SECOND AMENDMENT AND EXTENSION
                               OF PROMISSORY NOTE


         THIS SECOND AMENDMENT AND EXTENSION OF PROMISSORY NOTE, effective as of
the 21st day of March, 1998, between LUNDGREN BROS. CONSTRUCTION, INC., a
Minnesota corporation (the "Borrower"), whose post office address is 935 East
Wayzata Boulevard, Wayzata, Minnesota 55391, and U.S. BANK NATIONAL ASSOCIATION,
a national banking association, formerly known as First Bank National
Association (the "Bank"), whose post office address is 601 Second Avenue South,
Minneapolis, Minnesota 55402-4302.

                              PRELIMINARY RECITALS:

         A. The Borrower has executed and delivered a Promissory Note dated
March 21, 1996 in the original principal amount of One Million and 00/100
Dollars ($1,000,000.00), made payable to the order of the Bank.

         B. The Note was amended and fully restated pursuant to the terms of an
Amendment and Restatement of Promissory Note dated March 21, 1997 (the
Promissory Note, as amended and fully restated, being hereinafter referred to as
the "Note").

         C. The parties hereto desire to further extend the term of the Note.

         NOW, THEREFORE, in consideration of the above recitals and other good
and valuable consideration, the receipt of which is hereby acknowledged, the
Borrower and the Bank do hereby agree as follows:

         1.       The date "March 21, 1998" located on the first line of the
                  amended and restated Note, which is the maturity date of the
                  Note, is hereby deleted and the date "May 31, 1999" is
                  inserted in lieu thereof.

         2.       Except as specifically modified hereby, all other terms,
                  conditions, promises, covenants and obligations contained in
                  the Note shall continue in full force and effect.

         IN WITNESS WHEREOF, the Borrower and the Bank have executed this Second
Amendment and Extension of Promissory Note effective as of the day and year
first above written.

         BORROWER:            LUNDGREN BROS. CONSTRUCTION, INC.,
                              a Minnesota corporation


                              By:_______________________________________________

                              Its:______________________________________________




             BANK:            U.S. BANK NATIONAL ASSOCIATION,
                              a national banking association, formerly known as
                              First Bank National Association


                              By:_______________________________________________

                              Its:______________________________________________





                              CONSENT OF GUARANTORS


         The undersigned, having each executed a separate Guaranty in favor of
U.S. Bank National Association, formerly known as First Bank National
Association, each dated March 21, 1996 (collectively referred to as the
"Guaranties"), hereby consent to the terms of the attached Second Amendment and
Extension of Promissory Note, and agree that (a) all indebtedness evidenced
thereby shall become part of the Indebtedness as that term is defined in the
Guaranties, and (b) the undersigned hereby jointly and severally ratify all of
their respective obligations under the terms of the Guaranties.

         Effective as of March 21, 1998.

                              --------------------------------------------------
                              Edmund Lundgren

                              --------------------------------------------------
                              Allan Lundgren

                              --------------------------------------------------
                              Peter Pflaum

                              --------------------------------------------------
                              Gerald Lundgren