Exhibit 4.2

                                FORM OF WARRANT

THIS WARRANT AND THE SHARES OF COMMON STOCK  ISSUABLE UPON EXERCISE  HEREOF HAVE
NOT  BEEN  REGISTERED  UNDER  THE  SECURITIES  ACT  OF  1933,  AS  AMENDED  (THE
"SECURITIES ACT") OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD,  TRANSFERRED
OR OTHERWISE  DISPOSED OF UNLESS  REGISTERED  UNDER THE SECURITIES ACT AND UNDER
APPLICABLE  STATE  SECURITIES  LAWS OR  COMMERCIAL  CONCEPTS,  INC.  SHALL  HAVE
RECEIVED AN OPINION OF ITS COUNSEL THAT  REGISTRATION OF SUCH  SECURITIES  UNDER
THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE  STATE SECURITIES LAWS
IS NOT REQUIRED.

                              WARRANT TO PURCHASE

                             SHARES OF COMMON STOCK

                                       OF

                           Commercial Concepts, Inc.

                           Expires November __, 2005

No.: W-__                                              Number of Shares: 750,000
Date of Issuance: November __, 2000


         FOR VALUE  RECEIVED,  subject to the provisions  hereinafter set forth,
the undersigned,  Commercial Concepts,  Inc., a Utah corporation  (together with
its   successors   and   assigns,   the   "Issuer"),   hereby   certifies   that
[___________________] or its registered assigns is entitled to subscribe for and
purchase, during the period specified in this Warrant, up to Seven Hundred Fifty
Thousand (750,000) shares (subject to adjustment as hereinafter provided) of the
duly authorized,  validly issued, fully paid and non-assessable  Common Stock of
the Issuer,  at an exercise  price per share equal to the Warrant  Price then in
effect,  subject,  however,  to the provisions and upon the terms and conditions
hereinafter set forth.  Capitalized terms used in this Warrant and not otherwise
defined herein shall have the respective meanings specified in Section 9 hereof.

         1. Term.  The right to  subscribe  for and  purchase  shares of Warrant
Stock represented  hereby shall commence on the date of issuance of this Warrant
and shall expire at 5:00 p.m.,  eastern  time, on November __, 2005 (such period
being the "Term").

         2. Method of Exercise  Payment:  Issuance of New Warrant:  Transfer and
Exchange.

         (a) Time of Exercise.  The purchase rights  represented by this Warrant
may be  exercised  in whole or in part at any time and from time to time  during
the Term.

         (b) Method of Exercise. The Holder hereof may exercise this Warrant, in
whole or in part,  by the  surrender  of this Warrant  (with the  exercise  form
attached hereto duly executed) at the principal office of the Issuer, and by the
payment  to the  Issuer  of an  amount of  consideration  therefor  equal to the
Warrant Price in effect on the date of such exercise multiplied by the number of
shares of  Warrant  Stock  with  respect  to which  this  Warrant  is then being
exercised,  payable at such Holder's  election (i) by certified or official bank
check  or by wire  transfer  to an  account  designated  by the  Issuer  (ii) by
"cashless  exercise" by surrender to the Issuer for cancellation of a portion of
this Warrant  representing that number of unissued shares of Warrant Stock which
is equal to the  quotient  obtained  by  dividing  (A) the  product  obtained by
multiplying  the  Warrant  Price by the number of shares of Warrant  Stock being
purchased upon such exercise by (B) the Per Share Market Value as of the date of
such  exercise,  or (iii) by a combination  of the foregoing  methods of payment

<PAGE>

selected  by the Holder of this  Warrant.  In any case  where the  consideration
payable  upon such  exercise  is being paid in whole or in part  pursuant to the
provisions  of  clause  (ii) of this  subsection  (b),  such  exercise  shall be
accompanied  by written  notice from the Holder of this Warrant  specifying  the
manner of payment  thereof and  containing a  calculation  showing the number of
shares of Warrant  Stock  with  respect  to which  rights are being  surrendered
thereunder and the net number of shares to be issued after giving effect to such
surrender.

         (c) Issuance of Stock Certificates. In the event of any exercise of the
rights  represented by this Warrant in accordance  with and subject to the terms
and  conditions  hereof,  (i)  certificates  for the shares of Warrant  Stock so
purchased  shall be dated the date of such  exercise and delivered to the Holder
hereof within a reasonable time, not exceeding three (3) Trading Days after such
exercise,  and the  Holder  hereof  shall be deemed for all  purposes  to be the
Holder  of the  shares  of  Warrant  Stock so  purchased  as of the date of such
exercise,  and (ii) unless this Warrant has expired, a new Warrant  representing
the  number of shares of  Warrant  Stock,  if any,  with  respect  to which this
Warrant shall not then have been exercised  (less any amount thereof which shall
have been  canceled  in  payment  or partial  payment  of the  Warrant  Price as
hereinabove  provided) shall also be issued to the Holder hereof at the Issuer's
expense within such time.

         (d)  Transferability of Warrant.  Subject to Section 2(e), this Warrant
may be transferred by a Holder without the consent of the Issuer. If transferred
pursuant to this  paragraph and subject to the  provisions of subsection  (e) of
this  Section 2, this Warrant may be  transferred  on the books of the Issuer by
the Holder hereof in person or by duly  authorized  attorney,  upon surrender of
this Warrant at the principal  office of the Issuer,  properly  endorsed (by the
Holder  executing an assignment in the form attached hereto) and upon payment of
any  necessary  transfer  tax or other  governmental  charge  imposed  upon such
transfer. This Warrant is exchangeable at the principal office of the Issuer for
Warrants  for the  purchase  of the same  aggregate  number of shares of Warrant
Stock, each new Warrant to represent the right to purchase such number of shares
of  Warrant  Stock as the  Holder  hereof  shall  designate  at the time of such
exchange.  All Warrants  issued on  transfers  or  exchanges  shall be dated the
Original  Issue Date and shall be identical  with this Warrant  except as to the
number of shares of Warrant Stock issuable pursuant hereto.

         (e)      Compliance with Securities Laws.

                  (i)  The  Holder  of  this  Warrant,   by  acceptance  hereof,
         acknowledges  that this  Warrant or the  shares of Warrant  Stock to be
         issued upon exercise  hereof are being acquired solely for the Holder's
         own  account  and  not as a  nominee  for  any  other  party,  and  for
         investment,  and that the  Holder  will not  offer,  sell or  otherwise
         dispose of this  Warrant  or any  shares of Warrant  Stock to be issued
         upon  exercise  hereof  except  pursuant to an  effective  registration
         statement, or an exemption from registration,  under the Securities Act
         and any applicable state securities laws.

                  (ii) Except as provided in paragraph (iii) below, this Warrant
         and all certificates  representing  shares of Warrant Stock issued upon
         exercise  hereof  shall  be  stamped  or  imprinted  with a  legend  in
         substantially the following form:

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<PAGE>

                  THIS  WARRANT  AND THE SHARES OF COMMON  STOCK  ISSUABLE  UPON
                  EXERCISE HEREOF HAVE NOT BEEN REGISTERED  UNDER THE SECURITIES
                  ACT OF 1933,  AS AMENDED (THE  "SECURITIES  ACT") OR ANY STATE
                  SECURITIES LAWS AND MAY NOT BE SOLD,  TRANSFERRED OR OTHERWISE
                  DISPOSED OF UNLESS  REGISTERED  UNDER THE  SECURITIES  ACT AND
                  UNDER APPLICABLE STATE SECURITIES LAWS OR COMMERCIAL CONCEPTS,
                  INC.  SHALL  HAVE  RECEIVED  AN OPINION  OF ITS  COUNSEL  THAT
                  REGISTRATION OF SUCH  SECURITIES  UNDER THE SECURITIES ACT AND
                  UNDER THE PROVISIONS OF APPLICABLE  STATE  SECURITIES  LAWS IS
                  NOT REQUIRED.

