EXHIBIT 10.4

                 February 25, 2002 Loan Documents with Sky Bank






<PAGE>
                            SKY BANK PROMISSORY NOTE

<TABLE>
<CAPTION>
Principal       Loan Date        Maturity     Loan No.     Call/Coll     Account      Officer      Initials
<S>             <C>              <C>          <C>          <C>           <C>          <C>          <C>

$1,150,000.00                    08-15-2017   1300293039                              205
</TABLE>

  References in the shaded area are for Lender's use only and do not limit the
  applicability of this document to any particular loan or item. Any item above
        containing "**" has been omitted due to text length limitations.


Borrower:  International Plastics and         Lender:   SKY BANK
           Equipemnt Corp.                              CORPORATE OFFICE
           (TIN: 25-1754513)                            10 E. MAIN STREET
           PO Box 5311                                  PO BOX 247
           New Castle, PA 16105                         SALINEVILLE, OH  43945

--------------------------------------------------------------------------------

PRINCIPAL AMOUNT:  $1,150,000.00                      DATE OF NOTE:  2-25-02

PROMISE TO PAY. International Plastics and Equipment Corp. ("Borrower") promises
to pay to SKY BANK ("Lender"), or order, in lawful money of the United States of
America, the principal amount of One Million One Hundred Fifty Thousand & 00/100
Dollars ($1,150,000.00),  together with interest on the unpaid principal balance
from February 6, 2002, until paid in full.

PAYMENT.  Subject to any payment  changes  resulting  from changes in the Index,
Borrower will pay this loan in accordance with the following payment schedule: 6
monthly consecutive  interest payments,  beginning March 15, 2002, with interest
calculated  on the unpaid  principal  balances at an interest rate of 7.000% per
annum;  54 monthly  consecutive  principal and interest  payments in the initial
amount  of  $10,336.53  each,   beginning  September  15,  2002,  with  interest
calculated  on the unpaid  principal  balances at an interest  rate of 7.00% per
annum;  and 126  monthly  consecutive  principal  and  interest  payments in the
initial  amount of  $10,880.29  each,  beginning  March 15, 2007,  with interest
calculated  on the unpaid  principal  balances at an interest  rate based on the
Federal Home Loan Bank of  Cincinnati,  Fixed Rate  Advance,  Five Year, as made
available by The Federal Home Loan Bank of Cincinnati (currently 5.370%), plus a
margin of 2.750  percentage  points,  resulting in an initial  interest  rate of
8.120%.  Borrower's final payment will be due on August 15, 2017 and will be for
all principal and accrued interest not yet paid,  together with any other unpaid
amounts under this Note.  Unless otherwise agreed or required by applicable law,
payments will be applied first to accrued  unpaid  interest,  then to principal,
and any  remaining  amount to any  unpaid  collection  costs  and late  charges.
Interest on this Note is computed on a 30/360 simple  interest  basis;  that is,
with the exception of odd days in the first payment period,  monthly interest is
calculated by applying the ratio of the annual  interest rate over a year of 360
days, multiplied by the outstanding principal balance,  multiplied by a month of
30 days. Interest for the odd days is calculated on the basis of the actual days
to the net full month and a 360-day  year.  Borrower will pay Lender at Lender's
address shown above or at such other place as Lender may designate in writing.

VARIABLE INTEREST RATE. The interest rate on this Note is subject to change from
time to time based on changes in an independent  index which is the Federal Home
Loan Bank of Cincinnati, Fixed Rate Advance, Five Year, as made available by The
Federal Home Loan Bank of Cincinnati (the "Index"). The Index is not necessarily
the lowest rate charged by Lender on its loans. If the Index becomes unavailable
during the term of this loan,  Lender may  designate  a  substitute  index after
notice to  Borrower.  Lender  will tell  Borrower  the  current  Index rate upon
Borrower's request. The interest rate change will not occur more often than each
five years. Borrower understands that Lender may make loans based on other rates
as well. THE INDEX CURRENTLY IS 5.370% PER ANNUM.  THE INTEREST RATE OR RATES TO
BE  APPLIED  TO THE  UNPAID  PRINCIPAL  BALANCE OF THIS NOTE WILL BE THE RATE OR
RATES  SET FORTH  HEREIN IN THE  "PAYMENT"  SECTION.  NOTWITHSTANDING  ANY OTHER
PROVISION OF THIS NOTE,  AFTER THE FIRST PAYMENT  STREAM,  THE INTEREST RATE FOR
EACH SUBSEQUENT  PAYMENT STREAM WILL BE EFFECTIVE AS OF THE LAST PAYMENT DATE OF
THE JUST-ENDING PAYMENT STREAM. NOTICE: Under no circumstances will the interest
rate on this Note be more than the  maximum  rate  allowed  by  applicable  law.
Whenever increases occur in the interest rate, Lender, at its option, may do one
or more of the following:  (A) increase Borrower's payments to ensure Borrower's
loan will pay off by its original final  maturity date, (B) increase  Borrower's
payments to cover  accruing  interest,  (C)  increase  the number of  Borrower's
payments,  and (D) continue  Borrower's payments at the same amount and increase
Borrower's final payment.

