COMMERCIAL LINE OF CREDIT AGREEMENT
                                                            DATE OF AGREEMENT
                                                                   12/07/1998

DEBTOR'S NAME(S)                                    LENDER'S NAME AND ADDRESS
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TOWER TECH, INC.                                            People First Bank
                                                                       Edmond
                                                                P.O. Box 5258
                                                               Enid, OK 73702
DEBTOR'S ADDRESS

11935 S. 1-44 SERVICE ROAD
OKLAHOMA CITY, OK 73173

AMOUNT OF CREDIT LINE   EXPIRATION DATE     COMMITMENT FEE       INTEREST RATE

$4,000,000.00             01 07, 2000            $.00                  9.25%

COLLATERAL

Accounts Receivable Inventory



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FOR VALUE  RECEIVED,  the  undersigned  Lender as of the date of this Agreement,
agrees to make loans from time to time to the undersigned  Debtor subject to the
following  terms and  conditions  of this  Commercial  Line of Credit  Agreement
("Agreement"):

1.   AMOUNT  OF  CREDIT  LINE.  The  aggregate   unpaid  balance  of  all  loans
     outstanding  at any one time  under  this  Agreement  shall not  exceed the
     Amount of Credit Line indicated above.

     All Loans made hereunder shall reference this Agreement.

2.  EXPIRATION DATE. No loan under this Agreement shall be made on a date beyond
    the  Expiration  Date stated above.  Individual  loans made pursuant to this
    Agreement may have a maturity date subsequent to the Expiration Date.

    Both parties  recognize  that Lender as of date of this  Agreement  may have
    loans  outstanding  to Debtor  which are not made under this  Agreement  and
    Lender may in the future make loans  other than loans made  pursuant to this
    Agreement.

3.   INTEREST RATE.  The Interest Rate on loans made under this Agreement  shall
     be as stated  above.  Debtor  agrees to pay the above  Commitment  Fee upon
     signing this Agreement. The commitment Fee is earned when paid.

4.   COLLATERAL. The Collateral for loans made under this Agreement is indicated
     above and, as applicable, by signed security agreements, mortgages/deeds of
     trust, and any necessary financing  statements on forms provided by Lender.
     Loans may be further supported by endorsers,  separate  quantities by third
     parties,  and by loan agreements and other  undertakings as mutually agreed
     by Lender and by Debtor.

5.   NOTE  FORM  PROVISIONS.  Loans  made  under  this  Agreement  shall  be  on
     promissory note forms satisfactory to and provided by Lender.

6.   PAYMENTS. Debtor shall have the right at any time to prepay without penalty
     any or all loans outstanding under this Agreement. All payments will not be
     deemed to have been made until such  payments  are  received  in  collected
     funds.

7.   OBLIGATION TO LEND. Lender shall be under no obligation to make loans under
     this  Agreement  upon the existence or occurrence of any event or condition
     whereby Debtor is in default on any indebtedness to Lender or to others, or
     whereby the  provisions of any  acceleration  clause have become  operative
     with respect to any promissory note, obligation or undertaking to Lender or
     to others.  If any  condition  or event  occurs that  permits the Lender to
     decline to make loans under this Agreement.  Lender may also terminate this
     Agreement  by sending  notice to Debtor and exercise all right and remedies
     provided in any promissory note, mortgage/deed of trust, security agreement
     or related document and under law, including the right to demand the Debtor
     immediately pay all amounts owed to the Lender...

8.   NOTICES.  Notices to Debtor are effective when sent postage  prepaid to the
     address received by Lender, or when delivered. Notice to Lender occurs upon
     receipt by an officer of the Lender.  If any conflict  occurs  between this
     Agreement  and  any  promissory  note,  mortgage/deed  of  trust,  security
     agreement or related document, this Agreement will control.  Otherwise this
     Agreement is an addition to and not in  limitation  of the provision of any
     other document.

9.   GOVERNING  LAW.  This  Agreement  and related notes and documents are to be
     construed and governed by the laws of the sate  indicated in the address of
     the Lender shown above.

     Debtor acknowledges receipt of a copy of this Agreement.


                             DEBTORS' SIGNATURES(S)

                                TOWER TECH, INC.

