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                                                                   EXHIBIT 10.38

                                PROMISSORY NOTE
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U.S. $1,500,000             DALLAS, TEXAS                        March 15, 2000


     FOR VALUE RECEIVED, the undersigned, Jeffrey B. Bogatin ("Maker"),
unconditionally promises to pay to the order of TURBOCHEF TECHNOLOGIES, INC., a
Delaware corporation ("Holder"), the principal sum of One Million Five Hundred
Thousand and 00/100 Dollars ($1,500,000), in lawful money of the United States
and in immediately available funds, together with accrued but unpaid interest,
on the outstanding principal balance, in like money and funds, at the rate per
annum and on the dates provided below (provided that the interest payable shall
not exceed the Maximum Rate (as hereinafter defined)).  Maker acknowledges that
this Note shall be full recourse and, as such, Maker shall be personally
obligated to make all payments due hereunder.

     1.  Interest.  The unpaid principal balance of the outstanding balance
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hereunder shall bear interest at the lesser of (i) the federal discount rate as
from time to time established by the Federal Reserve Board, per annum, and (ii)
the maximum rate per annum permitted by applicable law (the "Maximum Rate").
All past-due principal under this Note shall bear interest at the lesser of (i)
eighteen percent (18%) per annum, and (ii) the Maximum Rate.  Interest paid or
agreed to be paid shall not exceed the maximum amount permissible under the
applicable laws of the United States or the State of Texas and, in any
contingency whatsoever, if Holder shall receive anything of value deemed
interest under such laws which would exceed the amount of interest permissible
under those laws, the excessive interest shall be applied first to the reduction
of unpaid principal outstanding under this Note and the remainder of such
excessive interest shall then be refunded to Maker if such excessive interest
exceeds unpaid principal.  All interest paid or agreed to be paid under this
Note shall, to the extent permitted by applicable law, be amortized, prorated,
allocated and spread throughout the full period until payment in full of the
principal so that the interest hereon for such full period shall not exceed the
Maximum Rate.  Interest shall be computed on the per annum basis of a year of
360 days and for the actual number of days (including the first but excluding
the last day) elapsed.

     2.  Payment of Principal and Interest.  The outstanding principal balance
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of this Note, together with accrued interest thereon, shall be due and payable
on March 15, 2005.  Notwithstanding anything contained in this Note to the
contrary, in the event that the Maker shall no longer be an employee, officer or
director of the Holder or any of its affiliated entities for any reason
whatsoever, the outstanding principal balance of this Note, together with
accrued interest thereon, shall immediately become due and payable.

     3.  Prepayment.  This Note may be prepaid at any time, in whole or in part,
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without premium or penalty, at the option of Maker.

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     4.  Transfer.  Holder may not sell, transfer, pledge, hypothecate or
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otherwise dispose of this Note or any interest herein without the prior written
approval of Maker, which may be granted or denied by Maker in his sole
discretion, but which will not be unreasonably withheld.

     5.  Events of Default.  For purposes of this Note, an "Event of Default"
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shall mean:

         (a) Failure by Maker to pay any principal or interest on this Note, or
     any renewal, extension, modification or rearrangement hereof, when due or
     declared due; or

         (b) Filing by Maker of a voluntary petition or any answer seeking
     reorganization, arrangement, readjustment of its debts or for any other
     relief under any applicable bankruptcy act or law, or under any other
     insolvency act or consenting to, approving of or acquiescing in any such
     petition or proceeding; the application by Maker for, or the appointment by
     consent or acquiescence of, a receiver or trustee for Maker or for all or a
     substantial part of the assets of Maker; the making by Maker of an
     assignment for the benefit of creditors; or the inability of Maker or
     admission by Maker, in writing, of its inability to pay its debts as they
     mature (the term "acquiescence" as used in this Section 5(b) shall mean the
     failure to file a petition or motion in opposition to such petition or
     proceeding or to vacate or discharge any order, judgment or decree
     providing for such appointment within sixty (60) days after the appointment
     of a receiver or trustee); or

         (c) Filing of an involuntary petition against Maker in bankruptcy
     seeking reorganization, arrangement, readjustment of its debts or for any
     other relief under any applicable bankruptcy act or law, or under any other
     insolvency act or law, now or hereafter existing, and such petition remains
     undismissed or unanswered for a period of sixty (60) days from such filing;
     or the involuntary appointment of a receiver or trustee for Maker or for
     all or a substantial part of the assets of Maker, and such appointment
     remains unvacated for a period of sixty (60) days or unopposed for a period
     of ten (10) days from such appointment; or the issuance of a warrant of
     attachment, execution or similar process against any substantial part of
     the assets of Maker and such warrant remains unbonded or undismissed for a
     period of fifteen (15) days from notice to Maker of its issuance.

