Exhibit 10.24
                                PROMISSORY NOTE

                               November 12, 1998


                               6070 Collette Road
                           Farmington, New York 14424



FOR  VALUE  RECEIVED,  KJ  TRANSPORTATION,   INC.  and  J&L  TRUCK  LEASING  OF
FARMINGTON,  INC. (collectively,  "Maker") jointly and severally promise to pay
to the order of GENERAL ELECTRIC CAPITAL  CORPORATION or any subsequent  holder
hereof (each, a "Payee") at its office located at One Lincoln Centre,  5400 LBJ
Freeway,  Suite 525, Dallas, Texas 75240 or at such other place as Payee or the
holder  hereof may  designate,  the  principal  sum of Two Million  Six-Hundred
Forty-Five  Thousand  Four-Hundred  Fifty-One  Dollars  ($2,645,451.00),   with
interest  thereon,  from the date  hereof  through and  including  the dates of
payment,  at the floating  per annum simple  interest  rate  ("Contract  Rate")
calculated as hereinafter  set forth.  The Contract Rate shall be adjusted once
each  calendar  quarter,  and such  adjustment  shall be  effective  during the
adjustment period ("Adjustment Period") as hereinafter defined. Each Adjustment
Period  shall  commence  at the close of business on the last day of a calendar
quarter and shall continue through the same day of the next succeeding calendar
quarter. The Contract Rate for each Adjustment Period shall be equal to the sum
of (i) Two and One Hundredths  Percent (2.50%) per annum,  plus (ii) a variable
per annum  interest  rate,  which shall be the Libor Rate.  ALibor  Rate@ shall
mean, with respect to any adjustment  period  occurring during the term of this
Promissory  Note, an interest rate per annum equal to the average of the London
interbank  offered rates for United States dollar  deposits based on quotations
at five major  banks for ninety  (90) day  maturities,  to the extent the rates
offered by these banks is published in the AMoney  Rates@ column of the Eastern
Edition of The Wall Street Journal (provided, however, that with respect to the
first Adjustment  Period, it shall be determined as of the seventh Business Day
next preceding the first day of such first Adjustment Period).

Subject to the other provisions  hereof,  the principal of this Note is payable
in  lawful  money of the  United  States  in eight  (8)  consecutive  quarterly
installments of Two Hundred Twenty Thousand Four Hundred Fifty-Four Dollars and
25/100  ($220,454.25)  each  plus  interest  at the  Contract  Rate  ("Periodic
Installment")  and a final  installment  which  shall be in the amount of Eight
Hundred Eight-One Thousand Eight-Hundred Seventeen Dollars ($881,817.00),  plus
any remaining  outstanding  unpaid  principal and interest.  The first Periodic
Installment  shall  be due and  payable  on March 1,  1999,  and the  following
Periodic Installments and the final installment shall be due and payable on the
same day of each succeeding  period (each Payment Date). The number of Periodic
Installments,  and their due dates,  will not change with  fluctuations  in the
Contract Rate.

All payments  shall be applied  first to interest and then to  principal.  Each
payment  may,  at the  option of the Payee,  be  calculated  and  applied on an
assumption  that such payment would be made on its due date.  The acceptance by
Payee of any payment  which is less than payment in full of all amounts due and
owing at such time shall not  constitute  a waiver of Payee's  right to receive
payment in full at such time or at any prior or subsequent time. Interest shall
be calculated on the basis of a 360 day year.

The Maker  hereby  expressly  authorizes  the Payee to insert the date value is
actually  given  in the  blank  space  on the face  hereof  and on all  related
documents pertaining hereto.

This Note is secured by a Master  Security  Agreement  dated as of November 12,
1998, between Maker and Payee (the "Security Agreement").

Time is of the essence  hereof.  If any  installment or any other sum due under
this Note or any Security  Agreement is not received within ten (10) days after
the  applicable due date, the Maker agrees to pay, in addition to the amount of
each such  installment or other sum, a late payment charge of five percent (5%)
of said installment or other sum, but not exceeding any lawful maximum.  If (i)
Maker fails to make  payment of any amount due  hereunder  within ten (10) days
after the same  becomes due and payable;  or (ii) Maker is in default  under or
fails  to  perform  under  any  term or  condition  contained  in any  Security
Agreement,  then the entire principal sum remaining  unpaid,  together with all
accrued  interest  thereon  and any other sum  payable  under  this Note or the
Security Agreement,  at the election of Payee, shall immediately become due and
payable,  with interest thereon at the lesser of twelve percent (12%) per annum
or the highest  rate not  prohibited  by  applicable  law from the date of such
accelerated maturity until paid (both before and after any judgment).

