TOWER TECH, INC. LOCAL FEDERAL BANK, F.S.B. Loan Number _______________ RR #3 P O BOX 1838 3601 N.W. 63RD STREET Date JUNE 10, 1998 CHICKASHA OK 73023 OKLAHOMA CITY, OK 73116 Maturity Date JUNE 10, 2003 Loan Amount $ 135, 500.00 Renewal Of...

Exhibit 10.24

TOWER TECH, INC.        LOCAL FEDERAL BANK, F.S.B.   Loan Number _______________
RR #3 P O BOX 1838      3601 N.W. 63RD STREET        Date JUNE 10, 1998
XXXXXXXXX XX 00000      XXXXXXXX XXXX, XX 00000      Maturity Date JUNE 10, 2003
                                                     Loan Amount $ 135, 500.00
                                                     Renewal Of ________________

XXXXXXXX'S NAME AND ADDRESS XXXXXX'S NAME AND ADDRESS
"I" includes each borrower  "You" means the lender, its
above, joint and severally.  successors and assigns.

For value  received,  I promise to pay to you,  or your order,  at your  address
listed above the PRINCIPAL sum of ONE HUNDRED  THIRTY FIVE THOUSAND FIVE HUNDRED
AND NO/100* ** * * Dollars $ 135,500.00 XX Single Advance: I will receive all of
this  principal sum on JUNE 10, 1998. No  additional  advances are  contemplated
under this note.

__ Multiple  Advance:  The  principal  sum shown above is the maximum  amount of
principal   I  can   borrow   under   this   note.   On   ______________________
________________  I will receive the amount of  $_______________________________
and future principal advances are contemplated.

Conditions: The conditions for future advances are _____________________________

__Open End Credit: You and I agree that I may borrow up to the maximum amount of
principal  more than one lime.  This feature is subject to all other  conditions
and expires on ________________________

___Closed  End Credit:  You and I agree that I may borrow up to the maximum only
one time land subject to all other conditions).

INTEREST: I agree to pay interest on the outstanding principal balance from JUNE
10, 1998 at the rate of 8.250 % per year until JUNE 10, 2003.
               --------------

__Variable Rate:  This rate may then change as stated below.

__Index Rate: The future rate will be_______the following index rate: _________.

__No  Index:  The future  rate will not be subject to any  internal  or external
index. It will be entirely in your control.

__Frequency  and  Timing:  The  rate  on  this  note  may  change  as  often  as
___________________________  A change in the  interest  rate  will  take  effect
_________________________________________________

__Limitations: During the term of this loan, the applicable annual interest rate
will   not   be   more    than    _________________________%    or   less   than
_________________________    %.   The   rate   may   not   change    more   than
_________________________ % each_________________________.

Effect of Variable  Rate: A change in the interest  rate will have the following
effect on the payments:

__The amount of each scheduled payment will change.

__The amount of the final payment will change.

--  ------------------------------------------------------------

ACCRUAL METHOD: Interest will be calculated on an ACTUAL/365 basis.

POST MATURITY  RATE: I agree to pay interest on the unpaid  balance of this note
owing after maturity, and until paid in full, as stated below:

XX on the same  fixed or  variable  rate  basis in effect  before  maturity  (as
indicated above). __at a rate equal to __________
XX LATE CHARGE:
If a payment  is made more than 15 days  after it is due,  I agree to pay a late
charge of 5.000% OF THE LATE  PAYMENT.
XX  ADDITIONAL  CHARGES:  In addition to
interest,  I agree to pay the following charges which __ are __ are not included
in the principal amount above:

PAYMENTS:  I agree to pay this note as follows:

__Interest:  I agree to pay accrued interest ___________________________________

__Principal:  I agree to pay the principal _____________________________________

XX Installments: I agree to pay this note in 60 payments. The first payment will
be in the  amount of  $2,764.26  and will be due JULY 10,  1998.  A  payment  of
$2,764.26  will be due ON THE  10TH  DAY OF EACH  MONTH  thereafter.  The  final
payment of the entire  unpaid  balance of principal  and interest will be due on
JUNE 10, 2003.

ADDITIONAL TERMS:




PURPOSE: The purpose of this loan is BUSINESS:
PURCHASE USED THERMOFORMER AND BLOWER

XX SECURITY:  This note is separately  secured by (describe separate document by
type   and   date):    1989   XXXX    MODEL    125FI'    THERMOFORMER    SERIAL#
______________________________USED   1989   CUMBERLAND   1426  20HP  BLOWER  AND
DISCHARGE.

SIGNATURES:  I AGREE TO THE  TERMS OF THIS NOTE  (INCLUDING  THOSE ON PAGE 2). I
have received a copy on today's date.

TOWER TECH, INC.