PREPAYMENT PENALTY. Borrower agrees that all loan fees and other prepaid finance
charges  are earned  fully as of the date of the loan and will not be subject to
refund upon early payment (whether voluntary or as a result of default),  except
as otherwise  required by law. UPON PREPAYMENT OF THIS NOTE,  LENDER IS ENTITLED
TO THE FOLLOWING PREPAYMENT PENALTY:  FIRST YEAR - 2.50% OF THE UNPAID PRINCIPAL
BALANCE;  SECOND YEAR - 2.00% OF THE UNPAID PRINCIPAL BALANCE; THIRD YEAR - .75%
OF THE UNPAID  PRINCIPAL  BALANCE;  FOURTH  YEAR - .50% OF THE UNPAID  PRINCIPAL
BALANCE; FIFTH YEAR - .25% OF THE UNPAID PRINCIPAL BALANCE. THIS PROVISION SHALL
BE IN EFFECT ONLY IF THIS LOAN IS REFINANCED AT ANOTHER  FINANCIAL  INSTITUTION.
EXCEPT FOR THE  FOREGOING,  BORROWER MAY PAY ALL OR A PORTION OF THE AMOUNT OWED
EARLIER THAN IT IS DUE. Early  payments will not,  unless agreed to by Lender in
writing,  relieve Borrower of Borrower's obligation to continue to make payments
under the payment  schedule.  Rather,  early  payments will reduce the principal
balance due and may result in Borrower's making fewer payments.  Borrower agrees
not to send  Lender  payments  marked  "paid in full",  "without  recourse",  or
similar language. If Borrower sends such a payment, Lender may accept it without
losing any of  Lender's  rights  under  this  Note,  and  Borrower  will  remain
obligated to pay any further amount owed to Lender.  All written  communications
concerning  disputed  amounts,  including any check or other payment  instrument
that indicates that the payment constitutes "payment in full" of the amount owed
or that is tendered with other conditions or limitations or as full satisfaction
of a disputed amount must be mailed or delivered to: SKY BANK, CORPORATE OFFICE,
10 E MAIN STREET, PO BOX 247, SALINEVILLE, OH 43945.

LATE  CHARGE.  If a payment  is 10 days or more late,  Borrower  will be charged
5.000% of the regularly scheduled payment or $50.00, whichever is greater.

INTEREST  AFTER  DEFAULT.  Upon  default,  including  failure  to pay upon final
maturity,  Lender,  at its  option,  may, if  permitted  under  applicable  law,
increase  the  variable  interest  rate on this Note to 18.000%  per annum.  The
interest rate will not exceed the maximum rate  permitted by applicable  law. If
judgment is entered in  connection  with this Note,  interest  will  continue to
accrue on this Note after judgment at the interest rate  applicable to this Note
at the time judgment is entered.

DEFAULT.  Each of the following shall  constitute an event of default ("Event of
Default") under this Note:

     PAYMENT  DEFAULT.  Borrower  fails to make any payment  when due under this
     Note.

     OTHER DEFAULTS. Borrower fails to comply with or to perform any other term,
     obligation,  covenant or condition  contained in this Note or in any of the
     related  documents  or to comply with or to perform  any term,  obligation,
     covenant or condition  contained in any other agreement  between Lender and
     Borrower.

     DEFAULT IN FAVOR OF THIRD PARTIES.  Borrower or any Grantor  defaults under
     any loan,  extension  of  credit,  security  agreement,  purchase  or sales
     agreement, or any other agreement, in favor of any other creditor or person
     that may materially affect any of Borrower's property or Borrower's ability
     to repay this Note or perform Borrower's obligations under this Note or any
     of the related documents.