                  (iii) The restrictions imposed by this subsection (e) upon the
         transfer of this Warrant or the shares of Warrant Stock to be purchased
         upon exercise  hereof shall  terminate (A) when such  securities  shall
         have been resold pursuant to an effective  registration statement under
         the  Securities  Act,  (B) upon the  Issuer's  receipt of an opinion of
         counsel, in form and substance  reasonably  satisfactory to the Issuer,
         addressed  to the Issuer to the effect  that such  restrictions  are no
         longer required to ensure  compliance with the Securities Act and state
         securities  laws or (C) upon the  Issuer's  receipt  of other  evidence
         reasonably  satisfactory  to the  Issuer  that  such  registration  and
         qualification  under the Securities Act and state  securities  laws are
         not required.  Whenever such restrictions  shall cease and terminate as
         to any such securities, the Holder thereof shall be entitled to receive
         from the Issuer (or its transfer agent and registrar),  without expense
         (other than  applicable  transfer  taxes, if any), new Warrants (or, in
         the case of shares of Warrant Stock,  new stock  certificates)  of like
         tenor not bearing the  applicable  legend  required by  paragraph  (ii)
         above relating to the Securities Act and state securities laws.

         (f) Continuing Rights of Holder.  The Issuer will, at the time of or at
any time after each  exercise  of this  Warrant,  upon the request of the Holder
hereof,  acknowledge in writing the extent, if any, of its continuing obligation
to afford to such  Holder all rights to which such Holder  shall  continue to be
entitled  after such  exercise  in  accordance  with the terms of this  Warrant,
provided  that if any such  Holder  shall  fail to make any  such  request,  the
failure shall not affect the continuing  obligation of the Issuer to afford such
rights to such Holder.

         3. Stock Fully Paid; Reservation and Listing of Shares; Covenants.

         (a) Stock Fully Paid. The Issuer  represents,  warrants,  covenants and
agrees that all shares of Warrant Stock which may be issued upon the exercise of
this Warrant or otherwise  hereunder  will, upon issuance,  be duly  authorized,
validly issued, fully paid and non-assessable and free from all taxes, liens and
charges  created by or through Issuer.  The Issuer further  covenants and agrees
that during the period  within which this Warrant may be  exercised,  the Issuer
will at all times have authorized and reserved for the purpose of the issue upon
exercise  of this  Warrant a  sufficient  number  of  shares of Common  Stock to
provide for the exercise of this Warrant.

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<PAGE>

         (b) Reservation.  If any shares of Common Stock required to be reserved
for issuance  upon exercise of this Warrant or as otherwise  provided  hereunder
require registration or qualification with any governmental  authority under any
federal or state law before  such  shares may be so issued,  the Issuer  will in
good faith use its best efforts as  expeditiously  as possible at its expense to
cause such shares to be duly  registered or qualified.  If the Issuer shall list
any shares of Common Stock on any securities  exchange or market it will, at its
expense,  list thereon,  maintain and increase when necessary such listing,  of,
all  shares of Warrant  Stock from time to time  issued  upon  exercise  of this
Warrant or as otherwise provided hereunder, and, to the extent permissible under
the applicable  securities  exchange rules, all unissued shares of Warrant Stock
which are at any time issuable hereunder,  so long as any shares of Common Stock
shall be so listed. The Issuer will also so list on each securities  exchange or
market, and will maintain such listing of, any other securities which the Holder
of this  Warrant  shall be entitled to receive upon the exercise of this Warrant
if at the time  any  securities  of the  same  class  shall  be  listed  on such
securities exchange or market by the Issuer.

         (c) Covenants.  The Issuer shall not by any action  including,  without
limitation,  amending the  Certificate  of  Incorporation  or the by-laws of the
Issuer,  or through  any  reorganization,  transfer  of  assets,  consolidation,
merger,  dissolution,  issue or sale of securities or any other action, avoid or
seek to avoid the observance or performance of any of the terms of this Warrant,
but will at all times in good faith assist in the carrying out of all such terms
and in the taking of all such  actions as may be  necessary  or  appropriate  to
protect  the  rights  of the  Holder  hereof  against  dilution  (to the  extent
specifically provided herein) or impairment.  Without limiting the generality of
the  foregoing,  the Issuer  will (i) not permit the par value,  if any,  of its
Common  Stock to exceed  the then  effective  Warrant  Price,  (ii) not amend or
modify any  provision  of the  Certificate  of  Incorporation  or by-laws of the
Issuer  in any  manner  that  would  adversely  affect  in any way  the  powers,
preferences or relative  participating,  optional or other special rights of the
Common  Stock or which would  adversely  affect the rights of the Holders of the
Warrants,  (iii) take all such action as may be  reasonably  necessary  in order
that the Issuer may  validly  and  legally  issue  fully paid and  nonassessable
shares of Common Stock,  free and clear of any liens,  claims,  encumbrances and
restrictions  (other than as provided herein) upon the exercise of this Warrant,
and (iv) use its best efforts to obtain all such  authorizations,  exemptions or
consents from any public regulatory body having  jurisdiction  thereof as may be
reasonably  necessary to enable the Issuer to perform its obligations under this
Warrant.

         (d) Loss,  Theft,  Destruction  of  Warrants.  Upon receipt of evidence
satisfactory to the Issuer of the ownership of and the loss, theft,  destruction
or  mutilation  of any  Warrant  and,  in the  case of any such  loss,  theft or
destruction,  upon receipt of indemnity or security  satisfactory  to the Issuer
or, in the case of any such mutilation,  upon surrender and cancellation of such
Warrant,  the  Issuer  will  make and  deliver,  in lieu of such  lost,  stolen,
destroyed or mutilated Warrant, a new Warrant of like tenor and representing the
right to purchase the same number of shares of Common Stock.

         (e) Rights and Obligations under the Registration Rights Agreement. The
shares of Warrant Stock are entitled to the benefits and subject to the terms of
the  Registration  Rights  Agreement dated as of even date herewith  between the
Issuer and the Holders  listed on the  signature  pages thereof (as amended from
time to time, the  "Registration  Rights  Agreement").  The Issuer shall keep or
cause to be kept a copy of the Registration Rights Agreement, and any amendments
thereto, at its chief executive office and shall furnish, without charge, copies
thereof to the Holder upon request.

                                       4
<PAGE>

         4. Adjustment of Warrant Price and Warrant Share Number.  The number of
shares of Common Stock for which this Warrant is  exercisable,  and the price at
which such  shares may be  purchased  upon  exercise of this  Warrant,  shall be
subject  to  adjustment  from time to time as set forth in this  Section  4. The
Issuer shall give the Holder notice of any event  described below which requires
an adjustment pursuant to this Section 4 in accordance with Section 5.