BY:    XXXXXXX X. XXXXXXXX, CFO
       ________________________

       Xxxxxxx X. Xxxxxxxx

Signature for Lender

       XXXXXX X. XXXXXXX
       _________________

       Xxxxxx X. Xxxxxxx





DEFINITIONS:  As used on page 1, "X" means the terms  that  apply to this  loan.
"I," "me" or "my" means each  Borrower who signs this note and each other person
or legal entity (including  guarantors,  endorsers,  and sureties) who agrees to
pay this note (together  referred to as "us").  "You" or "your" means the Lender
and its  successors and assigns.  APPLICABLE  LAW: The law of the State in which
you are located  will govern this note.  Any term of this note which is contrary
to applicable  law will not be  effective,  unless the law permits you and me to
agree to such a variation. If any provision of this agreement cannot be enforced
according  to its terms,  this fact will not affect  the  enforceability  of the
remainder of this  agreement.  No  modification  of this  agreement  may be made
without your express written consent. T ime is of the essence in this agreement.
PAYMENTS:  Each  payment I make on this note will first  reduce the amount I owe
you for charges which are neither interest nor principal.  The remainder of each
payment will then reduce accrued unpaid interest, and then unpaid principal.  If
you and I agree to a different  application  of payments,  we will  describe our
agreement  on this note.  I may prepay a part of, or the entire  balance of this
loan  without  penalty,  unless we specify  to the  contrary  on this note.  Any
partial  prepayment will not excuse or reduce any later scheduled  payment until
this note is paid in full (unless,  when I make the prepayment,  you and I agree
in  writing  to the  contrary).  INTEREST:  Interest  accrues  on the  principal
remaining  unpaid  from  time to time,  until  paid in full.  If I  receive  the
principal  in more than one advance,  each  advance will start to earn  interest
only when I receive the advance. The interest rate in effect on this note at any
given  time  will  apply  to  the  entire  principal   advanced  at  that  time.
Notwithstanding  anything to the contrary,  I do not agree to pay and you do not
intend to charge any rate of interest  that is higher  than the maximum  rate of
interest you could charge under  applicable law for the extension of credit that
is agreed to here (either before or after  maturity).  If any notice of interest
accrual is sent and is in error,  we  mutually  agree to correct  it, and if you
actually collect more interest than allowed by law and this agreement, you agree
to refund it to me.  INDEX  RATE:  The index  will  serve  only as a device  for
setting the rate on this note. You do not guarantee by selecting this index,  or
the  margin,  that the rate on this note will be the same rate you charge on any
other  loans or class of loans to me or other  borrowers.  ACCRUAL  METHOD:  The
amount of  interest  that I will pay on this loan will be  calculated  using the
interest rate and accrual  method stated on page 1 of this note. For the purpose
of interest calculation, the accrual method will determine the number of days in
a "year."  If no  accrual  method  is  stated,  then you may use any  reasonable
accrual  method for  calculating  interest.  POST MATURITY RATE: For purposes of
deciding  when the "Post  Maturity  Rate"  (shown on page 11  applies,  the term
"maturity" means the date of the last scheduled  payment  indicated on page 1 of
this note or the date you accelerate payment on the note,  whichever is earlier.
SINGLE  ADVANCE  LOANS:  If this is a single advance loan, you and I expect that
you will make only one advance of principal.  However, you may add other amounts
to the principal if you make any payments  described in the "PAYMENTS BY LENDER"
paragraph below. MULTIPLE ADVANCE LOANS: If this is a multiple advance loan, you
and I expect that you will make more than one advance of  principal.  If this is
closed end  credit,  repaying  a part of the  principal  will not  entitle me to
additional  credit.  PAYMENTS  BY LENDER:  If you are  authorized  to pay, on my
behalf,  charges I am  obligated to pay (such as property  insurance  premiums),
then you may treat those  payments  made by you as advances  and add them to the
unpaid  principal  under this note, or you may demand  immediate  payment of the
charges.  SET-OFF: I agree that you may Set off any amount due and payable under
this note against any right I have to receive money from you.
    "Right to receive money from you," means:
    (1) any deposit account balance I have with you;
    (2) any money owed to me on an item  presented to you or in your  possession
    for  collection  or  exchange;  and (3) any  repurchase  agreement  or other
    nondeposit  obligation.  "Any amount due and payable  under this note" means
    the total amount of which you are entitled to demand payment under the terms
    of this note at the time you Set off.  This total  includes  any balance the
    due date for which you properly  accelerate  under this note. If my right to
    receive  money from you is also  owned by someone  who has not agreed to pay
    this note, your right of set-off will apply to my interest in the obligation
    and to any other amounts I could withdraw on my sole request or endorsement.
    Your right of set-off does not apply to an account or other obligation where
    my  rights  are only as a  representative.  It also  does  not  apply to any
    Individual Retirement Account or other tax-deferred  retirement account. You
    will not be liable for the  dishonor of any check when the  dishonor  occurs
    because you set off this debt  against any of my  accounts.  I agree to hold
    you harmless  from any such claims  arising as a result of your  exercise of
    your right of set-off.
REAL ESTATE OR RESIDENCE  SECURITY:  If this note is secured by real estate or a
residence  that is  personal  properly,  the  existence  of a  default  and your
remedies for such a default will be determined  by applicable  law, by the terms
of any Separate instrument creating the security interest and, to the extent not
prohibited  by law  and not  contrary  to the  terms  of the  separate  security
instrument, by the "Default" and Remedies" paragraphs herein. DEFAULT: I will be
in  default  if any  one or more of the  following  occur:  (1) I fail to make a
payment on time or in the amount due; (2) I fail to keep the  property  insured,
if required;  (3) I fail to pay, or keep any promise, on any debt or agreement I
have with you; (4) any other creditor of mine attempts to collect any debt I owe
him through  court  proceedings;  (5) I die, am  declared  incompetent,  make an
assignment for the benefit of creditors,  or become insolvent (either because my
liabilities exceed my assets or I am unable to pay my debts as they become due);
(6) I make any written  statement or provide any financial  information  that is
untrue  or  inaccurate  at the  time  it was  provided;  (7) 1 do or  fail to do
something which causes you to believe that you will have  difficulty  collecting
the amount xxxx you; (8) any  collateral  securing this note is used in a manner
or for a purpose which threatens confiscation by a legal authority; (9) I change
my name or assume an additional  name without first  notifying you before making
such a change;  (10) I fail to plant,  cultivate and harvest crops in due season
if I am a producer of crops;  (11) any loan proceeds are used for a purpose that
will  contribute  to  excessive  erosion  of  highly  erodible  land  or to  the
conversion  of  wetlands  to  produce  an  agricultural  commodity,  as  further
explained  in 7 C.F.R.  Part 1940,  Subpart G, Exhibit M.  REMEDIES:  If I am in
default on this note you have, but are not limited to, the following remedies:
(1)  You  may  demand  immediate  payment  of  all I owe  you  under  this  note
     (principal, accrued unpaid interest and other accrued charges)
(2)  You may set off this debt  against any right I have to the payment of money
     from you, subject to the terms of the "Set-Off" paragraph herein.
(3)  You may demand security,  additional security,  or additional parties to be
     obligated to pay this note as a condition for not using any other remedy.
(4)  You may refuse to make advances to me or allow purchases on credit by me.
(5)  You may use any remedy you have under state or federal  law.  By  selecting
     any one or more of these  remedies  you do not give up your  right to later
     use any other  remedy.  By  waiving  your right to declare an event to be a
     default,  you do not  waive  your  right to later  consider  the event as a
     default if it continues or happens again.

