<PAGE>   1
                                                                     EXHIBIT 1


[CWC letterhead]


March 7, 2000



DrAlt.com Corporation
11 State Street
Woburn, MA 01801

RE: Non-Binding Letter of Intent

Gentlemen:

1.     INTRODUCTION.

       1.1.   This non-binding letter of intent outlines the terms on which
              Completewellness.com, Inc. ("CWC.COM") which is a wholly-owned
              subsidiary of Complete Wellness Centers, Inc., a Delaware
              corporation, ("CWC") proposes to merge with DrAlt.com Corporation,
              a Delaware corporation, ("DrAlt"). DrAlt would become a
              wholly-owned subsidiary of CWC.COM.

       1.2.   DrAlt would merge with CWC.COM in a tax-free transaction pursuant
              to a definitive Merger Agreement and ancillary agreements
              (collectively, the "Merger Agreement") to be entered into by and
              among CWC, CWC.COM, DrAlt and the stockholders of DrAlt. The
              parties to the Merger Agreement would use their best efforts to
              enter into such agreement on or about March 17, 2000, and to
              consummate the private placement transaction contemplated in
              Section 3.1 on or about May 22, 2000.

2.     STRUCTURE OF THE TRANSACTION.

       2.1.   Prior to the closing of the merger ("Closing") and prior to the
              Record Date for the meeting at which CWC stockholders will be
              asked to approve the merger transaction, condition 3.3 shall be
              completed and all of CWC's Series B and Series D Preferred Stock
              shall be converted into CWC Common Stock. At Closing all issued
              and outstanding shares of DrAlt Common Stock would be converted
              into the right to receive such number of fully paid and
              nonassessable shares of common stock, $.001665 par value per
              share, of CWC ("CWC Common Stock"), as would result in the
              shareholders of DrAlt collectively owning immediately after the
              Closing of the merger, fifty (50) percent of the common equity of
              CWC on a fully diluted basis except for any outstanding warrants,
              determined by reference to all outstanding shares of the common
              stock of CWC as of the record date for the meeting at which CWC
              stockholders will be asked to approve the merger transaction.
              After the merger is consummated at the Closing, CWC.COM will be
              the surviving entity in the merger with DrAlt.

       2.2.   The CWC Common Stock, which constitutes the merger consideration,
              would be delivered to the stockholders of DrAlt at the Closing,
              providing DrAlt stock certificates are surrendered at the Closing.



Complete Wellness Centers, Inc./DrAlt.com Corporation
Letter of Intent
Page 1 of 5

<PAGE>   2

       2.3.   CWC would prepare and file with the SEC as soon as practicable
              after the execution of the Merger Agreement a Joint
              Prospectus/Proxy Statement and Registration Statement with respect
              to the CWC Common Stock which constitutes the merger
              consideration, but in no event more than sixty days from the date
              of this letter. CWC would use its best efforts to cause such
              Registration Statement to become effective as promptly as
              practicable. The Closing of the merger shall not take place until
              the registration statement becomes effective. However, all holders
              of shares of CWC Common Stock will be required to execute at
              Closing a lock up agreement committing not to sell any of the
              shares of CWC Common Stock for a period of nine months from
              issuance.

3.     ADDITIONAL CONDITIONS TO CLOSING.

       3.1.   PRIVATE PLACEMENT. Prior to June 30, 2000, CWC or CWC.COM shall
              have obtained funding for a private placement in the amount of
              approximately $7 to $8 million dollars, on terms reasonably
              satisfactory to CWC and DrAlt.

       3.2.   SERVICE AGREEMENT. Simultaneous with this non-binding letter of
              intent, DrAlt and CWC.COM will enter into a service agreement (the
              "DrAlt Service Agreement").

       3.3.   PREFERRED REDEMPTION. No later than March 10, 2000, CWC shall have
              negotiated a binding irrevocable agreement to redeem all Series B
              & D preferred shareholder positions to common stock, subject to
              DrAlt's approval of the terms of such conversion.

       3.4.   NO FURTHER ENCUMBRANCE. There shall be no further encumbrance of
              CWC.COM through issuance of additional shares of CWC.COM (with the
              exception of Item 3.1) or by incurring debt, without the mutual
              written consent of CWC and DrAlt.