    By:  CHARLES WHITSITT, CHIEF FINANCIAL OFFICER


<PAGE>


LOAN AGREEMENT                                       DATE OF AGREEMENT
                                                     12/07/1998

DEBTOR'S NAME(S)                                     LENDER'S NAME AND ADDRESS
-------------------------------------------------------------------------------

TOWER TECH, INC.
                                                      People First Bank, Edmond
                                                      P.O. Box 5258
                                                      Enid, OK 73702

DEBTOR'S ADDRESS
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11935 S. 1-44 SERVICE ROAD
OKLAHOMA CITY, OK 73173

The  undersigned  Debtor  with  principal  office,  place of record  keeping and
mailing address as shown above, hereby acknowledges receipt of proceeds, or some
part  thereof,  or renewal  thereof,  of the  following  described  loan  and/or
extension of credit from the Lender named in this Agreement:

         Loan # 124436 dated  12/07/1998 in the amount of  $4,000,000.00  with a
maturity date of 01/07/2000.

IN CONSIDERATION  of Lender making such loan and or extension of credit,  or any
part thereof, Debtor agrees as follows:

A.         Financial  Information.  To deliver to Lender  within the stated time
           limits the following financial  information and income tax returns as
           of the  dates  and for the  period  indicated:  Borrower  to  provide
           Borrowing Base  certificate with detailed  accounts  receivable aging
           within 15 days of each  month's  end.  Borrower to provide  quarterly
           10-QSB reports within 5 days of filing.  Borrower to provide  audited
           annual financial  statements on Tower Tech, Inc. and annual financial
           statements on guarantor, Harold Curtis.

B.         Litigation.  To inform Lender promptly of any  litigation,  or of any
           claim or  controversy  which might become the subject of  litigation,
           against  Debtor  or  affecting  any of  Debtor's  property,  if  such
           litigation,  in the event of an  unfavorable  outcome,  would  have a
           material adverse effect on Debtor's financial condition;
C.         Taxes.  To pay promptly when due any and all taxes,  assessments  and
           governmental  charges  against  Debtor  or  against  any of  Debtor's
           property,  unless  the  same is  being  contested  in good  faith  by
           appropriate  proceedings  and reserves deemed adequate by Lender have
           been established therefore:
D.         Labor and  Material.  To pay promptly all lawful  claims  whether for
           labor,  materials or  otherwise,  which  ;might or could,  if unpaid,
           become a lien or charge on any  property or assets of Debtor,  unless
           and to the  extent  only  that the same are being  contested  in good
           faith by  appropriate  proceedings  and reserves  deemed  adequate by
           Lender have been established therefore:
E.         Insurance. To maintain with financially sound and reputable insurance
           organizations approved by Lender, insurance of the kinds and covering
           the risks and in the amounts usually carried by companies  engaged in
           businesses  similar to that of Debtor,  which insurance in all events
           shall be  satisfactory  to Lender and provide  suitable  loss payable
           clauses in favor of  Lender,  and,  at  Lender's  request  deliver to
           Lender evidence of the maintenance of such insurance; and
F.         Accounting  Records.  To maintain adequate records in accordance with
           generally accepted accounting  principles of all transactions so that
           at any  time and from  time to time the true and  complete  financial
           condition of the Debtor may be readily determined.
G.         Additional Terms.  See Attached Exhibit "B".


LENDER'S SIGNATURE                                DEBTOR'S SIGNATURE(S)

CONFIRMED
People first Bank                                 TOWER TECH, INC.
Edmond

BY:  ss/DAN R. BALES                              BY:  ss/ CHARLES D. WHITSITT
---------------------                             -----------------------------

       Dan R. Bales                               Charles D. Whitsitt
       Sr. Vice President                         Chief Financial Officer


                                   EXHIBIT "B"
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1)   Borrower  to maintain a tangible  net worth of no less than  $15,000,000.00
     tested  quarterly.  Tangible  net worth  defined as assets  (less loans and
     advances to employees,  goodwill and  intangibles)  less total  liabilities
     (minus  subordinated debt.)

2)   Borrower to move operating  account to People First Bank and establish lock
     box.

3)   Borrower  will pay an annual  non-usage  fee of .25 of 1.00%  which will be
     calculated  on the  average  unused  portion  of the  line  and paid by the
     borrower quarterly.

4)   All  reasonable   expenses   incurred  by  the  Bank   pertaining  to  this
     transaction, including legal expenses, are to be paid by Tower Tech, Inc.

5)   Tower  Tech,   Inc.   agrees  to  carry  on  its  business   activities  in
     substantially  the manner such activities are conducted on the date of this
     agreement,  with the exception of the rental fleet  division  sale, and not
     make any material change in the nature of its business. Tower Tech, Inc.


                                                  By:  ss/CHARLES WHITSITT
                                                       ------------------------
                                                       Charles Whitsitt
                                                       Chief Financial Officer

                                                      Dated:  December 7, 1998