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                                                                   Exhibit 10.29

                                 PROMISSORY NOTE

$____________                                                  __________, 200__

                  FOR VALUE RECEIVED, the undersigned ("Maker") promises to pay
to Flying Food Group, L.L.C. or its affiliates including but not limited to New
Management, Ltd. ("Holder"), on demand, the principal sum of ______________
Dollars ($_______), together with interest thereon from the date hereof at a
rate of ten percent (10%) per annum. Any amount of principal or interest hereof
which is not paid upon demand shall bear interest at the default rate of
fourteen percent (14%) per annum from the day when due until said principal or
interest amount is paid in full.

                  All interest shall be calculated on the basis of a year of 365
days, for the actual number of days (including the first day but excluding the
last day) elapsed. Payments shall be made in funds current and available in
Seattle, Washington, in lawful money of the United States of America, at such
place as Holder may specify from time to time.

                  This Note is secured by all of the assets of Maker, such
security interest is evidenced by that certain security agreement between Maker
and Holder dated as of December 3, 2002. If the Maker closes a convertible note
financing in which the Holder or the equity owners of Holder participate,
directly or indirectly, while this Note is outstanding, this Note will
automatically convert into the securities sold in such financing on the terms of
such financing.

                  Maker agrees to pay all costs and expenses which Holder may
incur by reason of any default, including without limitation reasonable
attorneys' fees with respect to legal services relating to any default and to a
determination of any rights or remedies of Holder under this Note or under any
other instrument or document made by Maker with or in favor of Holder, and
reasonable attorneys' fees relating to any actions or proceedings which Holder
may institute or in which Holder may appear or participate and in any reviews of
and appeals therefrom.

                  Maker waives demand, presentment for payment, protest, notice
of protest, and notice of nonpayment. Maker further agrees that any modification
or extension of the terms of payment of this Note made by Holder shall not
diminish or impair Maker's liability for the payment hereunder and that none of
the terms or provisions hereof may be waived, altered, modified or amended
except as Holder may consent thereto in a writing duly signed by Holder. Holder
may delay or forgo enforcing any of its rights or remedies under this Note
without losing them.

                  This Note shall be governed by and construed according to the
laws of the State of Illinois. If a lawsuit is commenced in connection with this
Note, venue for any such action shall lie in Cook County, Illinois, and Maker
agrees, upon Holder's request, to submit to the jurisdiction of the courts
therein.

                                             BRIAZZ, Inc.

                                             By ________________________________
                                               Its _____________________________