Exhibit 4.11


                                   TERM NOTE C


$515,000                                                     As of June 30, 2000
                                                          Minneapolis, Minnesota


     FOR VALUE RECEIVED,  POORE BROTHERS,  INC., a Delaware corporation ("PBI"),
POORE BROTHERS ARIZONA,  INC., an Arizona corporation  ("PBAI"),  POORE BROTHERS
DISTRIBUTING,  INC., an Arizona  corporation  ("PBDI"),  TEJAS PB  DISTRIBUTING,
INC., an Arizona  corporation  ("TEJAS"),  WABASH FOODS, LLC, a Delaware limited
liability  company   ("WABASH"),   BOULDER  NATURAL  FOODS,   INC.,  an  Arizona
corporation  ("BOULDER")  and BN FOODS,  INC., a Colorado  corporation  ("BNF"),
(PBI,  PBAI,  PBDI,  Tejas,  Wabash,  Boulder  and  BNF  each a  "BORROWER"  and
collectively  the "BORROWER" or the  "BORROWERS"),  hereby jointly and severally
promise  to pay to the  order of U.S.  BANK  NATIONAL  ASSOCIATION,  a  national
banking association (the "LENDER") at its main office in Minneapolis, Minnesota,
in lawful money of the United States of America in immediately  available funds,
the  principal  amount of FIVE  HUNDRED  FIFTEEN  THOUSAND  DOLLARS AND NO CENTS
($515,000.00), and to pay interest (computed on the basis of actual days elapsed
and a year of 360 days) in like funds on the unpaid principal amount hereof from
time to time  outstanding  at the  rates  and  times  set  forth  in the  Credit
Agreement.

     The principal hereof is payable in twenty-four monthly  installments,  each
payment in the amount of $21,458, commencing on August 31, 2000 and the last day
of each  month  thereafter  until  July 31,  2002 when the  remaining  principal
balance and all accrued interest shall be payable.

     This note is the Term Note C referred to in the Credit  Agreement  dated as
of October  3, 1999,  as  amended  by the First  Amendment  to Credit  Agreement
bearing  even  date  herewith  (as the same may  hereafter  be from time to time
further amended, restated or otherwise modified, the "CREDIT AGREEMENT") between
the undersigned and the Lender. This note is secured and its maturity is subject
to acceleration, in each case upon the terms provided in said Credit Agreement.

     In the event of default hereunder,  the undersigned agrees to pay all costs
and  expenses  of  collection,   including   reasonable   attorneys'  fees.  The
undersigned waives demand, presentment, notice of nonpayment, protest, notice of
protest and notice of dishonor.

     THE  VALIDITY,  CONSTRUCTION  AND  ENFORCEABILITY  OF THIS  NOTE  SHALL  BE
GOVERNED BY THE INTERNAL LAWS OF THE STATE OF MINNESOTA WITHOUT GIVING EFFECT TO
THE CONFLICT OF LAWS PRINCIPLES THEREOF.
<PAGE>



POORE BROTHERS, INC.

By
   ---------------------------------
 Its
     -------------------------------


POORE BROTHERS ARIZONA, INC.

By
   ---------------------------------
 Its
     -------------------------------


POORE BROTHERS DISTRIBUTING, INC.

By
   ---------------------------------
 Its
     -------------------------------


TEJAS PB DISTRIBUTING, INC.

By
   ---------------------------------
 Its
     -------------------------------


WABASH FOODS, LLC

By
   ---------------------------------
 Its
     -------------------------------


BOULDER NATURAL FOODS, INC.

By
   ---------------------------------
 Its
     -------------------------------


BN FOODS, INC.

By
   ---------------------------------
 Its
     -------------------------------
<PAGE>
                                   TERM NOTE D


$300,000                                                     As of June 30, 2000
                                                          Minneapolis, Minnesota

     FOR VALUE RECEIVED,  POORE BROTHERS,  INC., a Delaware corporation ("PBI"),
POORE BROTHERS ARIZONA,  INC., an Arizona corporation  ("PBAI"),  POORE BROTHERS
DISTRIBUTING,  INC., an Arizona  corporation  ("PBDI"),  TEJAS PB  DISTRIBUTING,
INC., an Arizona  corporation  ("TEJAS"),  WABASH FOODS, LLC, a Delaware limited
liability  company   ("WABASH"),   BOULDER  NATURAL  FOODS,   INC.,  an  Arizona
corporation  ("BOULDER")  and BN FOODS,  INC., a Colorado  corporation  ("BNF"),
(PBI,  PBAI,  PBDI,  Tejas,  Wabash,  Boulder  and  BNF  each a  "BORROWER"  and
collectively  the "BORROWER" or the  "BORROWERS"),  hereby jointly and severally
promise  to pay to the  order of U.S.  BANK  NATIONAL  ASSOCIATION,  a  national
banking association (the "LENDER") at its main office in Minneapolis, Minnesota,
in lawful money of the United States of America in immediately  available funds,
the  principal   amount  of  THREE  HUNDRED   THOUSAND   DOLLARS  AND  NO  CENTS
($300,000.00), and to pay interest (computed on the basis of actual days elapsed
and a year of 360 days) in like funds on the unpaid principal amount hereof from
time to time  outstanding  at the  rates  and  times  set  forth  in the  Credit
Agreement.

     The principal hereof is payable in twenty-four monthly  installments,  each
payment in the amount of $12,500, commencing on August 31, 2000 and the last day
of each  month  thereafter  until  July 31,  2002 when the  remaining  principal
balance and all accrued interest shall be payable.

     This note is the Term Note D referred to in the Credit  Agreement  dated as
of October  3, 1999,  as  amended  by the First  Amendment  to Credit  Agreement
bearing  even  date  herewith  (as the same may  hereafter  be from time to time
further amended, restated or otherwise modified, the "CREDIT AGREEMENT") between
the undersigned and the Lender. This note is secured and its maturity is subject
to acceleration, in each case upon the terms provided in said Credit Agreement.

     In the event of default hereunder,  the undersigned agrees to pay all costs
and  expenses  of  collection,   including   reasonable   attorneys'  fees.  The
undersigned waives demand, presentment, notice of nonpayment, protest, notice of
protest and notice of dishonor.

     THE  VALIDITY,  CONSTRUCTION  AND  ENFORCEABILITY  OF THIS  NOTE  SHALL  BE
GOVERNED BY THE INTERNAL LAWS OF THE STATE OF MINNESOTA WITHOUT GIVING EFFECT TO
THE CONFLICT OF LAWS PRINCIPLES THEREOF.
<PAGE>
POORE BROTHERS, INC.

By
   ---------------------------------
 Its
     -------------------------------


POORE BROTHERS ARIZONA, INC.

By
   ---------------------------------
 Its
     -------------------------------


POORE BROTHERS DISTRIBUTING, INC.

By
   ---------------------------------
 Its
     -------------------------------


TEJAS PB DISTRIBUTING, INC.

By
   ---------------------------------
 Its
     -------------------------------


WABASH FOODS, LLC

By
   ---------------------------------
 Its
     -------------------------------


BOULDER NATURAL FOODS, INC.

By
   ---------------------------------
 Its
     -------------------------------


BN FOODS, INC.

By
   ---------------------------------
 Its
     -------------------------------