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                                                                     EXHIBIT 4.1

                          [FORM OF 11.25% SENIOR NOTE]

THIS NOTE HAS NOT BEEN REGISTERED PURSUANT TO THE REGISTRATION REQUIREMENTS OF
THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR QUALIFIED PURSUANT TO ANY
APPLICABLE STATE SECURITIES LAW. THIS NOTE MAY BE RESOLD ONLY IF REGISTERED
PURSUANT TO THE PROVISIONS OF THE ACT AND QUALIFIED PURSUANT TO APPLICABLE STATE
SECURITIES LAWS OR IF AN EXEMPTION FROM SUCH REGISTRATION AND QUALIFICATION IS
AVAILABLE, EXCEPT UNDER CIRCUMSTANCES WHERE NEITHER SUCH REGISTRATION,
QUALIFICATION NOR EXEMPTION IS REQUIRED BY LAW.

                               ARTISTDIRECT, INC.

                      11.25% SENIOR NOTE DUE JULY 28, 2009

                                                                   July 28, 2005
$ [_________]

      FOR VALUE RECEIVED, the undersigned, ARTISTDIRECT, INC. (herein called the
"Company"), a corporation organized and existing under the laws of the State of
Delaware, hereby promises to pay to [___________], or registered assigns (the
"Holder"), the principal sum of [____________] ($ ___________) on July 28, 2009,
(a) and to pay interest on the unpaid principal balance thereof at (computed on
the basis of a 360-day year of twelve 30-day months) the rate of 11.25% per
annum, from the date hereof, payable (i) quarterly in arrears on the 15th day of
each March, June, September and December in each year, commencing on September
15, 2005, and (ii) on the date of any repayment or prepayment of the principal
hereof, until the principal hereof shall have become due and payable (whether by
acceleration or otherwise), and (b) to pay interest, to the extent permitted by
law, on any overdue payment (including any overdue prepayment) of principal, any
overdue payment of interest and any overdue premium payment, payable on demand,
at a rate per annum from time to time equal to 13.25%.

      All payments with respect to this Note are to be made in lawful money of
the United States of America at address for such payments set forth in the Note
and Warrant Purchase Agreement referred to below or at such other place as the
Company shall have designated by written notice to the holder of this Note as
provided in such Note and Warrant Purchase Agreement.

      This Note is the Senior Note (the "Note") issued pursuant to the Note and
Warrant Purchase Agreement, dated as of July 28, 2005 (as from time to time
amended, the "Note and Warrant Purchase Agreement"), among the Company and
Holder. Holder will be deemed, by its acceptance hereof, to have made the
representations and warranties set forth in Section 4 of the Note and Warrant
Purchase Agreement.

      This Note is a registered Note and, as provided in the Note and Warrant
Purchase Agreement, upon surrender of this Note for registration of transfer,
duly endorsed, or accompanied by a written instrument of transfer duly executed,
by the registered holder hereof or such holder's attorney duly authorized in
writing, a new Note for a like principal amount will be issued to, and
registered in the name of, the transferee. Prior to due presentment for
registration of transfer, the Company may treat the person in whose name this
Note is registered as the owner hereof for the purpose of receiving payment and
for all other purposes, and the Company will not be affected by any notice to
the contrary.

      The Company will make required prepayments of principal on the dates and
in the amounts specified in the Note and Warrant Purchase Agreement. This Note
is subject to optional prepayment, in whole or from time to time in part, at the
times and on the terms specified in the Note and Warrant Purchase Agreement, but
not otherwise.

      If an Event of Default, as defined in the Note and Warrant Purchase
Agreement, occurs and is continuing, the principal of this Note may be declared
or otherwise become due and payable in the manner, at the price and with the
effect provided in the Note and Warrant Purchase Agreement.

      THIS NOTE AND THE NOTE AND WARRANT PURCHASE AGREEMENT SHALL BE GOVERNED
BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW
YORK.

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                                          ARTISTDIRECT, INC.

                                          By: _________________________________
                                          Name:
                                          Title:

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                             [REVERSE SIDE OF NOTE]

                       OPTION OF HOLDER TO ELECT PURCHASE

In accordance with Section 2(c) of the Note and Warrant Purchase Agreement, this
Note is being tendered to the Company in exchange for prepayment of
$_____________ principal hereof. In accordance with the terms of the Note and
Warrant Purchase Agreement, such prepayment shall include all accrued interest
and premium due and owing therewith. This election may be withdrawn in
accordance with the terms of the Note and Warrant Purchase Agreement.

Dated: _________________
                                        [NAME OF PAYEE FOUND ON FACE OF NOTE]

                                        By: ________________________________
                                        Name:
                                        Title: