EXHIBIT 10.2

                                 REVOLVING NOTE

$45,000,000.00                                        Dated:  September 5, 2003
Indianapolis, Indiana                                 Due:  July 15, 2004

                  FOR VALUE RECEIVED, on or before July 15, 2004, INDIAN-MARTIN,
INC., a corporation organized and existing under the laws of the State of Nevada
("COMPANY"), unconditionally promises to pay to the order of BANK ONE, NATIONAL
ASSOCIATION, a national banking association ("BANK"), at Bank One Tower, Mail
Code IN 1-0046, 111 Monument Circle, Indianapolis, Indiana 46277, or such other
place as Bank may designate by written notice to Company, the principal sum of
Forty-five Million Dollars and 00/100 ($45,000,000.00), or so much of such
amount as may be disbursed by Bank as Advances made on the Loan under the terms
of the Credit Agreement (as hereinafter defined), together with interest thereon
at the rates and calculated as provided in the Credit Agreement. Interest
accruing on the principal balance of this Note outstanding from time to time
shall be due and payable by Company in accordance with the terms of the Credit
Agreement on such dates as are established therein. All amounts paid on this
Note shall be applied in accordance with the terms of the Credit Agreement.

                  This Note is the "Note" referred to in the Credit Agreement,
to which reference is made for the conditions and procedures under which
Advances, payments, readvances and repayments may be made prior to the maturity
of this Note, for the terms upon which Company may make prepayments from time to
time and at any time prior to the maturity of this Note and the terms of any
prepayment premiums, penalties and other charges which may be due and payable in
connection therewith, and for the terms and conditions upon which the maturity
of this Note may be accelerated and the unpaid balance of principal and accrued
interest thereon declared immediately due and payable.

                  If any installment of principal or interest due under the
terms of this Note prior to maturity is not paid in full within ten (10) days of
the date when due, then Bank at its option and without prior notice to Company,
may assess a late payment fee in an amount equal to Five Percent (5%) of the
amount past due up to the maximum of $1,500.00 per late charge. Each late
payment fee assessed shall be due and payable on the earlier of the next
regularly scheduled interest payment date or the maturity of this Note. Waiver
by Bank of any late payment fee assessed, or the failure of Bank in any instance
to assess a late payment fee shall not be construed as a waiver by Bank of its
right to assess late payment fees thereafter.

                  If any installment of interest due under the terms of this
Note falls due on a day which is not a Banking Day, the due date shall be
extended to the next succeeding Banking Day and interest will be payable at the
applicable rate for the period of such extension.

                  All amounts payable under this Note shall be payable without
relief from valuation and appraisement laws, and with all collection costs and
attorneys' fees.

                  The holder of this Note, at its option, may make extensions of
time for payment of the indebtedness evidenced by this Note, or approve
reductions of the payments thereon, release



any Collateral securing payment of such indebtedness or accept a renewal Note or
Notes therefor, all without notice to Company or any endorser(s), and Company
and all endorsers hereby severally consent to any such extensions, reductions,
releases and renewals, all without notice, and agree that any such action shall
not release or discharge any of them from any liability hereunder. Company and
endorser(s), jointly and severally, waive demand, presentment for payment,
protest, notice of protest and notice of nonpayment or dishonor of this Note and
each of them consents to all extensions of the time of payment thereof.

                  As used in this Note, the term "Credit Agreement" means that
certain Credit Agreement, dated as of even date herewith, by and between Company
and Bank, as the same hereafter may be amended, modified and/or restated from
time to time and at any time. Terms which are defined in the Credit Agreement
and which are not otherwise defined in this Note shall have the same meanings in
this Note as are ascribed to them in the Credit Agreement. The principal amount
of this Note outstanding from time to time shall be determined by reference to
the books and records of Bank on which shall be recorded each Advance under the
Loan evidenced by this Note, and all payments by Company on account of such
Loan. Such books and records shall be deemed prima facia to be correct as to
such matters, absent demonstrative or manifest error.

                  This Note is made under and will be governed in all cases by
the substantive laws of the State of Indiana without reference to the conflicts
of laws rules or principles of any jurisdiction.

                              INDIAN-MARTIN, INC., a corporation organized
                              and existing under the laws of the State of Nevada

                              By:_______________________________________________

                              __________________________________________________
                                        (Printed Name and Title)

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