         (a) Recapitalization,  Reorganization, Reclassification, Consolidation,
Merger or Sale.

                  (i) In case the Issuer after the Original  Issue Date shall do
         any of the following (each, a "Triggering Event"): (a) consolidate with
         or  merge  into  any  other  Person  and the  Issuer  shall  not be the
         continuing or surviving corporation of such consolidation or merger, or
         (b)  permit  any other  Person to  consolidate  with or merge  into the
         Issuer and the Issuer shall be the continuing or surviving  Person but,
         in connection with such  consolidation or merger,  any Capital Stock of
         the Issuer  shall be changed into or exchanged  for  Securities  of any
         other  Person or cash or any other  property,  or (c)  transfer  all or
         substantially  all of its properties or assets to any other Person,  or
         (d) effect a capital  reorganization or reclassification of its Capital
         Stock,  then,  and in the case of each such  Triggering  Event,  proper
         provision  shall be made so that,  upon the  basis and the terms and in
         the manner  provided in this Warrant,  the Holder of this Warrant shall
         be  entitled  (x) upon  the  exercise  hereof  at any  time  after  the
         consummation  of such  Triggering  Event, to the extent this Warrant is
         not exercised prior to such Triggering Event, to receive at the Warrant
         Price in effect at the time  immediately  prior to the  consummation of
         such  Triggering  Event in lieu of the Common Stock  issuable upon such
         exercise  of  this  Warrant  prior  to  such  Triggering   Event,   the
         Securities,  cash and  property  to which such  Holder  would have been
         entitled upon the  consummation of such Triggering Event if such Holder
         had exercised the rights represented by this Warrant  immediately prior
         thereto,  subject to adjustments  (subsequent to such corporate action)
         as nearly  equivalent  as possible to the  adjustments  provided for in
         Section 4 hereof  or (y) to sell this  Warrant  (or,  at such  Holder's
         election,  a portion hereof)  concurrently with the Triggering Event to
         the Person  continuing after or surviving such Triggering  Event, or to
         the Issuer (if Issuer is the continuing or surviving Person) at a sales
         price equal to the amount of cash,  property and/or Securities to which
         a holder of the number of shares of Common Stock which would  otherwise
         have been  delivered  upon the exercise of this Warrant would have been
         entitled  upon the  effective  date or closing  of any such  Triggering
         Event (the "Event  Consideration"),  less the amount or portion of such
         Event Consideration  having a fair value equal to the aggregate Warrant
         Price applicable to this Warrant or the portion hereof so sold.

                  (ii) Notwithstanding anything contained in this Warrant to the
         contrary, the Issuer will not effect any Triggering Event unless, prior
         to the consummation  thereof, each Person (other than the Issuer) which
         may be required to deliver any  Securities,  cash or property  upon the
         exercise of this Warrant as provided  herein shall  assume,  by written
         instrument delivered to, and reasonably  satisfactory to, the Holder of
         this Warrant, (A) the obligations of the Issuer under this Warrant (and
         if the Issuer shall survive the consummation of such Triggering  Event,
         such  assumption  shall be in  addition  to, and shall not  release the
         Issuer  from,  any  continuing  obligations  of the  Issuer  under this
         Warrant) and (B) the  obligation  to deliver to such Holder such shares
         of  Securities,  cash or property as, in accordance  with the foregoing

                                       5
<PAGE>

         provisions  of this  subsection  (a),  such Holder shall be entitled to
         receive,  and such Person shall have similarly delivered to such Holder
         an  opinion  of  counsel  for  such  Person,  which  counsel  shall  be
         reasonably satisfactory to such Holder, stating that this Warrant shall
         thereafter  continue  in full  force and  effect  and the terms  hereof
         (including,   without  limitation,   all  of  the  provisions  of  this
         subsection (a)) shall be applicable to the Securities, cash or property
         which such Person may be required to deliver  upon any exercise of this
         Warrant or the exercise of any rights pursuant hereto.

                  (iii) If with respect to any Triggering  Event,  the Holder of
         this  Warrant  has  exercised  its right as  provided  in clause (y) of
         subparagraph  (i) of this  subsection  (a) to sell  this  Warrant  or a
         portion  thereof,  the  Issuer  agrees  that  as  a  condition  to  the
         consummation of any such Triggering  Event the Issuer shall secure such
         right of Holder to sell this Warrant to the Person  continuing after or
         surviving  such  Triggering  Event and the Issuer  shall not effect any
         such Triggering Event unless upon or prior to the consummation  thereof
         the amounts of cash,  property  and/or  Securities  required under such
         clause (y) are delivered to the Holder of this Warrant.  The obligation
         of the Issuer to secure  such right of the Holder to sell this  Warrant
         shall  be  subject  to  such  Holder's  cooperation  with  the  Issuer,
         including,  without limitation, the giving of customary representations
         and warranties to the purchaser in connection with any such sale. Prior
         notice of any  Triggering  Event  shall be given to the  Holder of this
         Warrant in accordance with Section 13 hereof.

         (b) Stock Dividends.  Subdivisions and Combinations. If at any time the
Issuer shall:

                           (i) take a record of the holders of its Common  Stock
         for the purpose of entitling them to receive a dividend  payable in, or
         other distribution of, Additional Shares of Common Stock,

                           (ii) subdivide its outstanding shares of Common Stock
         into a larger number of shares of Common Stock, or

                           (iii) combine its outstanding  shares of Common Stock
         into a smaller number of shares of Common Stock,

then (1) the  number  of  shares of Common  Stock  for  which  this  Warrant  is
exercisable immediately after the occurrence of any such event shall be adjusted
to equal the number of shares of Common Stock which a record  holder of the same
number of  shares  of  Common  Stock  for  which  this  Warrant  is  exercisable
immediately  prior to the  occurrence  of such event would own or be entitled to
receive  after the  happening of such event,  and (2) the Warrant  Price then in
effect  shall  be  adjusted  to  equal  (A) the  Warrant  Price  then in  effect
multiplied  by the number of shares of Common  Stock for which  this  Warrant is
exercisable  immediately  prior to the  adjustment  divided by (B) the number of
shares of Common Stock for which this Warrant is exercisable  immediately  after
such adjustment.

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<PAGE>

         (c) Certain Other Distributions. If at any time the Issuer shall take a
record of the holders of its Common Stock for the purpose of  entitling  them to
receive any dividend or other distribution of:

                           (i) cash (other than a cash  dividend  payable out of
         earnings  or  earned  surplus  legally  available  for the  payment  of
         dividends under the laws of the  jurisdiction of  incorporation  of the
         Issuer),

                           (ii) any evidences of its indebtedness, any shares of
         stock of any class or any other  securities  or  property of any nature
         whatsoever  (other  than cash,  Convertible  Securities  or  Additional
         Shares of Common Stock), or

