EQUIPMENT LOAN NOTE


$5,000,000.00                                                   October 13, 1998


                  WESTELL   TECHNOLOGIES,    INC.,   WESTELL,    INC.,   WESTELL
INTERNATIONAL,  INC.,  AND  CONFERENCE  PLUS,  INCORPORATED  (collectively,  the
"Borrowers"), for value received, hereby jointly and severally promise to pay to
the order of LaSalle  National  Bank, a national  banking  association,  and its
successors  and assigns  (the  "Bank"),  the  principal  sum of Five Million and
No/100 Dollars ($5,000,000) or such lesser amount of all of the then outstanding
"Equipment  Loan  Advances"  made  by the  Bank  to the  Borrowers  pursuant  to
Paragraph  2.3  of  the  "Loan  Agreement"  (as  hereinafter   defined)  on  the
"Conversion  Date"  (as  defined  in  the  Loan  Agreement"),   in  twelve  (12)
consecutive  equal quarterly  installments,  as set forth in the Loan Agreement,
commencing November 30, 1999 and on the last day of each February,  May, August,
and November  thereafter and with a final  installment  of the then  outstanding
principal balance together with all accrued interest on August 30, 2002.

                  Any and all principal  amounts remaining unpaid hereunder from
time to time shall bear  interest at the rate(s) set forth in Section 2.6 of the
Loan Agreement and shall be payable on the last day of each Interest Period.

                  Any amount of interest or  principal  hereof which is not paid
when due, whether at stated maturity,  by acceleration or otherwise,  shall bear
interest  payable  on demand  at the  "Default  Interest  Rate" (as such term is
defined in the Loan Agreement).

                  All payments of  principal  and interest on this Note shall be
payable in lawful money of the United  States of America.  In no event shall the
interest  payable  exceed the  highest  rate  permitted  by law.  Principal  and
interest  shall be paid to the Bank at its office at 135 South  LaSalle  Street,
Chicago,  Illinois  60603, or at such other place as the holder of this Note may
designate  in writing to the  undersigned.  Borrowers  authorize  Bank to charge
Borrowers'  account  maintained  with Bank in amounts  equal to all  payments of
principal,  accrued  interest,  and fees  from time to time as they come due and
payable hereunder or under any agreement pursuant to which this Note was issued.
All payments  hereunder shall be applied as provided in the Loan  Agreement.  In
determining  the  Borrowers'  liability  to the Bank  hereunder,  the  books and
records of the Bank shall be deemed controlling absent manifest error.

                  This Note evidences certain  indebtedness  incurred under that
certain Loan and Security  Agreement  between Borrowers and Bank dated as of the
date hereof, as the same may be amended and supplemented from time to time ("the
Loan Agreement"), to which reference is hereby made for a statement of the terms
and conditions  under which the due date of this Note or any payment thereon may
be accelerated or is automatically accelerated,  or under which this Note may be
prepaid or is required to be prepaid. The holder of this Note is entitled to all
of the  benefits  provided  in said Loan  Agreement  and the  various  documents
referred to therein.

                  The  Borrowers  agree to pay all costs of  collection  and all
reasonable  attorneys'  fees paid or  incurred  in  enforcing  any of the Bank's
rights  hereunder  promptly on demand of the Bank and as more fully set forth in
the Loan Agreement.

                  This  is the  Equipment  Loan  Note  referred  to in the  Loan
Agreement.  This Note is secured by, among other things, a security  interest in
the Collateral granted to the Bank pursuant to Section 4 of the Loan Agreement.

                  Upon the  occurrence  of an Event of  Default  under  the Loan
Agreement,  the outstanding  indebtedness  evidenced by this Note, together with
all accrued  interest,  shall be due and payable in accordance with the terms of
the Loan Agreement,  without notice to or demand upon the Borrower, and the Bank
may  exercise  all of its  rights  and  remedies  reserved  to it under the Loan
Agreement or applicable law.

                  To the extent permitted by law,  Borrowers,  endorsers and all
other parties to this Note waive presentment,  demand,  notice,  protest and all
other  demands  and  notices  in  connection  with  the  delivery,   acceptance,
performance,  default or enforcement of this Note and the Loan Agreement. In any
action on this Note, the Bank or its assignee need not file the original of this
Note,  but need only file a  photocopy  of this Note  certified  by Bank or such
assignee to be a true and correct copy of this Note.

                  No delay on the part of Bank in  exercising  any  right  under
this Note, any security agreement,  guaranty or other undertaking affecting this
Note,  shall  operate  as a waiver of such right or any other  right  under this
Note,  nor shall any omission in exercising  any right on the part of Bank under
this Note operate as a waiver of any other rights.

                  If any  provision of this Note or the  application  thereof to
any party or  circumstance  is held invalid or  unenforceable,  the remainder of
this  Note  and  the   application   of  such  provision  to  other  parties  or
circumstances will not be affected thereby and the provisions of this Note shall
be severable in any such instance.

                  BORROWERS   HEREBY  WAIVE  ANY  RIGHT  BORROWERS  MAY  NOW  OR
HEREAFTER HAVE TO SUBMIT ANY CLAIM,  ISSUE OR DEFENSE ARISING HEREUNDER OR UNDER
THE OTHER DOCUMENTS RELATING TO THIS NOTE TO A TRIAL BY JURY.

                  This Note shall be deemed to have been made under and shall be
governed in accordance  with the internal laws and not the conflict of law rules
of the State of Illinois.


                  IN WITNESS  WHEREOF,  Borrowers  have  caused  this Note to be
executed by their duly authorized officers as of the date first above written.

                           WESTELL TECHNOLOGIES, INC.

                                     By:________________________________
                                     Title:_______________________________


                                     WESTELL, INC.

                                     By:__________________________________
                                     Title:_________________________________


                           WESTELL INTERNATIONAL, INC.

                                      By:___________________________________
                                      Title:__________________________________


                          CONFERENCE PLUS, INCORPORATED

                                      By:______________________________________
                                      Title:____________________________________