRONT PAYMENT")


from Distinctive Devices Inc. ("DDI"), One Bridge Plaza North, Suite 100, Fort
Lee, NJ 07024, USA, a Delaware Corporation.

The Upfront Payment has been made according to the terms and conditions of the
letter of intent (the "LETTER OF INTENT") signed by DDI and galaxis on October
7, 2003.


The Upfront Payment is subject to the following terms and conditions:

1    The Upfront Payment shall be used by galaxis to make an initial good faith
     payment to Vogt AG/Vogt electronics GmbH (the "VENDOR") [Please provide
     correct company name and address] to settle a (euro) 21.8 million account.
     It is intended to finally resolve the dispute by galaxis making a final
     settlement payment in the amount of (euro) 9.8 million to the Vendor. The
     Upfront Payment shall immediately be applied to that amount.

2    The interest to be paid on the Upfront Payment shall be twelve (12) % per
     annum.

3    The Upfront Payment shall be immediately due and repayable to DDI and its
     successors and assigns without any deduction or offset, together with the
     interest thereon accruing from the date of the execution of the Letter of
     Intent through the date of payment upon the first to occur of the following
     events: (i) the termination of the Letter of Intent pursuant to paragraph
     6.2 or paragraph 8 thereof, or (ii) the termination of the transaction
     agreement (the "TRANSACTION AGREEMENT") assuming its execution prior to the
     closing hereof with respect to the proposed acquisition of galaxis by DDI
     by way of merger, share exchange or other mutually agreed transaction
     structure (the "TRANSACTION"), regardless of the reasons for any such
     termination.

4    Any costs including but not limited to reasonable legal fees incurred by
     DDI in connection with the collection of the Upfront Payment shall be borne
     by galaxis.





5    The Promissory Note shall be held in escrow for DDI pending either (i) the
     closing of the Transaction in which event the Promissory Note will be
     delivered to galaxis, or (ii) the termination of the Letter of Intent or
     the Transaction Agreement according to their terms, in which event the
     Promissory Note shall be delivered to DDI.

     Pursuant to an escrow letter executed between galaxis and DDI, the escrow
     agent shall be Thelen, Reid & Priest LLP Attn.: Mr. Bruce Rich, Partner,
     875 Third Avenue, New York, New York, 10022.

6    Payments under the Promissory Note shall be made by galaxis to DDI's
     account at [please insert account information] in United States Dollars at
     such account or accounts in the United States of America as DDI shall from
     time to time designate in writing or as DDI may otherwise instruct galaxis
     in writing.

7    Whenever payments under the Promissory Note become due on a day which is
     not a business day in New York or Lubeck, such payment shall be made on the
     next succeeding business day without any additional interest on such
     amount.

8    Galaxis hereby expressly waives presentment, demand, protest or notice of
     any kind in connection with this Promissory Note and all defenses that
     might be made because of a failure to make presentment, demand or protest
     of this Promissory Note at the time of its maturity.

9    This Promissory Note constitutes a direct and unsecured obligation of
     galaxis and will rank pari passu with all other unsecured obligations of
     galaxis.

10   The failure of the holder of this Promissory Note to exercise any of its
     rights hereunder shall not constitute a waiver thereof in any instance.

11   The rights under this Promissory Note are transferable in whole but not in
     part for an unlimited number of times. In case of a transfer, DDI shall
     present and surrender this Promissory Note for cancellation and transfer
     duly endorsed or accompanied by a proper instrument of assignment and
     transfer.

12   This Promissory Note shall constitute a debt certificate ("Schuldschein")
     pursuant to article 952 of the German Civil Code ("Burgerliches
     Gesetzbuch") and shall be governed by, and construed in accordance with he
     laws of the Federal Republic of Germany.


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galaxis technology ag


By:    _______________________

Name:  Wilfried Klimek
Title: Chief Executive Officer


By:    _______________________

Name:  Wolfgang Hopp
Title: Chief Executive Officer


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