       3.5.   BOARD OF DIRECTORS; MANAGEMENT. Upon the consummation of the
              merger, the initial Board of Directors of CWC and CWC.COM shall
              vote on reconstitution such that CWC, and DrAlt each shall have
              two members of a seven member Board of Directors. Three outside
              Directors will be mutually agreed upon by both DrAlt and CWC.
              Management shall consist of Joseph Raymond, CEO; Sergio Vallejo,
              COO and President; Rebecca Irish, CFO and Vice President; and Gary
              Whear, CIO and Vice President.

       3.6.   DUE DILIGENCE. Due diligence will commence after the execution of
              this non-binding letter of intent by all parties and the approval
              of same by the Board of Directors of both DrAlt and CWC. CWC and
              DrAlt will provide each other and their respective counsel,
              accountants and other representatives with access to their
              respective assets, properties, liabilities, business, operations,
              prospectus and conditions (financial or otherwise), and books and
              records, including the working papers of their respective outside
              independent accountants.

       3.7.   EMPLOYMENT ARRANGEMENTS. At the Closing, CWC and CWC.COM shall
              have entered into satisfactory employment arrangements with key
              employees of CWC, CWC.COM and DrAlt.

       3.8.   STANDSTILL AGREEMENT. CWC, CWC.COM and DrAlt each hereby agree
              that for a period of thirty (30) days from the date hereof, each
              of them shall:(i) refrain from any activities (whether conducted
              by it or on its behalf) with any third party directly or
              indirectly involving any solicitations, negotiations or
              discussions of any kind whatsoever in respect of any merger, sale
              of all or any material portion of its assets, issuance of equity
              securities, or any other similar type of transaction; (ii)
              discontinue and terminate any such solicitations, negotiations or
              discussions currently in progress, except for those with Kats



Complete Wellness Centers, Inc./DrAlt.com Corporation
Letter of Intent
Page 2 of 5

<PAGE>   3

              Management; and (iii) not provide any information to any third
              party in furtherance of any such solicitations, negotiations or
              discussions.

       3.9.   CONFIDENTIALITY AND INSIDE INFORMATION. Each party will hold in
              complete confidence all information obtained from the other, and
              if the transaction contemplated hereby is not consummated, will
              return all documents so obtained, and all such information shall
              continue to remain confidential. This obligation of
              confidentiality shall not extend to any information which CWC,
              CWC.COM or DrAlt is required by law to disclose or which is shown
              to have previously been (i) known to the party receiving it; (ii)
              generally known to others engaged in the trade or business of the
              party receiving it; (iii) part of public knowledge or literature;
              or (iv) lawfully received from a third party. This agreement shall
              survive any termination of this non-binding letter of intent.

       3.10.  NON-COMPETITION AGREEMENT. Each of the directors, officers and
              employees of DrAlt shall enter into an agreement with CWC and
              CWC.COM pursuant to which each of them shall agree not to compete
              with the business of DrAlt as conducted as of the Closing, and not
              to solicit the employees of DrAlt retained by CWC and CWC.COM for
              a period of one year after the Closing.

       3.11.  CONDUCT OF THE BUSINESS. From the date of this letter until the
              Closing, each of CWC, CWC.COM and DrAlt will continue to operate
              their businesses as they have in the past and will not engage in
              any transactions outside the ordinary course of business.

       3.12.  ABSENCE OF ADVERSE CHANGE. There shall have been no material
              adverse change in the business, properties, operations, condition
              (financial or otherwise), prospects, assets or liabilities of CWC,
              CWC.COM or DrAlt since March 2, 2000. Except that DrAlt may issue
              up to approximately Three Million Dollars ($3,000,000) of shares
              of its Common or Preferred Stock.

       3.13.  SECURITIES MATTERS It is understood and agreed that certain
              information disclosed to CWC, CWC.COM or DrAlt or its
              representatives to the other party constitute "material inside
              information" that has not previously been disclosed to the public
              generally. CWC, CWC.COM and DrAlt acknowledge and understand the
              restrictions on the use of such information imposed by federal and
              state securities laws, where applicable, and agreed to comply and
              cause their representatives to comply with such restrictions, and
              with respect to such securities matters agree jointly and
              severally indemnify and hold each other and each of the others
              party's directors, officers, and employees harmless and free from
              any and all liability, cost or expense that any of them may incur
              or suffer by reason of any breach by CWC, CWC.COM or DrAlt or any
              of its authorized representatives of any such restrictions.