                           (iii) any warrants or other  rights to subscribe  for
         or purchase any evidences of its  indebtedness,  any shares of stock of
         any class or any other securities or property of any nature  whatsoever
         (other than cash, Convertible Securities or Additional Shares of Common
         Stock),

         then (1) the number of shares of Common Stock for which this Warrant is
exercisable  shall be  adjusted  to equal the product of the number of shares of
Common Stock for which this  Warrant is  exercisable  immediately  prior to such
adjustment  multiplied by a fraction (A) the numerator of which shall be the Per
Share Market Value of Common Stock at the date of taking such record and (B) the
denominator  of which  shall be such Per Share  Market  Value  minus the  amount
allocable to one share of Common Stock of any such cash so distributable  and of
the fair value (as  determined  in good faith by the Board of  Directors  of the
Issuer and supported by an opinion from an investment banking firm of recognized
national  standing  acceptable  to the Holder) of any and all such  evidences of
indebtedness, shares of stock, other securities or property or warrants or other
subscription or purchase rights so distributable, and (2) the Warrant Price then
in effect  shall be  adjusted  to equal  (A) the  Warrant  Price  then in effect
multiplied  by the number of shares of Common  Stock for which  this  Warrant is
exercisable  immediately  prior to the  adjustment  divided by (B) the number of
shares of Common Stock for which this Warrant is exercisable  immediately  after
such adjustment.  A reclassification of the Common Stock (other than a change in
par value,  or from par value to no par value or from no par value to par value)
into  shares of Common  Stock and  shares of any other  class of stock  shall be
deemed a  distribution  by the Issuer to the holders of its Common Stock of such
shares of such other class of stock within the meaning of this Section 4(c) and,
if the  outstanding  shares of Common  Stock  shall be changed  into a larger or
smaller  number of shares  of Common  Stock as a part of such  reclassification,
such change shall be deemed a subdivision or combination, as the case may be, of
the outstanding shares of Common Stock within the meaning of Section 4(b).

         (d) Issuance of Additional Shares of Common Stock.

                  (i) In the event the Issuer,  shall, at any time, from time to
time, issue or sell any shares of Common Stock (including Treasury Shares) for a
consideration  per share  less than the  Warrant  Price  then in effect  for the
Warrant  immediately  prior to the time of such issue or sale,  then,  forthwith
upon such issue or sale, the Warrant Price then in effect for the Warrants shall
be reduced to a price equal to the  consideration per share paid for such Common
Stock  and the  number of shares of  Common  Stock  for which  this  Warrant  is

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<PAGE>

exercisable  shall be increased by the product of the number of shares of Common
Stock for which this Warrant is exercisable  immediately  prior to such issuance
or sale multiplied by the Dilution Percentage.  "Dilution Percentage" shall mean
the percentage by which the Warrant Price then in effect is reduced  pursuant to
this Section 4(d).

                  (ii) If at any time the Issuer shall at any time issue or sell
any Additional Shares of Common Stock in exchange for consideration in an amount
per Additional Share of Common Stock less than the Per Share Market Value at the
time the Additional  Shares of Common Stock are issued or sold, then,  forthwith
upon such issue or sale, the Warrant Price then in effect for the Warrants shall
be reduced by the product of the Warrant Price then in effect  multiplied by the
Market  Dilution  Percentage  and the number of shares of Common Stock for which
this Warrant is  exercisable  shall be increased by the product of the number of
shares of Common Stock for which this Warrant is exercisable  immediately  prior
to such issuance or sale multiplied by the Market Dilution  Percentage.  "Market
Dilution Percentage" shall mean the percentage by which such issuance or sale is
below the lesser of the Per Share  Market Value or the per share market value of
the Common Stock as calculated  pursuant to the terms of any other financings of
the Company.

                  (iii)  If at any  time  the  Issuer  shall  issue  or sell any
Additional Shares of Common Stock in exchange for consideration in an amount per
Additional Share of Common Stock which is less than the Warrant Price or the Per
Share Market Value at the time the Additional  Shares of Common Stock are issued
or sold, the adjustment  required under Section 4(d) shall be made in accordance
with the  formula  in  paragraph  (i) or (ii) above  which  results in the lower
Warrant Price  following such  adjustment.  The provisions of paragraphs (i) and
(ii) of Section  4(d) shall not apply to any  issuance of  Additional  Shares of
Common Stock for which an adjustment is provided  under Section 4(b) or 4(c). No
adjustment  of the number of shares of Common Stock for which this Warrant shall
be  exercisable  shall be made under  paragraph (i) or (ii) of Section 4(d) upon
the issuance of any Additional  Shares of Common Stock which are issued pursuant
to the  exercise of any  warrants or other  subscription  or purchase  rights or
pursuant to the exercise of any conversion or exchange rights in any Convertible
Securities,  if any such  adjustment  shall  previously  have been made upon the
issuance  of such  warrants  or  other  rights  or  upon  the  issuance  of such
Convertible  Securities  (or upon the  issuance of any  warrant or other  rights
therefor) pursuant to Section 4(e) or Section 4(f).

         (e)  Issuance of Warrants  or Other  Rights.  If at any time the Issuer
shall  take a record of the  Holders  of its  Common  Stock for the  purpose  of
entitling  them to receive a  distribution  of, or shall in any manner  (whether
directly  or by  assumption  in a merger  in which the  Issuer is the  surviving
corporation)  issue or sell,  any warrants or other  rights to subscribe  for or
purchase any Additional  Shares of Common Stock or any  Convertible  Securities,
whether or not the rights to  exchange  or convert  thereunder  are  immediately
exercisable, and the price per share for which Common Stock is issuable upon the
exercise of such warrants or other rights or upon conversion or exchange of such
Convertible  Securities  shall be less than the  Warrant  Price or the Per Share
Market Value in effect immediately prior to the time of such issue or sale, then
the number of shares for which this Warrant is exercisable and the Warrant Price
then in effect  shall be adjusted as provided in Section  4(d) on the basis that
the maximum number of Additional Shares of Common Stock issuable pursuant to all
such warrants or other rights or necessary to effect the  conversion or exchange
of all such  Convertible  Securities  shall be deemed to have  been  issued  and

                                       8
<PAGE>

outstanding and the Issuer shall have received all of the consideration  payable
therefor,  if any,  as of the date of the actual  issuance  of such  warrants or
other rights.  No  adjustments of the Warrant Price then in effect or the number
of Warrant Shares for which this Warrant is  exercisable  shall be made upon the
actual  issue  of such  Common  Stock  or of such  Convertible  Securities  upon
exercise  of such  warrants  or other  rights or upon the  actual  issue of such
Common Stock upon such conversion or exchange of such Convertible Securities.

         (f) Issuance of Convertible Securities. If at any time the Issuer shall
take a record of the Holders of its Common  Stock for the  purpose of  entitling
them to receive a distribution  of, or shall in any manner (whether  directly or
by  assumption  in a merger in which the  Issuer is the  surviving  corporation)
issue or sell, any Convertible Securities, whether or not the rights to exchange
or convert thereunder are immediately  exercisable,  and the price per share for
which Common Stock is issuable upon such  conversion  or exchange  shall be less
than the Warrant Price or Per Share Market Value in effect  immediately prior to
the time of such issue or sale,  then the  number of shares of Common  Stock for
which this Warrant is exercisable  and the Warrant Price then in effect shall be
adjusted  as provided  in Section  4(d) on the basis that the maximum  number of
Additional Shares of Common Stock necessary to effect the conversion or exchange
of all such  Convertible  Securities  shall be deemed to have  been  issued  and
outstanding and the Issuer shall have received all of the consideration  payable
therefor,  if  any,  as of the  date of  actual  issuance  of  such  Convertible
Securities.  No further  adjustment  of the number of shares of Common Stock for
which this Warrant is exercisable  and the Warrant Price then in effect shall be
made under this  Section 4(f) upon the  issuance of any  Convertible  Securities
which are issued pursuant to the exercise of any warrants or other  subscription
or purchase rights  therefor,  if any such adjustment shall previously have been
made upon the  issuance  of such  warrants or other  rights  pursuant to Section
4(e). No further  adjustments  of the number of shares of Common Stock for which
this Warrant is  exercisable  and the Warrant Price then in effect shall be made
upon the actual issue of such Common Stock upon  conversion  or exchange of such
Convertible Securities.