The  Maker  may  prepay  in full,  but not in  part,  its  entire  indebtedness
hereunder on any installment payment date, without premium or penalty.

It is the intention of the parties hereto to comply with the  applicable  usury
laws;  accordingly,  it is agreed that,  notwithstanding  any  provision to the
contrary in this Note or any Security Agreement, in no event shall this Note or
any Security Agreement require the payment or permit the collection of interest
in excess of the maximum  amount  permitted by  applicable  law or permitted by
virtue of any license held by payee.  If any such excess interest is contracted
for, charged or received under this Note or any Security  Agreement,  or in the
event that all of the principal balance shall be prepaid,  so that under any of
such  circumstances the amount of interest  contracted for, charged or received
under this Note or the Security Agreement on the principal balance shall exceed
the maximum  amount of interest  permitted  by  applicable  law or permitted by
virtue of any license held by payee,  then in such event (a) the  provisions of
this paragraph shall govern and control, (b) neither Maker nor any other person
or entity now or hereafter  liable for the payment hereof shall be obligated to
pay the  amount  of such  interest  to the  extent  that it is in excess of the
maximum  amount of interest  permitted by  applicable  law, (c) any such excess
which may have been  collected  shall be either applied as a credit against the
then unpaid principal balance or refunded to Maker, at the option of the Payee,
and (d) the effective  rate of interest shall be  automatically  reduced to the
maximum lawful  contract rate allowed under  applicable law as now or hereafter
construed by the courts having jurisdiction  thereof. It is further agreed that
without  limitation of the foregoing,  all calculations of the rate of interest
contracted for,  charged or received under this Note or the Security  Agreement
which are made for the purpose of  determining  whether  such rate  exceeds the
maximum  lawful  contract  rate,  shall be made,  to the  extent  permitted  by
applicable  law, by  amortizing,  prorating,  allocating and spreading in equal
parts during the period of the full stated term of the  indebtedness  evidenced
hereby, all interest at any time contracted for, charged or received from Maker
or otherwise by Payee in connection with such indebtedness;  provided, however,
that if any applicable  state law is amended or the law of the United States of
America  preempts any  applicable  state law, so that it becomes lawful for the
Payee to receive a greater  interest per annum rate than is presently  allowed,
the Maker agrees that, on the effective  date of such  amendment or preemption,
as the case may be, the lawful  maximum  hereunder  shall be  increased  to the
maximum  interest per annum rate allowed by the amended state law or the law of
the United States of America.

The Maker and all  sureties,  endorsers,  guarantors  or any others  (each such
person,  other than the Maker,  an "Obligor") who may at any time become liable
for the payment  hereof  jointly and  severally  consent  hereby to any and all
extensions  of  time,   renewals,   waivers  or   modifications   of,  and  all
substitutions or releases of, security or of any party primarily or secondarily
liable on this Note or any  Security  Agreement  or any term and  provision  of
either,  which may be made,  granted or consented  to by Payee,  and agree that
suit may be brought  and  maintained  against  any one or more of them,  at the
election of Payee  without  joinder of any other as a party  thereto,  and that
Payee shall not be required first to foreclose, proceed against, or exhaust any
security  hereof in order to enforce  payment of this Note.  The Maker and each
Obligor  hereby waive  presentment,  demand for payment,  notice of nonpayment,
protest,  notice of  protest,  notice of  dishonor,  and all other  notices  in
connection  herewith,  as well as  filing  of suit  (if  permitted  by law) and
diligence in collecting this Note or enforcing any of the security hereof,  and
agree  to pay (if  permitted  by law)  all  expenses  incurred  in  collection,
including Payee's actual reasonable attorneys' fees.

THE MAKER HEREBY UNCONDITIONALLY WAIVES ITS RIGHTS TO A JURY TRIAL OF ANY CLAIM
OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF,  DIRECTLY OR INDIRECTLY,  THIS
NOTE,  ANY OF THE  RELATED  DOCUMENTS,  ANY  DEALINGS  BETWEEN  MAKER AND PAYEE
RELATING TO THE SUBJECT MATTER OF THIS TRANSACTION OR ANY RELATED TRANSACTIONS,
AND/OR THE RELATIONSHIP THAT IS BEING ESTABLISHED  BETWEEN MAKER AND PAYEE. THE
SCOPE OF THIS WAIVER IS INTENDED TO BE ALL ENCOMPASSING OF ANY AND ALL DISPUTES
THAT MAY BE FILED IN ANY COURT (INCLUDING, WITHOUT LIMITATION, CONTRACT CLAIMS,
TORT  CLAIMS,  BREACH OF DUTY CLAIMS,  AND ALL OTHER  COMMON LAW AND  STATUTORY
CLAIMS.) THIS WAIVER IS IRREVOCABLE  MEANING THAT IT MAY NOT BE MODIFIED EITHER
ORALLY OR IN WRITING, AND THE WAIVER SHALL APPLY TO ANY SUBSEQUENT  AMENDMENTS,
RENEWALS,  SUPPLEMENTS OR MODIFICATIONS TO THIS NOTE, ANY RELATED DOCUMENTS, OR
TO ANY OTHER  DOCUMENTS  OR  AGREEMENTS  RELATING  TO THIS  TRANSACTION  OR ANY
RELATED  TRANSACTION.  IN THE EVENT OF LITIGATION,  THIS NOTE MAY BE FILED AS A
WRITTEN CONSENT TO A TRIAL BY THE COURT.

This Note and the Security  Agreement  constitute  the entire  agreement of the
Maker and Payee with respect to the subject  matter hereof and  supersedes  all
prior understandings, agreements and representations, express or implied.

No  variation  or  modification  of  this  Note,  or any  waiver  of any of its
provisions  or  conditions,  shall be valid  unless in writing and signed by an
authorized  representative  of  Maker  and  Payee.  Any such  waiver,  consent,
modification or change shall be effective only in the specific instance and for
the specific purpose given.

Any provision in this Note or the Security  Agreement which is in conflict with
any  statute,  law or  applicable  rule shall be deemed  omitted,  modified  or
altered to conform thereto.

         THIS NOTE AND THE  RIGHTS AND  OBLIGATIONS  OF THE  PARTIES  HEREUNDER
SHALL, IN ALL RESPECTS,  BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE  WITH, THE
INTERNAL LAWS OF THE STATE OF NEW YORK (WITHOUT  REGARD TO THE CONFLICT OF LAWS
PRINCIPLES OF SUCH STATE), INCLUDING ALL MATTERS OF CONSTRUCTION,  VALIDITY AND
PERFORMANCE.  The parties agree that any action or proceeding arising out of or
relating to this Note shall be commenced in any state or Federal  court located
in New York County,  City of New York,  State of New York, and that such courts
shall have exclusive  jurisdiction to hear and determine any claims or disputes
between  or  among  any  of the  parties  hereto  or  thereto  relating  to the
transaction  contemplated  by this Note, and any  investigation,  litigation or
proceeding  related to or arising out of any such matters;  provided,  however,
that the parties hereto  acknowledge  that any appeals from those courts may be
heard by a court  located  outside  of such  jurisdiction.  Each  party  hereto
expressly submits and consents in advance to such jurisdiction in any action or
suit  commenced in any such court,  and hereby waives any objection  which such
party may have  based upon lack of  personal  jurisdiction,  improper  venue or
inconvenient  form.  The parties  further  agree that a summons  and  complaint
commencing an action or  proceeding in any such court shall be properly  served
and shall confer  personal  jurisdiction  if served  personally or by certified
mail to it at its  address  set forth  herein,  or as it may provide in writing
from time to time, or as otherwise  provided under the laws of the State of New
York.

                                                     KJ TRANSPORTATION, INC.


(Witness)

                                                     /s/ Philip A. Belyew
(Print name)                                         Name: Philip A. Belyew
                                 Title:Chairman
                                                     Federal tax identification
                                                     number: 16-1271560



                                                     J&L TRUCK LEASING OF 
                                                     FARMINGTON, INC.



                                                     /s/ Philip A. Belyew
                                                     Name:Philip A. Belyew
                                 Title:Chairman
                                                     Federal tax identification
                                                     number: 16-1302929