     FALSE  STATEMENTS.  Any  warranty,  representation  or  statement  made  or
     furnished to Lender by Borrower or on Borrower's  behalf under this Note or
     the related  documents  is false or  misleading  in any  material  respect,
     either now or at the time made or furnished or becomes  false or misleading
     at any time thereafter.

     INSOLVENCY.  The  dissolution or  termination of Borrower's  existence as a
     going business,  the insolvency of Borrower,  the appointment of a receiver
     for any part of  Borrower's  property,  any  assignment  for the benefit of
     creditors,  any  type  of  creditor  workout,  or the  commencement  of any
     proceeding under any bankruptcy or insolvency laws by or against Borrower.

     CREDITOR  OR  FORFEITURE   PROCEEDINGS.   Commencement  of  foreclosure  or
     forfeiture   proceedings,   whether  by  judicial  proceeding,   self-help,
     repossession  or any other  method,  by any  creditor of Borrower or by any
     governmental agency against any collateral securing the loan. This includes
     a garnishment of any of Borrower's  accounts,  including  deposit accounts,
     with Lender.  However,  this Event of Default shall not apply if there is a
     good faith dispute by Borrower as to the validity or  reasonableness of the
     claim which is the basis of the creditor or  forfeiture  proceeding  and if
     Borrower  gives  Lender  written  notice  of  the  creditor  or  forfeiture
     proceeding  and  deposits  with  Lender  monies  or a  surety  bond for the
     creditor or forfeiture  proceeding,  in an amount  determined by Lender, in
     its sole discretion, as being an adequate reserve or bond for the dispute.

     EVENTS AFFECTING GUARANTOR. Any of the preceding events occurs with respect
     to any  Guarantor  of any of the  indebtedness  or any  Guarantor  dies  or
     becomes  incompetent,  or revokes or disputes the validity of, or liability
     under,  any guaranty of the  indebtedness  evidenced  by this Note.  In the
     event of a death, Lender, at its option, may, but shall not be required to,
     permit the  Guarantor's  estate to assume  unconditionally  the obligations
     arising  under the  guaranty in a manner  satisfactory  to Lender,  and, in
     doing so, cure any Event of Default.

     CHANGE IN OWNERSHIP.  Any change in ownership of twenty-five  percent (25%)
     or more of the common stock of Borrower.

     ADVERSE CHANGE.  A material  adverse change occurs in Borrower's  financial
     condition, or Lender believes the prospect of payment or

<PAGE>

                                 PROMISSORY NOTE
Loan No. 1300293039                (Continued)                            Page 2
================================================================================

     performance of this Note is impaired.

     INSECURITY. Lender in good faith believes itself insecure.

     CURE PROVISIONS. If any default, other than a default in payment is curable
     and if  Borrower  has not  been  given a  notice  of a  breach  of the same
     provision of this Note within the preceding  twelve (12) months,  it may be
     cured (and no event of  default  will have  occurred)  if  Borrower,  after
     receiving  written notice from Lender  demanding cure of such default:  (1)
     cures the default  within  fifteen (15) days;  or (2) if the cure  requires
     more than fifteen (15) days, immediately initiates steps which Lender deems
     in  Lender's  sole  discretion  to be  sufficient  to cure the  default and
     thereafter  continues  and  completes all  reasonable  and necessary  steps
     sufficient to produce compliance as soon as reasonably practical.

LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required
by applicable law, declare the entire unpaid principal  balance on this Note and
all accrued  unpaid  interest  immediately  due, and then Borrower will pay that
amount.

ATTORNEYS' FEES;  EXPENSES.  Lender may hire or pay someone else to help collect
this Note if Borrower does not pay.  Borrower will pay Lender that amount.  This
includes,  subject to any limits under applicable law, Lender's  attorneys' fees
and  Lender's  legal  expenses,  whether  or not there is a  lawsuit,  including
attorneys'  fees,  expenses for  bankruptcy  proceedings  (including  efforts to
modify  or  vacate  any  automatic  stay or  injunction),  and  appeals.  If not
prohibited  by  applicable  law,  Borrower  also  will pay any court  costs,  in
addition to all other sums provided by law.

JURY WAIVER. Lender and Borrower hereby waive the right to any jury trial in any
action, proceeding, or counterclaim brought by either Lender or Borrower against
the other.