         (g) Superseding Adjustment. If, at any time after any adjustment of the
number of shares of Common Stock for which this Warrant is  exercisable  and the
Warrant  Price then in effect  shall have been made  pursuant to Section 4(e) or
Section  4(f) as the  result  of any  issuance  of  warrants,  other  rights  or
Convertible  Securities,  and (i) such warrants or other rights, or the right of
conversion or exchange in such other Convertible  Securities,  shall expire, and
all or a portion of such warrants or other rights, or the right of conversion or
exchange with respect to all or a portion of such other Convertible  Securities,
as the case may be shall not have been exercised,  or (ii) the consideration per
share for which shares of Common Stock are issuable pursuant to such warrants or
other  rights,  or the  terms of such  other  Convertible  Securities,  shall be
increased  solely by virtue of  provisions  therein  contained  for an automatic
increase in such consideration per share upon the occurrence of a specified date
or event,  then for each outstanding  Warrant such previous  adjustment shall be
rescinded  and  annulled  and the  Additional  Shares of Common Stock which were
deemed to have been issued by virtue of the computation  made in connection with
the  adjustment so rescinded and annulled shall no longer be deemed to have been
issued by virtue of such computation.  Upon the occurrence of an event set forth
in this Section 4(g) above, there shall be a recomputation made of the effect of
such warrants,  other rights or options or other  Convertible  Securities on the
basis of: (i) treating the number of Additional  Shares of Common Stock or other

                                       9
<PAGE>

property,  if any,  theretofore  actually  issued or  issuable  pursuant  to the
previous  exercise  of any such  warrants  or other  rights or any such right of
conversion  or exchange,  as having been issued on the date or dates of any such
exercise and for the consideration  actually  received and receivable  therefor,
and  (ii)  treating  any  such  warrants  or  other  rights  or any  such  other
Convertible  Securities which then remain  outstanding as having been granted or
issued  immediately  after the time of such  increase of the  consideration  per
share for which shares of Common Stock or other property are issuable under such
warrants  or other  rights  or other  Convertible  Securities;  whereupon  a new
adjustment  of the number of shares of Common  Stock for which  this  Warrant is
exercisable  and the  Warrant  Price  then in  effect  shall be made,  which new
adjustment shall supersede the previous adjustment so rescinded and annulled.

         (h) Purchase of Common  Stock by the Issuer.  If the Issuer at any time
while this  Warrant is  outstanding  shall,  directly  or  indirectly  through a
Subsidiary or  otherwise,  purchase,  redeem or otherwise  acquire any shares of
Common Stock at a price per share greater than the Per Share Market Value,  then
the Warrant Price upon each such purchase,  redemption or  acquisition  shall be
adjusted  to that  price  determined  by  multiplying  such  Warrant  Price by a
fraction  (i) the  numerator  of which  shall be the  number of shares of Common
Stock outstanding immediately prior to such purchase,  redemption or acquisition
minus the number of shares of Common Stock which the aggregate consideration for
the total  number  of such  shares of Common  Stock so  purchased,  redeemed  or
acquired would purchase at the Per Share Market Value;  and (ii) the denominator
of which shall be the number of shares of Common Stock  outstanding  immediately
after  such  purchase,  redemption  or  acquisition.  For the  purposes  of this
subsection  (h),  the date as of  which  the Per  Share  Market  Price  shall be
computed  shall be the  earlier of (x) the date on which the Issuer  shall enter
into a firm contract for the purchase,  redemption or acquisition of such Common
Stock,  or (y) the date of actual  purchase,  redemption or  acquisition of such
Common Stock. For the purposes of this subsection (h), a purchase, redemption or
acquisition of a Common Stock Equivalent shall be deemed to be a purchase of the
underlying  Common Stock,  and the computation  herein required shall be made on
the basis of the full  exercise,  conversion  or exchange  of such Common  Stock
Equivalent  on the date as of which such  computation  is required  hereby to be
made,  whether or not such Common  Stock  Equivalent  is  actually  exercisable,
convertible or exchangeable on such date.

         (i)  Restructuring  of Notes.  If at any time  while  this  Warrant  is
outstanding  the Holder elects to exercise its Adjustment  Option (as defined in
the Notes)  pursuant  to the Notes,  the Warrant  Price then in effect  shall be
adjusted to equal the lowest Closing Bid Price of the Common Stock during the 10
Trading Days prior to the Closing Date.

         (j) Other Provisions  applicable to Adjustments under this Section. The
following  provisions  shall be applicable to the making of  adjustments  of the
number of shares of Common Stock for which this Warrant is  exercisable  and the
Warrant Price then in effect provided for in this Section 4:

                  (i)  Computation  of  Consideration.  To the  extent  that any
Additional Shares of Common Stock or any Convertible  Securities or any warrants
or other rights to subscribe  for or purchase  any  Additional  Shares of Common
Stock or any Convertible Securities shall be issued for cash consideration,  the
consideration  received by the Issuer  therefor  shall be the amount of the cash
received by the Issuer therefor,  or, if such Additional  Shares of Common Stock

                                       10
<PAGE>

or  Convertible  Securities  are  offered by the Issuer  for  subscription,  the
subscription price, or, if such Additional Shares of Common Stock or Convertible
Securities are sold to  underwriters  or dealers for public  offering  without a
subscription  offering,  the  initial  public  offering  price (in any such case
subtracting  any amounts  paid or  receivable  for  accrued  interest or accrued
dividends  and  without  taking  into  account any  compensation,  discounts  or
expenses  paid or  incurred  by the  Issuer for and in the  underwriting  of, or
otherwise in connection  with,  the issuance  thereof).  To the extent that such
issuance shall be for a consideration  other than cash,  then,  except as herein
otherwise expressly  provided,  the amount of such consideration shall be deemed
to be the fair  value of such  consideration  at the  time of such  issuance  as
determined  in good faith by the Board of Directors  of the Issuer.  In case any
Additional Shares of Common Stock or any Convertible  Securities or any warrants
or other rights to subscribe  for or purchase such  Additional  Shares of Common
Stock or Convertible Securities shall be issued in connection with any merger in
which the Issuer issues any  securities,  the amount of  consideration  therefor
shall be deemed to be the fair value,  as  determined in good faith by the Board
of  Directors  of the Issuer,  of such portion of the assets and business of the
nonsurviving  corporation  as such Board in good  faith  shall  determine  to be
attributable to such Additional Shares of Common Stock,  Convertible Securities,
warrants  or  other  rights,  as the  case  may be.  The  consideration  for any
Additional  Shares of Common  Stock  issuable  pursuant to any warrants or other
rights to subscribe for or purchase the same shall be the consideration received
by the Issuer for  issuing  such  warrants or other  rights plus the  additional
consideration  payable to the Issuer  upon  exercise  of such  warrants or other
rights.  The  consideration  for any Additional  Shares of Common Stock issuable
pursuant to the terms of any Convertible  Securities shall be the  consideration
received by the Issuer for issuing  warrants or other rights to subscribe for or
purchase such Convertible Securities,  plus the consideration paid or payable to
the Issuer in respect of the  subscription  for or purchase of such  Convertible
Securities,  plus the additional  consideration,  if any,  payable to the Issuer
upon the  exercise of the right of  conversion  or exchange in such  Convertible
Securities.  In case of the  issuance  at any time of any  Additional  Shares of
Common  Stock or  Convertible  Securities  in  payment  or  satisfaction  of any
dividends  upon any class of stock other than Common Stock,  the Issuer shall be
deemed  to  have  received  for  such  Additional  Shares  of  Common  Stock  or
Convertible  Securities a consideration  equal to the amount of such dividend so
paid or satisfied.

