EXHIBIT 10.2

                              PROMISSORY NOTE

$36,000.00*                                                New York, New York
                                                               March 15, 2002

     FOR VALUE RECEIVED, the undersigned, CENTERPOINT CORPORATION, a Delaware
corporation (the "Borrower"), hereby promises to pay to the order of BION
ENVIRONMENTAL TECHNOLOGIES, INC. ("Bion"), a Colorado corporation (the
"Holder"), at its office at 18 East 50th Street, 10th Floor, New York, New
York 10022, or such other address as the Holder shall specify in writing to
the Borrower, in lawful money of the United States and in immediately
available funds, the currently outstanding principal amount of Thirty Six
Thousand Dollars ($36,000.00) plus any additional amounts that are advanced by
Bion to Borrower in the future from time to time, or the aggregate unpaid
principal balance of all amounts from time to time outstanding hereunder,
together with accrued, unpaid interest thereon, on March 15, 2003 (the
"Maturity Date"), or as such Maturity Date may be extended from time to time
by agreement between the Holder and the Borrower.  At the request of Borrower,
Holder shall make such advances to Borrower from time to time pursuant to this
Promissory Note as shall be approved by Holder in Holder's sole and absolute
discretion at the time of Borrower's request.  In no event shall Holder be
obligated to make any advance to Borrower pursuant to this Promissory Note
which has not been approved by Holder or which would cause the amount of
principal and accrued interest due hereunder to exceed the sum of $500,000.

     Interest under this Promissory Note (computed on the basis of actual days
elapsed and a year of 360 days) shall accrue on the outstanding principal
balance of this Promissory Note from the date hereof until the Maturity Date,
at the rate of One Percent (1%) per month.  The Borrower will repay in full
all principal, accrued, unpaid interest and other charges outstanding under
this Promissory Note no later than the Maturity Date.

     Holder shall have the right, in its sole and absolute discretion, to
convert, at any time, all or any portion of the sums due hereunder into shares
of Common Stock of Borrower at a conversion price of $3.00 per share
(equitably adjusted for any recapitalizations, dividends, distributions, stock
splits, etc.).

     The occurrence and continuance of any one or more of the following events
shall constitute an "Event of Default" hereunder:

     (a)     the Borrower fails to pay any amount due under this Promissory
Note within two days of the date when due;

_______________

*     Amount advanced by Bion to Borrower as of March 15, 2001 for monthly
      services and rent, plus such additional amounts as may be advanced to
      Borrower by Bion in the future from time to time.


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     (b)     the Borrower fails to observe, perform or comply with any other
covenant, agreement or term contained in this Promissory Note, and, if subject
to remedy, the same is not remedied within 30 days after written notice from
the Holder; provided, however, that such 30-day period shall be extended for
an additional 30 days so long as within such initial 30-day period the
Borrower has commenced to cure and is proceeding with due diligence to cure
such failure; or

     (c)     Borrower makes a general assignment for the benefit of creditors;
any proceeding is instituted by or against Borrower seeking to adjudicate it a
bankrupt or insolvent, seeking liquidation, winding up, reorganization,
arrangement, adjustment, protection, relief or composition of it or its debts
under any law relating to bankruptcy, insolvency or reorganization or relief
of debts, or seeking the entry of an order for relief or the appointment of a
receiver, trustee or other similar official for it or for any substantial part
of its property, provided that, in any such case, if the same is dismissed or
vacated within 60 days of being instituted, then any such default shall be
deemed cured; or Borrower takes any corporate action to authorize any of the
actions set forth above.

     Upon any "Event of Default" as defined herein, the Holder may, at its
sole option, declare the entire amount of principal and accrued, unpaid
interest on this Promissory Note immediately due and payable, by written
notice to the Borrower, in which event the Borrower immediately shall pay to
the Holder the entire unpaid principal balance of this Promissory Note
together with accrued, unpaid interest thereon to the date of such payment.
No delay or omission of the Holder to exercise any right or power occurring
upon any Event of Default hereunder shall impair any such right or power or
shall be construed as a waiver of any such Event of Default or an acquiescence
therein.  To the fullest extent permitted by law, the Holder's rights and
remedies under this Promissory Note shall be cumulative, and the Holder shall
have all other rights and remedies not inconsistent herewith as are provided
under the Uniform Commercial Code as in effect in the relevant jurisdictions,
by law or in equity.  No exercise by the Holder of one right or remedy shall
be deemed an election, no waiver by the Holder of any default on the part of
the Borrower shall be deemed a continuing waiver, and no delay by the Holder
shall constitute a waiver, election or acquiescence by it.

     A waiver of any term of this Promissory Note must be made in writing and
shall be limited to the express written terms of such waiver.  No previous
waiver and no failure or delay by the Holder in acting with respect to the
terms of this Promissory Note shall constitute a waiver of any breach, default
or failure of condition under this Promissory Note.

     The Borrower waives presentment, demand, notice of dishonor, notice of
default or delinquency, notice of acceleration, notice of protest and
nonpayment, notice of costs, expenses or losses and interest thereon, notice
of interest on interest and diligence in taking any action to collect any sums
owing under this Promissory Note or in proceeding against any of the rights or
interests in or to properties securing payment of this Promissory Note.

     Time is of the essence with respect to every provision hereof.


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     Notwithstanding any other provision of this Promissory Note to the
contrary, all agreements between the Borrower and the Holder are expressly
limited, so that in no event or contingency whatsoever, whether by reason of
the advancement of the proceeds of this Promissory Note, acceleration of
maturity of the unpaid principal balance, the addition of accrued interest to
principal or otherwise, shall the amount paid or agreed to be paid to the
Holder for the use, forbearance or detention of the money to be advanced under
this Promissory Note exceed the highest lawful rate permissible under
applicable usury laws.  If, under any circumstances whatsoever, fulfillment of
any provision of this Promissory Note or any other agreement pertaining to
this Promissory Note, after timely performance of such provision is due, shall
involve transcending the limit of validity prescribed by law which a court of
competent jurisdiction deems applicable, then the obligations to be fulfilled
shall be reduced to the limit of such validity, and if, under any
circumstances whatsoever, the Holder shall ever receive as interest an amount
that exceeds the highest lawful rate, the amount that would be excessive
interest shall not be required to be paid by the Borrower, and the Holder
shall hold in trust and return to the Borrower any interest paid hereunder in
excess of the highest lawful rate.

     If any action at law or in equity is necessary to enforce or interpret
the terms of this Promissory Note or the rights and duties of the parties in
relation hereto, the prevailing party will be entitled, in addition to any
other relief granted, to all costs and expenses incurred by such prevailing
party, including, without limitation, all reasonable attorneys' fees.

     This Promissory Note is delivered in the State of New York and shall be
construed and enforced in accordance with, and governed by, the laws of the
State of New York without application of the conflict of laws provisions or
principles thereof.  All persons and entities in any manner obligated under
this Promissory Note hereby consent to the jurisdiction of any federal or
state court within the State of New York having proper venue, and also consent
to service of process by any means authorized by federal or New York law.

                         CENTERPOINT CORPORATION, a Delaware corporation


                         By: /s/ David Mitchell
                             David Mitchell, President