1
                                  SCHEDULE 14A
                     Information Required in Proxy Statement

                            SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934


Filed by the Registrant[ X ] 
Filed by a Party other than the Registrant[ ] 
Check the appropriate box: 
[   ] Preliminary Proxy Statement 
[   ] Confidential, for Use of the Commission Only (as permitted by 
      Rule 14a-6(e)(2)) 
[   ] Definitive Proxy Statement 
[ X ] Definitive Additional Materials 
[   ] Soliciting Material Pursuant to Section 240.14a-11(c) or 
      Section 240.14a-12

                                   AAON, INC.
                ------------------------------------------------
                (Name of Registrant as specified in Its Charter)

     -----------------------------------------------------------------------
     (Name of Person(s) Filing Proxy Statement if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):
[ X ] No fee required.
[   ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
         1) Title of each class of securities to which transaction applies:
            ____________________________________________________________________
         2) Aggregate number of securities to which transaction applies:
            ____________________________________________________________________
         3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee
is calculated and state how it was determined):
            ____________________________________________________________________
         4) Proposed maximum aggregate value of transaction:
            ____________________________________________________________________
         5) Total fee paid:
            ____________________________________________________________________

[   ] Fee paid previously with preliminary materials.

[   ] Check box if any part of the fee is offset as provided by Exchange Act 
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number, or
the Form or Schedule and the date of its filing.

         1) Amount Previously Paid:
            ____________________________________________________________________
         2) Form, Schedule or Registration Statement No.:
            ____________________________________________________________________
         3) Filing party:
            ____________________________________________________________________
         4) Date Filed:
            ____________________________________________________________________
   2
                                [AAON LETTERHEAD]


                                  May 14, 1999

Dear Fellow AAON Stockholders:

We have told you previously that we believed AAON would gain more attention from
the investment community as its success story continued to unfold. Currently,
AAON stock is trading near its 52-week high of $12. We believe that investors
are taking notice of our record-setting sales and earnings in 1998, our best
quarter ever (for sales and earnings) in the first quarter of 1999 and our
prospects for strong growth in the future.

Bay Harbour is crying all the way to the bank. Like other shareholders, Bay
Harbour has benefited from AAON's strong stock price performance. However, Bay
Harbour continues to complain and is still asking you to give them influence,
and possibly, control over your Company's board of directors. Reject their
disruptive tactics. Throw away their gold proxy and vote only the board's white
proxy card.

If you have previously voted the gold proxy, you can revoke your vote and
support your board by signing and returning a later-dated white card. YOU CAN
ELECT BOTH OF YOUR BOARD'S NOMINEES ONLY ON THE WHITE PROXY CARD. ONLY YOUR
LATEST DATED PROXY COUNTS. For immediate assistance call our proxy solicitor,
Beacon Hill Partners, Inc. at 800-755-5001.

AAON is in stronger financial condition, and much better positioned for growth,
than it was a few years ago. Your board and management deserve your support.
Since the May 25th annual meeting is only a few days away, please take the time
now to sign and return your white proxy card.

Thank you for your consideration.



Norman H. Asbjornson
President