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                                                                      EXHIBIT 12

                                PROMISSORY NOTE


$125,000 IN PRINCIPAL                                        AS OF JUNE 13, 2000


         FOR VALUE RECEIVED, CityXpress.com Corp., a Florida corporation
("Borrower"), promises to pay to the order of Phil Dubois ("Lender"), the
principal of ONE HUNDRED TWENTY FIVE THOUSAND DOLLARS ($125,000) advanced to
Borrower by and among Borrower, WelcomeTo Search Engine Inc., a private British
Columbia, Canada company, and Xceedx Technologies Inc., a private British
Columbia, Canada company, and Lender in lawful money of Canada and to pay
interest on the unpaid balance hereof calculated from the date of this Note
until such amount is repaid, in like money at an interest rate of 10.0% per
annum calculated and compounded half-yearly not in advance as set by the North
Shore Credit Union. The principal sum of $125,000 and the accrued but unpaid
interest on this Note shall become due and payable upon demand of the Lender.

         Payment shall be made by Borrower to Lender at 6832 Linden Avenue
Burnaby BC V5E 3G4 or at such other address as Lender may from time to time
specify in writing to Borrower. Interest shall be computed at 10% per annum
calculated and compounded half-yearly not in advance. The Borrower will make
monthly payments to the Lender on the 19th day of each month of $1,118.11
consisting of principal and interest.

         No delay or omission of the holder to exercise rights under this Note
shall impair any such right or power or shall be construed to be a waiver of any
such default or an acquiescence therein. No waiver of any default shall be
construed, taken or held to be a waiver, acquiescence in or consent to, any
further or succeeding default of the same nature.

         Borrower, and each endorser, and any other party ever liable for
payment of any sums of money payable on this Note, agree that their liability
on this Note shall not be affected by any renewal or extension in the time of
payment hereof, or by any release or change in any security for the payment of
this Note, and hereby consent to any and all such.

         This Note may be prepaid without penalty, in whole or in part, at
any time.

         In the event this Note is placed in the hands of attorneys for
collection, or is collected by suit or through a court of bankruptcy, Borrower
shall pay to the holder hereof court costs and reasonable attorney's fees for
such collection. This Note shall be governed by and construed in accordance
with the laws of the State of Iowa excluding choice-of-law principles of the
law of such state that would require the application of the laws of a
jurisdiction other than such state.


Signed at Vancouver, BC on June 13, 2000

                                                       CityXpress.com Corp.

                                              By: /s/ PHIL M. DUBOIS
                                                  ------------------------------
                                                         Phil M. Dubois
                                                          President &
                                                    Chief Executive Officer

                                                       CityXpress.com Corp.

                                              By: /s/ KEN BRADLEY
                                                  ------------------------------
                                                          Ken Bradley
                                                   Chief Operating Officer &
                                                    Chief Financial Officer

                                                             Witness:

                                              By: /s/ ROGER KONG
                                                  ------------------------------
                                                           Roger Kong
                                                           Controller