EXHIBIT 10.14
                           CONVERTIBLE PROMISSORY NOTE

$500,000.00             March    , 2000                Tustin, California
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         FOR VALUE RECEIVED, McGlen Internet Group, Inc., a Delaware corporation
("Borrower")  hereby  covenants and promises to pay to the order of  ("Lender"),
Dollars ($ ) in lawful  money of the  United  States of  America  (the  "Loan"),
accruing  interest  at the rate of 10% per  annum.  The  interest  rate shall be
reduced by one percentage point if the Loan is fully repaid within 120 days from
the day of receipt of the Loan by Borrower (the "Closing"). Principal, interest,
and other costs hereunder shall be due and payable to Lender of this Convertible
Promissory Note (this "Note") on or before September 31, 2000 (the "Due Date").

         Payments  will be made in legal tender of the United States of America.
Borrower shall have the right to prepay  without  penalty all or any part of the
unpaid balance of this Note at any time,  provided  Borrower gives Lender 5 days
advanced  written notice to convert this Note,  where  applicable,  as described
below.  Borrower  shall not be entitled to re-borrow any prepaid  amounts of the
principal,  interest or other costs or charges.  All payments  made  pursuant to
this Note will be first applied to accrued and unpaid interest,  if any, then to
other proper charges under this Note and the balance, if any, to principal.

         If Borrower does not have capital  infusion,  investment or any type of
financing within 6 months of the Closing,  Lender may at Lender's option, within
18 months of the Closing, convert the then outstanding balance of this Note into
shares  of  Borrower's  common  stock at 90% of the low  five-day  daily  volume
weighted  average  price  (VWAP)  of  Borrower's  common  stock as  reported  by
Bloomberg  Financial using the AQR function for the 22 consecutive  trading days
prior to the trading day on which the notice of  conversion  is  transmitted  by
Lender. (the "Conversion  Price").  The common stock issuable upon conversion of
this  Note  (the   "Conversion   Shares")   shall  be  entitled  to  "piggyback"
registration  rights  entitling  Lender to include the Conversion  Shares in any
applicable  registration  statement  filed  by  Borrower  or its  successors  in
interest.  Borrower shall bear and pay all expenses  incurred in connection with
any  registration,  filing with respect to the  registration  of the  Conversion
Shares except for taxes, underwriter discounts and commissions.

         Borrower shall issue to Lender a warrant,(  which shall be executed and
delivered within 30 days of the Closing), pursuant to which Lender may within 18
months from the  Closing,  purchase  the number of shares of  Borrower's  common
stock equal to 33% of the Conversion Shares at 115% of the average closing price
of  Borrower's  common  stock for the 10  consecutive  trading days prior to the
Closing Date (the  "Warrant").  If the Loan is not fully repaid by the Due Date,
Lender may within 18 months from the Closing,  purchase an additional  number of
shares of Borrower's  common stock equal to 17% of the Conversion Shares at 115%
of the average  closing price of Borrower's  common stock for the 10 consecutive




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trading  days  prior  to  the  Closing  Date  (the  "Additional  Warrant").  The
Additional  Warrant shall be executed and delivered within 10 business days from
the Due Date.

         Notwithstanding  anything  in this  Note to the  contrary,  the  entire
unpaid  principal  amount of this Note,  together  with all  accrued  but unpaid
interest hereunder,  will become immediately all due and payable without further
notice at the  option of Lender  upon any of the  following  (the  "Acceleration
Date"):  (i) the occurrence of an event of default under this Note, which is not
cured within twenty (20) days after written  notice to Borrower by Lender;  (ii)
Borrower  ceases to carry on its  business on a regular  basis or enters into an
agreement to sell  substantially  all of its assets or an  agreement  whereby it
merges  into,  consolidates  with or is  acquired by any other  business  entity
unless such surviving  entity assumes the obligations  under this Note; or (iii)
Borrower  makes any  assignment  for the  benefit  of its  creditors,  makes any
election  to wind up or dissolve or becomes  unable to pay  Borrower's  debts as
they  mature,  becomes  insolvent  or the  subject of any  proceeding  under any
bankruptcy, insolvency or debtor's relief law.

         If any amount  payable to Lender  under  this Note is not  received  by
Lender on the Due Date,  then such amount (the  "Delinquent  Amount")  will bear
interest  from and after the Due Date until paid at an annual  rate of  interest
equal to the  greater of (i) eleven  percent  (11%),  (ii) the  advance  rate to
member banks on the Acceleration Date as established by the Federal Reserve Bank
of San Francisco,  pursuant to Section 13 of the Federal  Reserve Act, plus five
percentage points, or (iii) the maximum rate then permitted by law (the "Default
Rate"). If the maximum rate then permitted by law is lower than 11%, the maximum
legal rate shall be the Default  Rate.  In addition,  Borrower  will also pay to
Lender a late payment  processing fee ("Late Fee") in an amount each month equal
to two percent (2%) of each Delinquent  Amount to defray the expense incident to
the administration, processing and collection of each Delinquent Amount.

         This  Note will be  interpreted  in  accordance  with  California  law,
including all matters of  construction,  validity,  performance and enforcement,
without giving effect to any principles of conflict of laws. Any dispute, action
or  proceeding  concerning  this Note will be initiated,  maintained,  heard and
decided  exclusively in Orange County,  California.  The prevailing party in any
action,  litigation or proceeding  including any appeal or the collection of any
judgment  concerning  this Note will be awarded,  in  addition  to any  damages,
injunctions or other relief, and without regard to whether or not such matter be
prosecuted  to final  judgment,  such  party's  costs  and  expenses,  including
reasonable attorneys' fees. This Note may not be changed,  modified,  amended or
terminated orally..



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Dated as of March __, 2000
                                   "BORROWER"

                                   McGLEN INTERNET GROUP, INC.,
                                   a Delaware corporation

                                   By:  /s/George Lee
                                        -------------
                                        George Lee, Chief Executive Officer

Accepted by:

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Its:

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