                  (ii) When Adjustments to Be Made. The adjustments  required by
this  Section  4 shall be made  whenever  and as often  as any  specified  event
requiring an adjustment shall occur, except that any adjustment of the number of
shares of Common  Stock  for  which  this  Warrant  is  exercisable  that  would
otherwise be required may be postponed  (except in the case of a subdivision  or
combination  of shares of the Common Stock,  as provided for in Section 4(b)) up
to, but not beyond the date of exercise if such  adjustment  either by itself or
with other adjustments not previously made adds or subtracts less than 1% of the
shares of Common Stock for which this Warrant is exercisable  immediately  prior
to the making of such adjustment.  Any adjustment  representing a change of less
than such minimum  amount  (except as  aforesaid)  which is  postponed  shall be
carried  forward  and  made  as soon as such  adjustment,  together  with  other
adjustments  required by this Section 4 and not previously made, would result in
a  minimum  adjustment  or on the  date  of  exercise.  For the  purpose  of any
adjustment, any specified event shall be deemed to have occurred at the close of
business on the date of its occurrence.

                                       11
<PAGE>

                  (iii) Fractional  Interests.  In computing  adjustments  under
this Section 4, fractional interests in Common Stock shall be taken into account
to the nearest 1/100th of a share.

                  (iv) When Adjustment Not Required.  If the Issuer shall take a
record of the holders of its Common Stock for the purpose of  entitling  them to
receive a dividend or distribution or subscription or purchase rights and shall,
thereafter and before the distribution to stockholders thereof,  legally abandon
its plan to pay or deliver such dividend, distribution, subscription or purchase
rights,  then thereafter no adjustment shall be required by reason of the taking
of such record and any such adjustment  previously made in respect thereof shall
be rescinded and annulled.  In addition,  no adjustment  shall be required under
Section  4(d)(i)  or (ii)  hereof  in the  event  the  Issuer  issues  or  sells
Additional  Shares in a  transaction  whose  primary  purpose is to  establish a
relationship  with the recipient  thereof for strategic reasons and not to raise
capital.

         (k) Form of Warrant  after  Adjustments.  The form of this Warrant need
not be changed because of any adjustments in the Warrant Price or the number and
kind of Securities purchasable upon the exercise of this Warrant.

         (l)  Escrow  of  Warrant   Stock.   If  after  any   property   becomes
distributable  pursuant to this  Section 4 by reason of the taking of any record
of the holders of Common  Stock,  but prior to the  occurrence  of the event for
which such record is taken, and the Holder exercises this Warrant, any shares of
Common Stock issuable upon exercise by reason of such adjustment shall be deemed
the  last  shares  of  Common   Stock  for  which  this   Warrant  is  exercised
(notwithstanding  any other provision to the contrary herein) and such shares or
other property shall be held in escrow for the Holder by the Issuer to be issued
to the Holder upon and to the extent that the event actually  takes place,  upon
payment of the Current Warrant Price. Notwithstanding any other provision to the
contrary herein,  if the event for which such record was taken fails to occur or
is  rescinded,  then such  escrowed  shares shall be cancelled by the Issuer and
escrowed property returned.

         5. Notice of  Adjustments.  Whenever the Warrant Price or Warrant Share
Number  shall be adjusted  pursuant  to Section 4 hereof  (for  purposes of this
Section 5, each an  "adjustment"),  the Issuer  shall cause its Chief  Financial
Officer to prepare  and  execute a  certificate  setting  forth,  in  reasonable
detail,  the event requiring the adjustment,  the amount of the adjustment,  the
method by which such  adjustment was calculated  (including a description of the
basis on which the Board  made any  determination  hereunder),  and the  Warrant
Price and Warrant Share Number after giving effect to such adjustment, and shall
cause copies of such  certificate  to be delivered to the Holder of this Warrant
promptly after each adjustment. Any dispute between the Issuer and the Holder of
this Warrant with  respect to the matters set forth in such  certificate  may at
the option of the Holder of this  Warrant be  submitted  to one of the  national
accounting  firms  currently  known as the "big five"  selected  by the  Holder,
provided  that the Issuer  shall have 10 days after  receipt of notice from such
Holder  of its  selection  of such firm to object  thereto,  in which  case such
Holder shall select another such firm and the Issuer shall have no such right of
objection.  The firm  selected by the Holder of this  Warrant as provided in the
preceding  sentence shall be instructed to deliver a written  opinion as to such

                                       12
<PAGE>

matters to the Issuer and such Holder  within 30 days after  submission to it of
such dispute. Such opinion shall be final and binding on the parties hereto. The
fees and expenses of such accounting firm shall be paid by the Issuer.

         6.  Fractional  Shares.  No fractional  shares of Warrant Stock will be
issued in connection  with and exercise  hereof,  but in lieu of such fractional
shares,  the Issuer  shall make a cash payment  therefor  equal in amount to the
product of the applicable fraction multiplied by the Per Share Market Value then
in effect.

         7. Intentionally Omitted.

         8.  Warrant  Exercise  Restriction.  Notwithstanding  anything  to  the
contrary  set forth in this  Warrant,  at no time may a holder  of this  Warrant
exercise this Warrant,  or a portion  hereof,  if the number of shares of Common
Stock to be issued pursuant to such exercise would exceed,  when aggregated with
all other shares of Common Stock owned by such holder at such time, would result
in such  holder  owning  more than 9.99% of all of the Common  Stock  issued and
outstanding at such time; provided,  however, that upon a holder of this Warrant
providing  the Issuer with 30 days notice  (pursuant  to Section 13 hereof) (the
"Waiver  Notice") that such holder would like to waive Section 8 of this Warrant
with regard to any or all shares of Common Stock  issuable  upon exercise of the
Warrant,  this Section 8 will be of no force or effect with regard to the number
of  shares  exercisable  pursuant  to the  Warrant,  or the  applicable  portion
thereof, referenced in the Waiver Notice.

         9. Definitions.  For the purposes of this Warrant,  the following terms
have the following meanings:

                  "Additional Shares of Common Stock" means all shares of Common
         Stock  issued by the Issuer  after the  Original  Issue  Date,  and all
         shares of Other Common, if any, issued by the Issuer after the Original
         Issue Date, except the Warrant Stock and the Conversion Shares.

                  "Board" shall mean the Board of Directors of the Issuer.