     6.  Acceleration.  Upon the occurrence of any Event of Default set forth in
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Section 5, Holder may (but only if Maker has not cured such Event of Default to
Holder's reasonable satisfaction within fifteen (15) days after written notice
of such Event of Default is sent by Holder to Maker), in Holder's sole and
absolute discretion and upon Maker's receipt of written notice to such effect,
declare the principal of and interest accrued but unpaid under this Note, if
any, to be forthwith due and payable, whereupon the same shall become due and
payable without any presentment, acceleration, demand, protest, notice of
protest, notice of intent to accelerate, notice of acceleration or notice of any
kind, all of which are hereby waived.

     7.  Surrender.  Upon payment in full of the principal amount, this Note
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shall be surrendered by Holder to Maker for cancellation.

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     8.   Notices.  Unless otherwise provided herein, all notices, requests,
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consents and demands shall be in writing and shall be delivered to the following
addresses:

If intended for Holder, to:

     TurboChef Technologies, Inc.
     10500 Metric Drive, Suite 128
     Dallas, Texas 75043
     Attention: Chief Financial Officer

If intended to Maker, to:

     Jeffrey B. Bogatin
     888 Park Avenue
     Apt. 6B
     New York, NY  10021

or to such other person or address as either party shall designate to the other
from time to time in writing forwarded in like manner.  All such notices,
requests, consents and demands shall be in writing and deemed to have been given
or made when (i) delivered personally; (ii) sent by first-class U.S. mail,
postage prepaid; or (iii) sent by overnight courier, guaranteeing two-day
delivery.

     9.   Waiver.  No waiver or consent by Holder with respect to any act or
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omission of Maker on one occasion shall constitute a waiver or consent with
respect to any other act or omission by Maker on the same or any other occasion,
and no failure on the part of Holder to exercise and no delay in exercising any
right hereunder shall operate as a waiver thereof, nor shall any single or
partial exercise by Holder of any right hereunder preclude any other further
right of exercise thereof or the exercise of any other right.

     10.  Parties in Interest.  All covenants and agreements contained in this
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Note shall bind and inure to the benefit of the respective legal
representatives, successors and assigns of the parties hereto, except that Maker
may not assign his rights hereunder without the prior written consent of Holder.

     11.  Governing Law.  THIS NOTE SHALL BE GOVERNED BY AND CONSTRUED AND
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ENFORCED IN ACCORDANCE WITH THE SUBSTANTIVE LAWS OF TEXAS, WITHOUT REGARD TO ITS
PRINCIPLES OF CONFLICTS OF LAWS.

     12.  Jurisdiction and Venue.  Any jurisdictional proceeding brought by or
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against any of the parties to this Note, on any dispute arising out of this Note
or any matter related hereto shall be brought in the courts of Dallas County,
State of Texas, and, by execution and delivery of this Note, each of the parties
to this Agreement accepts for itself the exclusive jurisdiction and venue of the
aforesaid courts, and irrevocably agrees to be bound by any judgment rendered

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thereby in connection with this Note after exhaustion of all appeals (or by the
appropriate appellate court if such appellate court renders judgment).

     13.  Severability.  If any provision of this Note is held to be illegal,
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invalid or unenforceable under present or future laws effective during the term
of this Note, such provision shall be fully severable; this Note shall be
construed and enforced as if such illegal, invalid and unenforceable provision
had never comprised a part hereof and this Note shall not be affected by the
illegal, invalid or unenforceable provision or by its severance from this Note.

     14.  Modification.  No modification or waiver of any provision of this Note
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shall be effective unless such modification or waiver shall be in writing and
executed by both Holder and Maker.

     15.  No Demand, Presentment.  The undersigned and all parties now or
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hereafter liable for the payment hereof, whether as endorser, guarantor, surety
or otherwise, severally waive demand, presentment for payment, notice of
dishonor, notice of intention to demand or accelerate payment hereof, protest
and notice of protest and diligence on collecting or bringing suit against any
party hereof, and agree to all extensions, renewals, indulgences, releases or
changes which from time to time may be granted by Holder and to all partial
payments hereon, with or without notice, before or after maturity.

     16.  Attorneys' Fees.  If this Note is placed in the hands of an attorney
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for collection, or if it is collected through bankruptcy or other judicial
proceedings, Maker agrees to pay all expenses of collection, including, but not
limited to, attorneys' fees, incurred by the Holder.


                                    MAKER:
                                    /s/ JEFFREY B. BOGATIN
                                    ____________________________________
                                    Printed Name: Jeffrey B. Bogatin

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