GOVERNING  LAW.  This  Note will be  governed  by,  construed  and  enforced  in
accordance with federal law and the laws of the  Commonwealth  of  Pennsylvania.
This Note has been accepted by Lender in the Commonwealth of Pennsylvania.

CHOICE OF VENUE. If there is a lawsuit, Borrower agrees upon Lender's request to
submit ot the jurisdiction of the courts of COLUMBIANA County, State of Ohio.

DISHONORED  ITEM FEE.  Borrower  will pay a fee to Lender of $20.00 if  Borrower
makes a payment on Borrower's  loan and the check or  preauthorized  charge with
which Borrower pays is later dishonored.

RIGHT OF SETOFF.  To the extent  permitted by applicable  law, Lender reserves a
right of  setoff in all  Borrower's  accounts  with  Lender  (whether  checking,
savings,  or some other  account).  This  includes all accounts  Borrower  holds
jointly  with  someone  else and all  accounts  Borrower may open in the future.
However,  this does not include any IRA or Keogh accounts, or any trust accounts
for which setoff would be prohibited by law. Borrower  authorizes Lender, to the
extent  permitted by  applicable  law, to charge or setoff all sums owing on the
indebtedness  against any and all such  accounts,  and, at Lender's  option,  to
administratively  freeze all such  accounts to allow Lender to protect  Lender's
charge and setoff rights provided in this paragraph.

COLLATERAL.  Borrower  acknowledges  this Note is secured by all business assets
now owned or  hereafter  acquired by  Borrower;  second  mortgage on real estate
located at Northgate Circle, Northgate Industrial Park, Neshannock Township, PA.

ADDITIONAL  DEFAULT  PROVISIONS.  Borrower will also be in default if any of the
following occurs:  Borrower fails,  within 30 days of request, to provide Lender
copies of annual  Federal Tax  Returns,  Balance  Sheet,  Income  Statement,  or
Personal Financial Statements, as applicable, as deemed necessary by Lender.

DEPOSITORY.  Borrower  shall maintain its main  depository  accounts with Lender
during the term of this loan.

PURPOSE.   This  Loan  is  for  the  purpose  of  funding  for   plant/warehouse
improvements.

ADDITIONAL  PAYMENT  PROVISION.  Notwithstanding  the  language set forth in the
paragraph  entitled  "Payment",  payments  may be applied in any other manner as
determined by Lender in Lender's sole discretion as permitted by law.

MULTIPLE DISBURSEMENTS.  This Note evidences a straight line of credit. Once the
total amount of principal has been advanced, Borrower is not entitled to further
advances.  Advances under this Note may be requested orally by Borrower or by an
authorized  person.  Lender may, but need not, require that all oral requests be
confirmed  in  writing.  All  communications,  instructions,  or  directions  by
telephone  or  otherwise  to Lender are to be directed to Lender's  office shown
above written  notice of their  authority  (JOE  GIORDANO,  CHUCK LONG) Borrower
agrees to be liable for all sums  either (a)  advanced  in  accordance  with the
instructions  of an  authorized  person  or (b)  credited  to any of  Borrower's
accounts  with Lender.  The unpaid  principal  balance owing on this Note at any
time may be  evidenced  by  endorsements  on this Note or by  Lender's  internal
records, including daily computer print-outs.  Lender will have no obligation to
advance  funds under this Note if: (a)  Borrower or any  guarantor is in default
under the terms of this Note or any agreement that Borrower or any guarantor has
with Lender, including any agreement made in connection with the signing of this
Note; (b) Borrower or any guarantor  ceases doing business or is insolvent;  (c)
any guarantor  seeks,  claims or otherwise  attempts to limit,  modify or revoke
such  guarantor's  guarantee  of this Note or any other  loan with  Lender;  (d)
Borrower has applied  funds  provided  pursuant to this Note for purposes  other
than those  authorized  by Lender;  or (e)  Lender in good  faith  deems  itself
insecure under this Note or any other agreement between Lender and Borrower.

CASH FLOW REQUIREMENT. Borrower agrees to maintain a Debt Service Coverage Ratio
of 1.20 x 1.00 for the year ended 2002 and thereafter.  This ratio is calculated
by summing net income  after tax,  depreciation  and  amortization  expenses and
interest  expense  paid for that period  divided by total annual  principal  and
interest obligations (including subordinated debt) incurred by the Borrower.

