Promissory Note

Exhibit 10.13


PROMISSORY NOTE


Principal Sum: $ 1,815,439.56


Date: May 31, 2001


Maker: Jerry T. McDowell and Gaylean M. McDowell, or the survivor of
them


Holder: Alltrista Corporation


FOR VALUE RECEIVED, the undersigned Maker promises to pay to the order of the Holder the Principal Sum, plus interest from the date hereof until the date paid at the rate of 5.36% per annum, compounded semi-annually. The Maker agrees that a portion of the Principal Sum shall be used to pay a premium on a life insurance policy insuring the lives of Jerry T. McDowell and Gaylean M. McDowell (the "Policy"). The date of this note shall be the date on which the Holder pays the Principal Sum to the Maker.


The entire Principal Sum, plus accrued interest thereon, shall be due and payable within ninety (90) days following the death of the last surviving Maker. All payments hereon shall be made in lawful money of the United States of America to the order of the Holder at Suite 440, 5875 Castle Creek Parkway, North Drive, Indianapolis, IN 46250-4330 or at such other place as the Holder may designate in writing to the Maker from time to time. This Note may be prepaid by the Maker in whole or in part at any time without penalty or premium. If any payment due is not paid within ten (10) business days of the due date, such overdue amount shall bear interest from and after the due date until paid in full at the rate of 10% per annum, compounded annually, or at the maximum rate permitted by law, whichever is less.


The Maker agrees that the Policy shall be owned solely by the Maker (or the last survivor of them), that the estate of the last surviving Maker shall be designated as beneficiary to receive the Policy death ben ...