WITNESSETH

                                                                   EXHIBIT 10.25
             
                     PROMISSORY NOTE MODIFICATION AGREEMENT

     This Agreement made and entered into in Titusville,  Florida this 15 day of
December,  1997 by and between First Choice Auto Finance,  Inc. and Smart Choice
Holdings,  Inc. as makers of a promissory  note and Suncoast Auto Brokers,  Inc.
and Suncoast Auto Brokers Enterprises, Inc. as payees of said promissory note.

                                   WITNESSETH

     WHEREAS,  On or about January 28, 1997 First Choice Auto Finance,  Inc. and
Smart Choice  Holdings,  Inc.  executed and  delivered to Suncoast Auto Brokers,
Inc.  and  Suncoast  Auto Brokers  Enterprises,  Inc. a  promissory  note in the
principal  amount of  $1,031,008.36  that accrues interest at the annual rate of
nine percent (9.0%) and is payable in full no later than December 31, 1997. Said
promissory note, at the option of the payees, provides for a stock conversion at
a per share price of $8.75.

     WHEREAS,  As an accommodation to all of the parties to said promissory note
all said parties have agreed to modify certain terms thereof.

     NOW, THEREFORE,  for and in consideration the mutual covenants and promises
and ten dollars ($10.00) and other good and valuable  consideration  the receipt
and  sufficiency  of which is hereby  acknowledged,  the parties hereto agree as
follows:

1.   All accrued interest on said promissory note has been paid through the date
     of this modification agreement.

2.   The principal balance of said note is one million thirty one thousand eight
     dollars and thirty six cents ($1,031,008.36).

3.   Interest on this principal balance shall accrue from the date hereof at the
     presently  existing rate, but effective  January 1, 1998 and thereafter the
     interest rate on all unpaid  principal  shall be increased to a new rate of
     twelve percent per annum (12%). 4. All interest accruing  subsequent to the
     date of this Modification  Agreement shall be paid monthly on the fifteenth
     (15th) beginning January 15, 1998 and on the fifteenth (15th) of each month
     thereafter until the principal balance is paid in full.

5.   The date on which payment in full of the principal  balance of this note is
     due shall be extended  to the  earlier of: (i) fifteen  (15) days after the
     date on which the maker of the note and/or any of its corporate  affiliates
     shall consummate an underwritten  public offering of its equity  securities
     under which at least twenty million dollars ($20,000,000) in gross proceeds
     is raised, or (ii) January 15, 1999.

6.   The stock  Conversion  Price set at eight  dollars and  seventy  five cents
     ($8.75) in paragraph 3(b) of the said  promissory note is hereby changed to
     include  an  alternate  conversion  price of the  lesser of : (I) the eight
     dollars and seventy five cents ($8.75) as stated above,  or (ii) the market
     price of the stock at the time of conversion.


7.   In all other respects the terms and conditions of the said January 28, 1997
     promissory note shall remain unchanged and reaffirmed.

FIRST CHOICE AUTO FINANCE, INC.
By:  /s/ Xxxxxx X. Xxxx
As its:  Senior Vice President

SMART CHOICE HOLDINGS, INC.
By:  /s/ Xxxxxx X. Xxxx
As its:  Senior Vice President


SMART CHOICE AUTOMOTIVE GROUP, INC.
By:  /s/ Xxxxxx X. Xxxx
As its:  Senior Vice President

SUNCOAST AUTO BROKERS, INC.
By:  /s/ Xxxx X. Xxxxx
As its:  President

SUNCOAST AUTO BROKERS ENTERPRISES, INC.
By:  /s/ Xxxx X. Xxxxx
As its:  President