COLLECTION  COSTS AND  ATTORNEY'S  FEES: I agree to pay all costs of collection,
replevin or any other or similar  type of cost if I em in default.  In addition,
if you hire an  attorney to collect  this note,  I also agree to pay any fee you
incur with such attorney  plus court costs (except where  prohibited by law). To
the extent  permitted by the United States  Bankruptcy Code, I also agree to pay
the  reasonable  attorney's  fees and costs you  incur to  collect  this debt as
awarded by any court exercising jurisdiction under the Bankruptcy Code.

WAIVER:  I give up my rights to  require  you to do certain  things.  I will not
require you to:
(1)  demand payment of amounts due (presentment);
(2)  obtain official certification of nonpayment (protest); or
(3)  give notice that  amounts due have not been paid  (notice of  dishonor).  I
     waive any defenses I have based on suretyship or impairment of collateral.

OBLIGATIONS INDEPENDENT:  I understand that I must pay this note even if someone
else has also agreed to pay it (by, for example, signing this form or a separate
guarantee or endorsement). You may sue me alone, or anyone else who is obligated
on this note, or any number of us together,  to collect this note. You may do so
without  any  notice  that it has not been paid  (notice of  dishonor).  You may
without notice release any party to this agreement  without  releasing any other
party. If you give up any of your rights,  with or without  notice,  it will not
affect my duty to pay this note.  Any  extension  of new credit to any of us, or
renewal  of this note by all or less than all of us will not  release me from my
duty to pay it. (Of  course,  you are  entitled  to only one payment in full.) I
agree that you may at your option  extend this note or the debt  represented  by
this note,  or any portion of the note or debt,  from time to time without limit
or notice and for any term without  affecting  my  liability  for payment of the
note. I will not assign my obligation  under this  agreement  without your prior
written approval. 

CREDIT INFORMATION: I agree and authorize you to obtain credit
information  about me from time to time (for  example,  by  requesting  a credit
report) and to report to others your credit experience with me (such as a credit
reporting agency). I agree to provide you, upon request, any financial statement
or information you may deem necessary.  I warrant that the financial  statements
and information I provide to you are or will be accurate,  correct and complete.

NOTICE:  Unless  otherwise  required by law,  any notice to me shall be given by
delivering  it or by mailing it by first class mail  addressed to ome at my last
known address. My current address is on page 1. I agree to inform you in writing
of any change in my  address.  I will give any notice to you by mailing it first
class  to your  address  stated  on page 1 of this  agreement,  or to any  other
address that you have designated.