       3.14.  PUBLIC ANNOUNCEMENT Neither CWC, CWC.COM nor DrAlt nor any of
              their respective partners, directors, employees, accountants,
              attorneys, and other representatives shall make any public
              announcements or otherwise reveal to third parties information
              relating to this non-binding letter of intent, the definitive
              agreements or the transactions contemplated hereby, except as
              required by law or with the prior written approval of the other
              parties hereto.

       3.15.  BOARD OF DIRECTORS ACTION A non-binding letter of intent will be
              signed by a duly authorized officer of CWC, but the parties
              acknowledge that, except with respect to the provisions covering
              exclusivity, confidentiality and inside information and public
              announcements (and indemnification with respect to such provisions
              only), such signature is subject to approval of the transaction by
              the Board of Directors of CWC, CWC.COM and DrAlt at meetings duly
              called for such purposes on or prior to March 6,



Complete Wellness Centers, Inc./DrAlt.com Corporation
Letter of Intent
Page 3 of 5

<PAGE>   4

              2000. Unless each party is advised in writing by the close of
              business (5:00 p.m., EST) on March 6, 2000, that the other party's
              Board of Directors has approved this transaction, this non-binding
              letter of intent will be deemed null and void.

       3.16.  GOVERNMENT AND THIRD PARTY APPROVALS. The Merger shall have been
              approved by all government agencies and third parties by which
              such approval is required.

       3.17.  SURRENDER OF STOCK. All DrAlt Common Stock shall be surrendered to
              CWC.COM at the Closing in accordance with the Merger Agreement.

       3.18.  COMPLETION OF THE MERGER AGREEMENT. The Merger Agreement shall be
              completed and shall contain customary representations and
              warranties, closing conditions and covenants.

       3.19.  CORPORATE APPROVALS. The Merger shall have been approved by the
              Boards of Directors and stockholders of CWC, CWC.COM and DrAlt.

       3.20.  CLOSING DATE. The Closing of the Merger shall take place no later
              than August 31, 2000.

       3.21.  GOVERNING LAW This non-binding letter of intent shall be governed
              by and construed under the laws of the State of Delaware, without
              reference to choice or conflict of law principles.

       3.22.  DISSENTING STOCKHOLDER RIGHTS. In the event DrAlt fails to obtain
              the consent of all of its stockholders to the merger, as evidenced
              by the signature of each such stockholder on the Merger Agreement,
              DrAlt shall cause its legal advisor to report to CWC and CWC.COM
              the legal consequences of any non-consent, including whether any
              non-consenting or dissenting stockholder has rights under
              applicable law to be paid the fair value of such stockholder's
              shares. DrAlt shall be solely responsible for satisfying any
              dissenters rights and the merger consideration will be adjusted
              accordingly.

4.     BINDING EFFECT.

       This letter is intended solely to record the non-binding understandings
of the parties, and neither party shall be under any legal obligation to the
other except pursuant to the Merger Agreement, when and if executed and
delivered. Each party shall bear its own costs and expenses whether or not the
merger transaction is consummated.

       If the foregoing accurately summarizes our understanding with respect to
this proposed transaction, please acknowledge your intent to proceed on the
basis outlined in this letter by signing where indicated below and returning one
signed original to me.

                   REMAINDER OF PAGE INTENTIONALLY LEFT BLANK



Complete Wellness Centers, Inc./DrAlt.com Corporation
Letter of Intent
Page 4 of 5

<PAGE>   5

                                LETTER OF INTENT
                                     BETWEEN
                           COMPLETEWELLNESS.COM, INC.
                                       AND
                              DRALT.COM CORPORATION

Agreed to and accepted as of March 7, 2000.

DrAlt.com Corporation

By:      _______________________________
         Gary R. Whear
         President

Complete Wellness Centers, Inc.

By:      _______________________________
         Joseph J. Raymond, Jr.
         Chief Executive Officer

Completewellness.com, Inc.

By:      _______________________________
         Joseph J. Raymond, Jr.
         Chief Executive Officer



Complete Wellness Centers, Inc./DrAlt.com Corporation
Letter of Intent
Page 5 of 5