SUCCESSOR INTERESTS.  The terms of this Note shall be binding upon Borrower, and
upon Borrower's heirs,  personal  representatives,  successors and assigns,  and
shall inure to the benefit of Lender and its successors and assigns.

GENERAL  PROVISIONS.  Lender may delay or forgo  enforcing  any of its rights or
remedies under this Note without losing them.  Borrower and any other person who
signs,  guarantees or endorses this Note,  to the extent  allowed by law,  waive
presentment,  demand for payment, and notice of dishonor. Upon any change in the
terms of this Note, and unless otherwise  expressly stated in writing,  no party
who signs  this  Note,  whether  as  maker,  guarantor,  accommodation  maker or
endorser,  shall be released from liability.  All such parties agree that Lender
may modify this loan  without the consent of or notice to anyone  other than the
party with whom the  modification is made. The  obligations  under this Note are
joint and several.  If any portion of this Note is for any reason  determined to
be unenforceable,  it will not affect the enforceability of any other provisions
of this Note.

CONFESSION OF JUDGMENT.  BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY
ATTORNEY  OR THE  PROTHONOTARY  OR CLERK OF ANY  COURT  IN THE  COMMONWEALTH  OF
PENNSYLVANIA,  OR ELSEWHERE,  TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT
UNDER THIS NOTE AND WITH OR WITHOUT  COMPLAINT FILED,  CONFESS OR ENTER JUDGMENT
AGAINST BORROWER FOR THE ENTIRE  PRINCIPAL  BALANCE OF THIS NOTE AND ALL ACCRUED
INTEREST,  LATE  CHARGES AND ANY AND ALL AMOUNTS  EXPENDED OR ADVANCED BY LENDER
RELATING TO ANY COLLATERAL  SECURING THIS NOTE, TOGETHER WITH COSTS OF SUIT, AND
AN ATTORNEY'S  COMMISSION OF TEN PERCENT (10%) OF THE UNPAID  PRINCIPAL  BALANCE
AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED
DOLLARS ($500) ON WHICH  JUDGMENT OR JUDGMENTS ONE OR MORE  EXECUTIONS MAY ISSUE
IMMEDIATELY;  AND FOR SO DOING,  THIS NOTE OR A COPY OF THIS  NOTE  VERIFIED  BY
AFFIDAVIT  SHALL BE SUFFICIENT  WARRANT.  THE AUTHORITY  GRANTED IN THIS NOTE TO
CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT
AUTHORITY,  BUT SHALL  CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT
IN FULL OF ALL AMOUNTS  DUE UNDER THIS NOTE.  BORROWER  HEREBY  WAIVES ANY RIGHT
BORROWER  MAY  HAVE TO  NOTICE  OR TO A  HEARING  IN  CONNECTION  WITH  ANY SUCH
CONFESSION  OF  JUDGMENT  AND  STATES  THAT  EITHER A  REPRESENTATIVE  OF LENDER
SPECIFICALLY   CALLED  THIS  CONFESSION  OF  JUDGMENT  PROVISION  TO  BORROWER'S
ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL.



<PAGE>
                                 PROMISSORY NOTE
LOAN NO:  1300293039               (CONTINUED)                            PAGE 3
--------------------------------------------------------------------------------

PRIOR TO SIGNING THIS NOTE,  BORROWER READ AND  UNDERSTOOD ALL THE PROVISIONS OF
THIS NOTE,  INCLUDING THE VARIABLE INTEREST RATE PROVISIONS.  BORROWER AGREES TO
THE TERMS OF THE NOTE.

BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE.

THIS NOTE IS GIVEN  UNDER  SEAL AND IT IS  INTENDED  THAT THIS NOTE IS AND SHALL
CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW.

BORROWER:


INTERNATIONAL PLASTICS AND EQUIPMENT CORP.


By: /s/ JOSEPH GIORDANO JR. (Seal)        By: /s/ CHARLES J. LONG JR. (Seal)
    --------------------------                -------------------------
    Joseph Giordano Jr., President of         Charles J. Long Jr., Secretary/
    International Plastics and Equipment      Treasurer of International
    Corp.                                     Plastics and Equipment Corp.


LENDER:


SKY BANK


X  /s/    JOHN D. KLINE,  SVP
   -----------------------------------
   Authorized Signer