                  "Capital  Stock"  means and  includes  (i) any and all shares,
         interests,  participations  or other  equivalents  of or  interests  in
         (however designated)  corporate stock,  including,  without limitation,
         shares of preferred or preference stock, (ii) all partnership interests
         (whether  general or  limited)  in any Person  which is a  partnership,
         (iii) all membership  interests or limited  liability company interests
         in any  limited  liability  company,  and (iv) all equity or  ownership
         interests in any Person of any other type.

                  "Certificate  of  Incorporation"   means  the  Certificate  of
         Incorporation  of the Issuer as in effect on the  Original  Issue Date,
         and as hereafter from time to time amended,  modified,  supplemented or
         restated in  accordance  with the terms hereof and thereof and pursuant
         to applicable law.

                  "Common  Stock"  means the Common  Stock,  par value $.001 per
         share,  of the Issuer and any other Capital Stock into which such stock
         may hereafter be changed.

                                       13
<PAGE>

                  "Common Stock  Equivalent"  means any Convertible  Security or
         warrant,  option  or  other  right to  subscribe  for or  purchase  any
         Additional Shares of Common Stock or any Convertible Security.

                  "Conversion  Shares" means the shares of Common Stock issuable
         upon conversion of any Notes.

                  "Convertible  Securities"  means  evidences  of  Indebtedness,
         shares of Capital Stock or other  Securities which are or may be at any
         time convertible  into or exchangeable for Additional  Shares of Common
         Stock.  The term  "Convertible  Security"  means one of the Convertible
         Securities.

                  "Governmental Authority" means any governmental, regulatory or
         self-regulatory   entity,   department,   body,  official,   authority,
         commission, board, agency or instrumentality, whether federal, state or
         local, and whether domestic or foreign.

                  "Holders" mean the Persons who shall from time to time own any
         Warrant. The term "Holder" means one of the Holders.

                  "Independent Appraiser" means a nationally recognized or major
         regional  investment  banking  firm or firm  of  independent  certified
         public  accountants of recognized  standing (which may be the firm that
         regularly  examines  the  financial  statements  of the Issuer) that is
         regularly  engaged in the business of  appraising  the Capital Stock or
         assets of corporations  or other entities as going concerns,  and which
         is not affiliated with either the Issuer or the Holder of any Warrant.

                  "Issuer" means Commercial Concepts,  Inc., a Utah corporation,
         and its successors.

                  "Major  Transaction"  means  the  consummation  of  any of the
         following transactions: (i) the consolidation, merger or other business
         combination  of the Maker with or into a person or entity  (other  than
         (A) pursuant to a migratory  merger  effected solely for the purpose of
         changing  the  jurisdiction  of  incorporation  of the  Maker  or (B) a
         consolidation, merger or other business combination in which holders of
         the Maker's or any of its subsidiaries  voting power  immediately prior
         to the transaction  continue after the transaction to hold, directly or
         indirectly,  the  voting  power of the  surviving  entity  or  entities
         necessary  to elect a majority of the members of the board of directors
         (or their  equivalent  if other than a  corporation)  of such entity or
         entities); (ii) the sale or transfer of all or substantially all of the
         Maker's or any of its subsidiaries  assets; (iii) the consummation of a
         purchase, tender or exchange offer made to the holders of more than 30%
         of the outstanding  shares of Common Stock; or (iv) the  reorganization
         or reclassification of the Issuer's capital stock.

                  "Majority  Holders"  means at any time the Holders of Warrants
         exercisable  for a majority  of the shares of  Warrant  Stock  issuable
         under the Warrants at the time outstanding.

                                       14
<PAGE>

                  "Nasdaq" means the Nasdaq SmallCap Market.

                  "Notes" means the convertible promissory notes issued pursuant
         to the Purchase Agreement.

                  "Original Issue Date" means November __, 2000.

                  "OTC  Bulletin  Board" means the  over-the-counter  electronic
         bulletin board.

                  "Other  Common" means any other Capital Stock of the Issuer of
         any class which shall be  authorized at any time after the date of this
         Warrant  (other  than  Common  Stock) and which shall have the right to
         participate  in the  distribution  of earnings and assets of the Issuer
         without limitation as to amount.

                  "Person" means an individual,  corporation,  limited liability
         company,  partnership,   joint  stock  company,  trust,  unincorporated
         organization,  joint venture, Governmental Authority or other entity of
         whatever nature.

                  "Per Share Market Value" means on any particular  date (a) the
         closing bid price per share of the Common Stock on such date on the OTC
         Bulletin Board or other registered national stock exchange on which the
         Common  Stock is then listed or if there is no such price on such date,
         then the closing bid price on such exchange or quotation  system on the
         date  nearest  preceding  such date,  or (b) if the Common Stock is not
         listed then on the OTC Bulletin Board or any registered  national stock
         exchange,  the  closing  bid price  for a share of Common  Stock in the
         over-the-counter  market,  as reported by the OTC Bulletin  Board or in
         the National Quotation Bureau  Incorporated or similar  organization or
         agency succeeding to its functions of reporting prices) at the close of
         business on such date,  or (c) if the Common Stock is not then reported
         by the OTC Bulletin Board or the National Quotation Bureau Incorporated
         (or similar  organization  or agency  succeeding  to its  functions  of
         reporting prices),  then the average of the "Pink Sheet" quotes for the
         relevant  conversion period, as determined in good faith by the holder,
         or (d) if the Common Stock is not then publicly  traded the fair market
         value  of a share  of  Common  Stock as  determined  by an  Independent
         Appraiser  selected in good faith by the  Majority  Holders;  provided,
         however,  that the Issuer,  after receipt of the  determination by such
         Independent  Appraiser,  shall  have the right to select an  additional
         Independent  Appraiser,  in which case,  the fair market value shall be
         equal to the  average of the  determinations  by each such  Independent
         Appraiser;  and provided,  further that all  determinations  of the Per
         Share  Market  Value  shall be  appropriately  adjusted  for any  stock
         dividends,  stock  splits or other  similar  transactions  during  such
         period.  The  determination  of fair  market  value  by an  Independent
         Appraiser  shall be based  upon the  fair  market  value of the  Issuer
         determined  on a going  concern  basis as between a willing buyer and a
         willing   seller  and  taking  into   account  all   relevant   factors
         determinative  of value, and shall be final and binding on all parties.
         In determining  the fair market value of any shares of Common Stock, no
         consideration  shall be given to any  restrictions  on  transfer of the
         Common Stock  imposed by  agreement  or by federal or state  securities
         laws, or to the existence or absence of, or any  limitations on, voting
         rights.

                                       15
<PAGE>

                  "Purchase  Agreement"  means  the  Note and  Warrant  Purchase
         Agreement  dated as of  November  __,  2000  among the  Issuer  and the
         investors a party thereto.

                  "Registration  Rights  Agreement" has the meaning specified in
         Section 3(e) hereof.

                  "Securities"  means  any  debt  or  equity  securities  of the
         Issuer, whether now or hereafter authorized, any instrument convertible
         into or  exchangeable  for  Securities  or a Security,  and any option,
         warrant or other right to purchase or acquire any Security.  "Security"
         means one of the Securities.

                  "Securities Act" means the Securities Act of 1933, as amended,
         or any similar federal statute then in effect.

                  "Subsidiary"  means  any  corporation  at  least  50% of whose
         outstanding  Voting  Stock  shall  at the  time be  owned  directly  or
         indirectly by the Issuer or by one or more of its  Subsidiaries,  or by
         the Issuer and one or more of its Subsidiaries.

