Exhibit 10.13


                   CONSOLIDATED PROMISSORY NOTE--FIXED PAYMENT
                              NON-INTEREST BEARING


$176,636                                                  NON-INTEREST BEARING


This note, effective as of November 1, 1998, memorializes the terms of an
agreement between Phil Card hereinafter "Borrower" and TomaHawk II, Inc.
hereinafter "Lender".

For value received, in the amount of One Hundred Seventy Six Thousand Six
Hundred and Thirty Six Dollars and no cents ($176,636), which the undersigned
Borrower acknowledges receipt of, Borrower promises to pay to TomaHawk II,
Inc. an Illinois Corporation the sum of ($176,636); which is due and payable
without interest on November 1, 2004.

This note consolidates and replaces four notes previously entered into by
Borrower and Lender for the respective sums of $60,775, $38,985, $50,000, and
$26,876, which are secured by the respective Tomahawk Corporation stock
certificates as follows: C01094 for 425,000 shares, C00892 for 425,000
shares, C00681 for 425,000 shares, C00881 for 272,020 shares.

A waiver of payment or noncompliance with the due date shall not be construed
as a waiver of a subsequent nonpayment or subsequent non-compliance with the
terms of this note. Notwithstanding the due date of November 1, 2004,
Borrower agrees to an acceleration of payments, with all sums due and payable
one hundred and twenty (120) days following termination of Borrower's
employment with Lender. Borrower shall also enter into a Stock Pledge and
Security Agreement contemporaneously with the execution of this note. The
foregoing notwithstanding, the parties agree to cooperate reasonably and in
good faith to arrange a sale of that portion of the shares Secured and
Pledged as is reasonably appropriate to raise funds necessary to satisfy
Borrower's obligations hereunder. It is expressly understood that to the
extent that Borrower is unable to satisfy this note, Lender's recourse is
against the stock pledged under the Stock Security and Pledge Agreement and
that there shall be no deficiency obligation of Borrower.

All payments shall be payable in lawful currency of the Unites States of
America.

By:________________________

      Phil Card, Borrower