MASTER REVOLVING NOTE


$10,000,000.00                                                    March 27, 1997


         For value received,  MORGAN DRIVE AWAY,  INC., TDI, INC. and INTERSTATE
INDEMNITY  COMPANY  (the  "Companies")  promise  to pay to the order of  KEYBANK
NATIONAL  ASSOCIATION (the "Bank"),  its successors and assigns,  on the date or
dates and in the  manner  specified  in  Article  II of the Loan  Agreement  (as
defined below), the sum of Ten Million Dollars  ($10,000,000.00)  or such amount
which  may be  advanced  by Bank  under the  terms  and  conditions  of the Loan
Agreement  as shown on any ledger or other  record of the Bank,  which  shall be
rebuttably presumptive evidence of the principal amount owing and unpaid on this
Note.

         The Companies  promise to pay to the order of the Bank interest at such
times as are specified in Article II of the Loan Agreement.

         This Note is the Master  Revolving Note referred to in, and is entitled
to the benefits of, the Revolving  Credit Facility  Agreement by and between the
Bank and the  Companies  to be  effective  March  27,  1997,  as the same may be
hereafter  amended  from time to time (the "Loan  Agreement").  This Note may be
declared  forthwith due and payable in accordance  with the terms and conditions
of the Loan Agreement which contains  provisions for payment upon maturity,  and
upon demand, and also contains provisions for acceleration upon default.

         Each  defined  term used in this Note shall have the  meaning  ascribed
thereto in Section 1.2 of the Loan Agreement.

         This Note is secured by Security  Agreements  of even date herewith and
any and all security agreements  ratified pursuant to the Loan Agreement,  Other
Collateral  Documents,  and by any and all collateral securing any obligation of
Companies to Bank.

         As security for the payment of the  obligations  evidenced by this Note
and the other  liabilities  and  obligations  of Companies to Bank,  however and
whenever created or acquired, direct or contingent,  which now or after the date
of this Note may exist,  in addition  to all other  security  for such  payment,
Companies  grant  to  Bank  a  continuing  lien  and  security  interest  in all
Companies' personal property, or Companies' interest in personal property, which
now is or which may after  the date of this Note be in the  possession  of Bank,
and a  continuing  lien and  security  interest  in  Companies'  interest in all
amounts on deposit at Bank and upon the  occurrence  of an Event of Default  (as
that is defined in the Loan Agreement), Bank may apply such property, interests,
and/or  amounts upon any and all  liabilities  and  obligations  of Companies to
Bank, without prior notice to Companies.


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<PAGE>



         The holder of this Note, in its sole  discretion,  may renew this Note,
accept  a  renewal  note or  notes,  extend  the  time  for the  payment  of the
indebtedness  evidenced by this Note, reduce the payments under this Note, or do
any combination of such actions on any number of occasions;  provided,  however,
any such action shall not release the Companies or any  endorser,  accommodation
party or guarantor from any liability on the obligation  evidenced by this Note.
Companies and any endorser,  accommodation  party or guarantor of this Note each
waive presentment for payment,  protest, notice of protest, notice of nonpayment
or dishonor of this Note and diligence in the  collection of this Note; and each
of them  consents to any actions by Bank or any holder of this Note as set forth
in this paragraph.

         By signing or guaranteeing this Note, each and every guarantor, surety,
endorser,  and accommodation party of the obligations  contained herein shall be
deemed to and shall have irrevocably  waived and relinquished (i) the benefit of
any and all defenses to enforcement of this Note,  any  counterclaim,  offset or
claim in recoupment,  based upon contract, arising at equity, or under any state
or federal law regarding suretyship or guaranty generally; or (ii) any discharge
provided in Indiana Code ss. 26-1-3.1-605,  or other state or federal statute of
similar import.  Consistent with this waiver, and not by way of limitation,  the
person or persons  entitled  to enforce  this  instrument  may,  at any time and
without notice to any guarantor,  surety, endorser or accommodation party of the
obligations  contained in this Note,  (i) extend the maturity date of this Note;
(ii) adjust any and all terms of this Note, even if such  adjustment  materially
alters the  obligation;  (iii) take any  action  (or not take any  action)  with
respect to any collateral for this Note, including without limitation, releasing
or  diminishing  (intentionally  or  otherwise)  the  extent  or  value  of such
collateral.

         No failure by Bank to exercise any right under this Note, including any
rights  resulting  from an Event of Default (as that term is defined in the Loan
Agreement),  shall operate as a waiver or otherwise prevent Bank from exercising
any of its rights under this Note at any other time,  including  the exercise by
Bank of any rights at any time during the  continuance  of such Event of Default
or on the occurrence of a subsequent Event of Default.

         Companies  agree that Bank shall be  entitled  to rely on any  written,
oral or telephonic communication requesting a financial accommodation under this
Note which may be received by Bank from any person  reasonably  believed by Bank
to be an  authorized  representative  of Morgan Drive Away,  Inc.,  TDI, Inc. or
Interstate  Indemnity Company.  Records of Bank shall be deemed by Companies and
Bank to be sufficient evidence of credit extended under this Note.

         This Note and any extensions or renewals of this Note relates to and is
subject to all of the terms,  conditions,  and  provisions of the Loan Agreement
and any  extensions,  renewals,  modifications  or  amendments of or to the Loan
Agreement;  and this Note and any extensions or renewals of this Note is related
to any mortgage, pledge, financing statement,  guaranty,  security agreement and
other document required under or related to the Loan Agreement.


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<PAGE>


         This  Note is made and  shall be  governed  by the laws of the state of
Indiana and the Companies  consent to the  jurisdiction  of any local,  state or
federal  court  located  within  Elkhart  County,  Indiana  (or in the case of a
federal court, the jurisdiction of which includes Elkhart County, Indiana).

         IN WITNESS  WHEREOF,  the  Companies  have  hereunto set their hands by
their duly authorized officers on the day and the year first above mentioned.

                                "COMPANIES":
                                Morgan Drive Away, Inc.


                                   By:/s/ Richard B. DeBoer
                                   ------------------------------------------
                                   (Signature)

                                   Richard B. DeBoer, Chief Financial Officer
                                             and Treasurer
                                   ------------------------------------------
                                    (Typed or Printed Name and Office)


                                 TDI, Inc.

                                   By:/s/ Richard B. DeBoer
                                   ------------------------------------------
                                   (Signature)

                                   Richard B. DeBoer, Chief Financial Officer
                                             and Treasurer
                                   ------------------------------------------
                                    (Typed or Printed Name and Office)


                                 Interstate Indemnity Company

                                   By:/s/ Richard B. DeBoer
                                   ------------------------------------------
                                   (Signature)

                                   Richard B. DeBoer, Chief Financial Officer
                                             and Treasurer
                                   ------------------------------------------
                                    (Typed or Printed Name and Office)





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