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                                                                    Exhibit 10.2

                          GRID DEMAND PROMISSORY NOTE
                                  (PRIME RATE)

$1,000,000                                                         July 31, 2001

        For value received, the undersigned unconditionally (and if more than
one, jointly and severally) promise(s) to pay to the order of JAW Financial,
L.P., a California Limited Partnership, (the "Lender"), at its office located at
C/o Tanner, Mainstain and Hoffer, 10866 Wilshire Blvd., 10th Floor, Los Angeles,
CA 90024, the principal amount of ONE MILLION DOLLARS ($1,000,000) or, if less,
the aggregate unpaid principal amount of all loans made to the undersigned by
the Lender and outstanding under this Note, on the earlier of September 15, 2001
or DEMAND.

        The undersigned promise(s) to pay interest on the unpaid balance of the
principal amount of each such loan from and including the date of each such loan
to but excluding the date of demand at a variable rate per annum equal to that
rate of interest from time to time announced by the Lender at its principal
office as its prime commercial lending rate (the "Prime Rate") plus 1.00% (the
"Margin"). Interest shall be payable the earlier of at maturity on upon DEMAND
(commencing on the first such date occurring after the date of the first such
loan) and on any payment of such principal. Any principal not paid when due or
demanded shall bear interest from and including such date to but excluding the
date paid in full at a variable rate per annum equal to 2% above the Prime Rate
plus the Margin, such interest to be payable ON DEMAND and on any payment of
such principal. The interest rate on this Note shall change in accordance with,
and changes in such interest rate shall be effective as of the effective date
of, announcements by the Lender of changes in the Prime Rate. Interest shall be
calculated on the basis of a year of 360 days for the actual number of days
elapsed.

        All payments under this Note shall be made in lawful money of the United
States of America and in immediately available funds at the Lender's principal
office specified above. The Lender may (but shall not be obligated to) debit the
amount of any payment under this Note that is not made when demanded to any
deposit account of (any of) the undersigned with the Lender. If the undersigned
are more than one, all obligations of each of the undersigned under this Note
shall be joint and several. This Note may be prepaid without penalty.

        The date and amount of each loan under this Note and each payment of
principal and the outstanding principal balance of loans shall be recorded by
the Lender on its books and prior to any transfer of this Note (or, at the
discretion of the Lender, at any other time), endorsed by the Lender on a
schedule. Any such endorsement shall be conclusive in the absence of manifest
error.

        The undersigned waive(s) presentment, notice of dishonor, protest and
any other notice or formality with respect to this Note.

        The undersigned agree(s) to reimburse the Lender on demand for all
costs, expenses and charges (including, without limitation, fees and charges of
external legal counsel for the Lender and costs allocated by its internal legal
department) in connection with the interpretation, performance or enforcement of
this Note.

        The undersigned consent(s) to the nonexclusive jurisdiction and venue of
the state or federal courts located in the City of New York. Service of process
by the Lender in connection with any dispute shall be binding on the undersigned
if sent to the undersigned by registered mail at the address(es) specified
below. The undersigned waive(s) any right the undersigned may have to jury
trial.

        This Note shall be governed by, and interpreted and construed in
accordance with, the law of the State of New York; provided that the foregoing
is not intended to limit the maximum rate of interest which may be charged or
collected by the Lender on this Note if, under the law applicable to it, the
Lender may charge or collect such interest at a higher rate than is permissible
under the law of said State. In no case shall the interest on this Note exceed
the maximum amount which the Lender may charge or collect under such law
applicable to it.

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     Each reference in this Note to the Lender shall include its successors,
endorsees, and assigns, in whose favor the provisions hereof shall also inure.
Each reference in this Note to the undersigned shall include the heirs,
executors, administrators, legal representatives, successors and assigns of the
undersigned, all of whom shall be bound by the provisions hereof.

ADDRESS FOR NOTICES TO THE
LENDER:

J.A.W. Financial, L.P., a California Limited Partnership
C/o Tanner, Mainstain and Hoffer
10866 Wilshire Blvd., 10th Floor
Los Angeles, CA 90024


BIZ INTERACTIVE ZONE, INC.


---------------------------------
Marvin J. Winkler
Chairman & CEO



/s/ THOMAS E. SCHIFF
---------------------------------
Thomas E. Schiff
Chief Financial Officer


ADDRESS FOR NOTICES:
BIZ Interactive Zone, Inc.
2030 Main Street, Suite 1250
Irvine, CA 92614

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     Each reference in this Note to the Lender shall include its successors,
endorsees, and assigns, in whose favor the provisions hereof shall also inure.
Each reference in this Note to the undersigned shall include the heirs,
executors, administrators, legal representatives, successors and assigns of the
undersigned, all of whom shall be bound by the provisions hereof.

ADDRESS FOR NOTICES TO THE
LENDER:

J.A.W. Financial, L.P., a California Limited Partnership.
C/o Tanner, Mainstain and Hoffer
10866 Wilshire Blvd., 10th Floor
Los Angeles, CA 90024

BIZ INTERACTIVE ZONE, INC.

/s/  Marvin J. Winkler
----------------------------------------
Marvin J. Winkler
Chairman & CEO

/s/ Thomas E. Schiff
----------------------------------------
Thomas E. Schiff
Chief Financial Officer

ADDRESS FOR NOTICES:
Biz Interactive Zone, Inc.
2030 Main Street, Suite 1250
Irvine, CA 92614