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                                                                   EXHIBIT 10.20
                                PROMISSORY NOTE

$33 million                                                        July 31, 2000
-----------

1.   Principal
     ---------

     FOR VALUE RECEIVED, Bowerbrook Limited and @viso Limited, companies
organized under the laws of the United Kingdom (collectively, the "Company")
hereby jointly and severally absolutely and unconditionally promise to pay to
PeoplePC Europe N.V., a company organized under the laws of the Netherlands (the
"Lender"), or order, the principal amount of thirty-three million dollars
($33,000,000).  Except as provided below, no interest shall be due and payable
on the principal amount of this Note.  The Company expressly acknowledges that
it shall have no set off right or other ability to deduct amounts payable under
the terms of this note under any circumstances, and that it shall not refuse to
pay such amounts when due for any reason.

2.   Repayments and Prepayments.
     --------------------------

     a.  Seventeen million dollars ($17,000,000) of the principal of this Note
shall be due and payable on August ___, 2000 (the "First Payment Date"), the
date that is one month after the Closing Date as that term is defined in the
PeoplePC BV Shareholders' Agreement by and among PeoplePC BV, PeoplePC, Inc.,
Olive Hill Investments N.V., @viso Limited and Softbank Capital Partners LP
dated June 30, 2000 (the "Shareholders' Agreement"). The remaining principal
amount of sixteen million dollars ($16,000,000) shall be due and payable on
September ___, 2000, the date that is two months after the Closing Date (the
"Second Payment Date").

     b.  The Company may prepay this Note at any time, either in whole or in
part, without premium or penalty and without the prior consent of the Lender.

3.   Events of Default; Acceleration; Forfeiture of Shares; Interest.
     ---------------------------------------------------------------

     a.  After the close of business on each of the First and Second Payment
Dates, the Lender shall calculate the percentage of the total amount due and
payable on such date which has been paid. In the event that such percentage (the
"Payment Percentage") equals less than 100%, the Company agrees, at the Lender's
election, to forfeit and return to the Lender certain amounts of Series A and
Series B Preferred Shares of the Lender (any such return, a "Share Forfeiture)
calculated as follows: (A) after the First Payment Date but before the Second
Payment Date, the number of Series A Preferred Shares shall equal the product of
(i) 3,966,667 multiplied by (ii) 100% minus the Payment Percentage, and the
number of Series B Preferred Shares shall equal the product of (i) 1,700,000
multiplied by (ii) 100% minus the Payment Percentage; and (B) after the Second
Payment Date, the number of Series A Preferred Shares shall equal the product of
(i) 3,733,333 multiplied by (ii) 100% minus the Payment Percentage, and the
number of Series B Preferred Shares shall equal the product of (i) 1,600,000
multiplied by (ii) 100% minus the Payment Percentage. The Company agrees to take
whatever steps necessary to effect the transfer of shares required under any
Share Forfeiture.


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     b. The principal amount of this Note is subject to acceleration in whole or
in part upon the occurrence and during the continuance of any of the following
events (each, an "Event of Default"): (i) the failure to pay any amount owing by
the Company hereunder when due and payable, or (ii) the initiation of any
bankruptcy, insolvency, moratorium, receivership or reorganization by or against
the Company, or a general assignment of assets by the Company for the benefit of
creditors. Upon the occurrence of an Event of Default, the entire unpaid
principal balance of this Note shall be deemed immediately due and payable, and
the Lender shall have the right to pursue all remedies available to it at law or
equity to obtain such amount. If, subsequent to an Event of Default, the Company
pays all amounts due hereunder, the Lender shall promptly return any shares
confiscated from the Company pursuant to a Share Forfeiture, as well as any
dividend amounts paid on such shares during the period of their confiscation.

     c.  The Company shall pay the Lender 8% interest, compounded annually, on
all amounts due but not paid hereunder as of and after the Second Payment Date
until such time as such amounts (including interest required hereby) are fully
paid.  The Lender may at its option waive the Company's obligation to pay such
interest if the Company demonstrates that it has made good faith effort to pay
the amount due but not paid hereunder.

4.   Miscellaneous.
     -------------

     a.  No failure or delay by the Lender to exercise any right hereunder shall
operate as a waiver thereof, nor shall any single or partial exercise of any
right, power or privilege preclude any other right, power or privilege.  The
provisions of this Note are severable and if any one provision hereof shall be
held invalid or unenforceable in whole or in part in any jurisdiction, such
invalidity or unenforceability shall affect only such provision in such
jurisdiction.  This Note expresses the entire understanding of the parties with
respect to the transactions contemplated hereby.  The Company and every endorser
and guarantor of this Note regardless of the time, order or place of signing
hereby waives presentment, demand, protest and notice of every kind, and assents
to any extension or postponement of the time for payment or any other
indulgence, to any substitution, exchange or release of collateral, and to the
addition or release of any other party or person primarily or secondarily
liable.

     b.  If Lender retains an attorney for collection of this Note, or if any
suit or proceeding is brought for the recovery of all, or any part of, or for
protection of the indebtedness respected by this Note, then the Company agrees
to pay on demand all costs and expenses of the suit or proceeding, or any appeal
thereof, incurred by the Lender, including without limitation, reasonable
attorneys' fees.

     c.  This Note shall for all purposes be governed by, and construed in
accordance with the laws of the State of California (without reference to
conflict of laws).

     d.  This Note shall be binding upon the Company's successors and assigns,
and shall inure to the benefit of the Lender's successors and assigns.

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     IN WITNESS WHEREOF, the Company and the Lender have caused this Note to be
executed by its duly authorized officer to take effect as of the date first
hereinabove written.


                              @VISO LIMITED

                              By:_______________________________________

                              Name:_____________________________________

                              Title:____________________________________



                              BOWERBROOK LIMITED


                              By:_______________________________________

                              Name:_____________________________________

                              Title:____________________________________


                              PEOPLEPC B.V.


                              By:_______________________________________

                              Name:_____________________________________

                              Title:____________________________________



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