EXHIBIT 4.1

                         VOLUNTARY RESTRICTION AGREEMENT

         THIS VOLUNTARY RESTRICTION AGREEMENT (the "Agreement") is made this ___
day of  __________,  2000 by and between  ___________________,  whose address is
_____________  ("Option Holder") and SURGICAL SAFETY PRODUCTS INC., with offices
at 2108 Oak Terrace, Sarasota, Florida 34231 (the "Company").

         WHEREAS  Option  Holder  was  granted  options  by the  Company as more
specifically set forth herein at a time when he/she was an officer,  director or
consultant to the Company as part of one or more of the  Company's  stock option
plans as described herein; and

         WHEREAS the shares underlying the options granted to Option Holder have
been registered on Form S-8 with the Securities and Exchange Commission ("SEC");
and

         WHEREAS,  Option Holder  voluntarily  has agreed to restrictions on the
sale of stock acquired upon exercise of its options in accordance with the terms
and conditions of this Agreement; and

         WHEREAS the Company  believes that such voluntary  restrictions  are in
the best interest of the Company.

         NOW THEREFORE in consideration of the mutual promises  contained herein
and for other good and valuable consideration, the receipt and adequacy of which
is hereby acknowledged, the parties agree as follows:

1.   Option Holder was granted the following options by the Company as set forth
     next to the plan under which they were granted:

Name of Plan                        No. of Options    Date         Exercise
------------                        ---------------   ----         --------
                                      Granted         Granted      Price

1994 Employee Option
     or Consultant Option Plan       ______           __/__/94     $_____

1998 Employee Option or
     Consultant Option Plan          ______           __/__/98     $_____

1999 Stock Option Plan               ______           __/__/99     $_____

     (the  "Options").  The shares  underlying the Options have been  registered
     with the SEC on Form S-8 on April 13, 2000. Upon exercise the shares may be
     issued as shares without a restrictive legend.

2.   Upon exercise of any of the Options, the shares issued thereby are to be in
     the name of  __________________  (name of individual  Option Holder or if a
     company, name of an individual who will hold the shares).

3.   Prior to the  termination  date as defined in  paragraph  8 herein,  Option
     Holder voluntarily

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     agrees that in the event it  exercises  the balance of its Options  that it
     agrees the Company may place upon such shares the following legend:

     "THE  SHARES  REPRESENTED  HEREBY  ARE  RESTRICTED  UNDER  THE  TERMS  OF A
     VOLUNTARY  RESTRICTION  AGREEMENT DATED  ____________  BETWEEN THE PARTY TO
     WHOM THEY WERE  ISSUED AND THE  COMPANY  AND SUCH  SHARES MAY ONLY BE SOLD,
     ASSIGNED,  TRANSFERRED OR  HYPOTHECATED  UNDER THE TERMS OF SUCH AGREEMENT.
     THIS   CERTIFICATE   INCORPORATES  BY  REFERENCE  THE  PROVISIONS  OF  SUCH
     AGREEMENT, A COPY OF WHICH IS ON FILE IN THE OFFICE OF THE SECRETARY OF THE
     COMPANY."

4.   Prior to the termination dated as defined in paragraph 8 herein, the Option
     Holder  voluntarily  further  agrees  that  he/she  will not sell,  assign,
     transfer  or  hypothecate  any shares  received  upon  exercise  of his/her
     Options until such time as the Company has reported  either (i) on any Form
     10Q or Form 10K filed with the SEC revenues of  $1,500,000 or (ii) positive
     pre- tax  earnings  on its Form 10Q or Form 10K filed  with the SEC for two
     (2) out of three (3) calendar quarters.

5.   Prior to the  termination  date as defined in  paragraph  8 herein,  in the
     event the Company has reported either (i) on any Form 10Q or Form 10K filed
     with the SEC revenues of $1,500,000 or (ii)  positive  pre-tax  earnings on
     its Form 10Q or Form 10K  filed  with the SEC for two (2) out of three  (3)
     consecutive calendar quarters and in the event Option Holder previously has
     exercised and wishes to sell, assign, transfer or hypothecate shares issued
     in accordance  with such  exercise,  the Company  agrees,  within seven (7)
     business days of receipt of a written request from Option Holder, to notify
     Option  Holder and the  transfer  agent for its shares in writing  that the
     shares may be sold,  assigned,  transferred  or  hypothecated  without  the
     legend contained in paragraph 3 above.

6.   Prior to the  termination  date as defined in  paragraph  8 herein,  in the
     event the Company has reported either (i) on any Form 10Q or Form 10K filed
     with the SEC revenues of $1,500,000 or (ii)  positive  pre-tax  earnings on
     its Form 10Q or Form 10K  filed  with the SEC for two (2) out of three  (3)
     consecutive  calendar  quarters  and in the  event  Option  Holder  has not
     exercised  but wishes to  exercise,  the Company  agrees,  within seven (7)
     business  days  of  receipt  of  a  written   request  from  Option  Holder
     accompanying  the notice of exercise form, to request that the shares to be
     issued without the legend set forth in paragraph 3 above.

7.   Until the termination date as defined in paragraph 8 herein,  Option Holder
     agrees that the terms of the  voluntary  restrictions  to which  he/she has
     agreed may be  reported  by the  Company on any form  appropriate  for such
     disclosure  and  consents to inclusion  in such  disclosure  of the Options
     Holder's name, the number of his/her Options covered by the restriction and
     the terms of the voluntary restrictions.

8.   Notwithstanding  any provision contained herein, the parties agree that the
     voluntary  restrictions  contained  herein  shall  terminate  on the second
     anniversary  date of the date of this Agreement (the  "Termination  Date").
     From and after the Termination  Date, any Options not previously  exercised
     may be exercised without any legend and any shares acquired under the

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     Options may, at the election of the Option Holder, either have their legend
     removed or Option Holder may sell,  assign,  transfer or  hypothecate  such
     shares without any  restriction and in either case without the need for any
     further action by the Company.  From and after the  Termination  Date, upon
     receipt of a copy of this  Agreement  by the Transfer  Agent,  the Transfer
     Agent is  authorized  and  instructed  to  effectuate  the  lifting  of any
     restrictive  legend or to transfer  any shares as  requested  by the Option
     Holder.

9.   For any Options not exercised by the Termination  Date, Option Holder shall
     have ninety (90) days commencing on the Termination Date to exercise at the
     exercise price set forth herein.

10.  This Agreement  represents the entire  agreement  between the parties as to
     the  matters  contained  herein  and such  agreement  may not be  modified,
     amended or revoked unless such modification,  amendment or revocation is in
     writing and executed by the parties hereto.

11.  This  Agreement  is  binding  upon the  parties  hereto,  and each of their
     respective heirs, permitted assigns, executors and administrators.

12.  This  Agreement  will be  governed by and  construed  under the laws of the
     State of Florida and each party hereto grants exclusive jurisdiction to the
     courts of the State of Florida with venue in Sarasota County.

     IN WITNESS  WHEREOF  the  parties  have set their hand and seal on the date
first above written.

                                        FOR AN ON BEHALF OF THE

                                        OPTION HOLDER:



                                        ----------------------------



                                        FOR AND ON BEHALF OF

                                        SURGICAL SAFETY PRODUCTS INC.



                                        BY:_________________________





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