Java Express, Inc.
(a Nevada Corporation)

Convertible Note


Java Express, Inc.,  a Nevada corporation ("Company") for value received
(summarized more specifically in Exhibit I.) hereby promises to pay to
Dominion World Investments (the "Holder") or its assignee, the sum of  Fifteen
Thousand Dollars ($15,000.00) US, with no interest in consideration of the
conversion right and payable in accordance with the terms and conditions set
forth herein.

1)     Payment Terms:  Principal shall be all due and payable on December 31,
2002. Holder expressly agrees that repayment of the note shall NOT be paid
from proceeds of the company's public offering, and that if additional funds
are not available the holder will convert to equity.

2)     Right to Convert by Holder:  The Holder of this Note shall have the
option to convert only the entire amount and not any portion thereof, of the
principal of this Note into shares of common stock of the Company at a
conversion price as hereinafter provided in Paragraph 3 below.

3)     Conversion Price:  The principal of the Note shall be converted into
common shares of the Company (the "Converted Shares") at a share price equal
to the "bid" price of the Company's common stock on the date of the
conversion, or in the event the Company has no bid price, the principal of
this Note shall be converted into common stock at $.05 per share equaling
three-hundred thousand (300,000) shares of the Company's common stock..

4)     Conversion Date:  The Conversion Date for the Holder of the Note shall
be anytime after December 31, 2002 but  no later than April 25, 2003 (the
Holder's Conversion Period).

5)     Manner of Exercise of Conversion rights:  In order to exercise the
conversion rights of this Note, the Holder must give notice to the Company at
anytime during the Holder's Conversion Period of its intention to exercise



its conversion rights.  Absent such a notice to the Company, the Holder's
conversion rights shall expire after the expiration of the Holder's Conversion
Period.

6)     Prepayment:  The Company shall have the right to prepay all or any part
of the principal of this Note without penalty.  However, in the event the
Company elects to prepay the Note, the Holder shall have ten (10) days from
the receipt of written notice of this prepayment election to exercise its
conversion rights as set forth above in Paragraph 2.

7)     Default:  In the event the Company fails to pay the principal of this
Note when due, the Holder shall have the option, after providing thirty (30)
days written notice to the Company, to (1) declare the unpaid principal
balance all due and payable or (2) exercise its conversion rights for all of
the unpaid principal as set forth above in Paragraph 2.

8)     Company to Reserve Shares:   The Company shall at all times during the
term of this Note reserve and keep available out of its authorized but
unissued shares, such amount of its duly authorized shares of common stock as
shall be necessary to effect the conversion of this Note.

9)     Notices:  All notices given pursuant to this Note must be in writing
and may be given by (1) personal delivery, or (2) registered or certified
mail, return receipt requested, or (3) via facsimile transmission.

10)    Arbitration:  The parties hereby submit all controversies, claims and
matters of difference arising out of the Note to arbitration in Utah.  This
submission and agreement to arbitrate shall be specifically enforceable.

IN WITNESS WHEREOF, the Company has caused this Note to be executed by its
duly authorized officer.

                                       Java Express, Inc.

                                          /s/ Lance Musicant
Dated:  April 15, 2002             By:   _________________________
                                         Lance Musicant, President