                  "Term" has the meaning specified in Section 1 hereof.

                  "Trading  Day"  means (a) a day on which the  Common  Stock is
         traded on the over the counter  market as reported by the OTC  Bulletin
         Board,  or (b) if the Common  Stock is not  listed on the OTC  Bulletin
         Board,  a day on  which  the  Common  Stock  is  traded  on  any  other
         registered  national stock exchange,  or (c) if the Common Stock is not
         quoted on the OTC  Bulletin  Board,  a day on which the Common Stock is
         quoted in the  over-the-counter  market  as  reported  by the  National
         Quotation Bureau  Incorporated  (or any similar  organization or agency
         succeeding its functions of reporting prices); provided,  however, that
         in the event that the Common Stock is not listed or quoted as set forth
         in (a), (b) and (c) hereof,  then Trading Day shall mean any day except
         Saturday, Sunday and any day which shall be a legal holiday or a day on
         which banking  institutions  in the State of New York are authorized or
         required by law or other government action to close.

                  "Voting  Stock" means,  as applied to the Capital Stock of any
         corporation, Capital Stock of any class or classes (however designated)
         having  ordinary  voting  power for the  election  of a majority of the
         members of the Board of  Directors  (or other  governing  body) of such
         corporation,  other than Capital Stock having such power only by reason
         of the happening of a contingency.

                  "Warrants"  means the Warrants issued and sold pursuant to the
         Purchase Agreement,  including,  without limitation,  this Warrant, and
         any other warrants of like tenor issued in substitution or exchange for
         any thereof  pursuant to the  provisions of Section 2(c),  2(d) or 2(e)
         hereof or of any of such other Warrants.

                  "Warrant  Price" means  $_____,  as such price may be adjusted
         from time to time as shall  result from the  adjustments  specified  in
         this Warrant, including Section 4 hereto.

                                       16
<PAGE>

                  "Warrant Share Number" means at any time the aggregate  number
         of shares of Warrant  Stock  which may at such time be  purchased  upon
         exercise of this Warrant,  after giving effect to all prior adjustments
         and  increases  to such  number  made or  required to be made under the
         terms hereof.

                  "Warrant  Stock" means Common Stock  issuable upon exercise of
         any Warrant or Warrants or otherwise  issuable  pursuant to any Warrant
         or Warrants.

         10. Other Notices. In case at any time:

                                    (A)      the    Issuer    shall   make   any
                                             distributions  to  the  holders  of
                                             Common Stock; or

                                    (B)      the  Issuer  shall   authorize  the
                                             granting  to  all  holders  of  its
                                             Common Stock of rights to subscribe
                                             for  or  purchase   any  shares  of
                                             Capital  Stock  of any  class or of
                                             any  Common  Stock  Equivalents  or
                                             Convertible   Securities  or  other
                                             rights; or

                                    (C)      there shall be any reclassification
                                             of the Capital Stock of the Issuer;
                                             or

                                    (D)      there    shall   be   any   capital
                                             reorganization by the Issuer; or

                                    (E)      there     shall    be    any    (i)
                                             consolidation  or merger  involving
                                             the Issuer or (ii)  sale,  transfer
                                             or  other  disposition  of  all  or
                                             substantially  all of the  Issuer's
                                             property,    assets   or   business
                                             (except    a   merger    or   other
                                             reorganization  in which the Issuer
                                             shall be the surviving  corporation
                                             and its  shares  of  Capital  Stock
                                             shall  continue  to be  outstanding
                                             and    unchanged   and   except   a
                                             consolidation,     merger,    sale,
                                             transfer   or   other   disposition
                                             involving      a       wholly-owned
                                             Subsidiary); or

                                    (F)      there  shall  be  a  voluntary   or
                                             involuntary            dissolution,
                                             liquidation  or  winding-up  of the
                                             Issuer or any  partial  liquidation
                                             of the  Issuer or  distribution  to
                                             holders of Common Stock;

then, in each of such cases,  the Issuer shall give written notice to the Holder
of the date on which (i) the books of the Issuer  shall close or a record  shall
be taken for such dividend,  distribution  or  subscription  rights or (ii) such
reorganization,    reclassification,    consolidation,    merger,   disposition,
dissolution,  liquidation or  winding-up,  as the case may be, shall take place.
Such notice also shall  specify the date as of which the holders of Common Stock
of record shall  participate  in such  dividend,  distribution  or  subscription
rights, or shall be entitled to exchange their certificates for Common Stock for
securities   or   other   property   deliverable   upon   such   reorganization,
reclassification,  consolidation, merger, disposition,  dissolution, liquidation
or  winding-up,  as the case may be. Such notice shall be given at least 20 days

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<PAGE>

prior to the  action in  question  and not less than 20 days prior to the record
date or the date on which the  Issuer's  transfer  books are  closed in  respect
thereto.  The Issuer shall give to the Holder notice of all meetings and actions
by written consent of its  stockholders,  at the same time in the same manner as
notice of any meetings of  stockholders  is required to be given to stockholders
who do not waive such  notice (or,  if such  requires no notice,  then 2 Trading
Days written  notice  thereof  describing the matters upon which action is to be
taken). The Holder shall have the right to send two (2) representatives selected
by it to each meeting,  who shall be permitted to attend,  but not vote at, such
meeting  and any  adjournments  thereof.  This  Warrant  entitles  the Holder to
receive copies of all financial and other information distributed or required to
be distributed to the holders of the Common Stock.

         11. Amendment and Waiver. Any term, covenant, agreement or condition in
this  Warrant may be amended,  or  compliance  therewith  may be waived  (either
generally   or  in  a   particular   instance   and  either   retroactively   or
prospectively),  by a written instrument or written instruments  executed by the
Issuer and the Majority Holders;  provided,  however,  that no such amendment or
waiver  shall  reduce the Warrant  Share  Number,  increase  the Warrant  Price,
shorten the period  during  which this  Warrant may be  exercised  or modify any
provision of this Section 9 without the consent of the Holder of this Warrant.

         12.  Governing  Law. THIS WARRANT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE  WITH THE LAWS OF THE STATE OF NEW  YORK,  WITHOUT  GIVING  EFFECT TO
PRINCIPLES OF CONFLICTS OF LAW.

         13. Notices.  Any and all notices or other communications or deliveries
required or permitted to be provided  hereunder shall be in writing and shall be
deemed given and  effective on the earlier of (i) the date of  transmission,  if
such  notice or  communication  is  delivered  via  facsimile  at the  facsimile
telephone  number  specified  for notice prior to 5:00 p.m.,  eastern time, on a
Trading Day, (ii) the Trading Day after the date of transmission, if such notice
or  communication  is delivered via facsimile at the facsimile  telephone number
specified for notice later than 5:00 p.m., eastern time, on any date and earlier
than 11:59 p.m., eastern time, on such date, (iii) the Trading Day following the
date of mailing, if sent by nationally  recognized  overnight courier service or
(iv)  actual  receipt by the party to whom such  notice is required to be given.
The  addresses  for such  communications  shall be with respect to the Holder of
this  Warrant or of Warrant  Stock  issued  pursuant  hereto,  addressed to such
Holder at its last known address or facsimile  number  appearing on the books of
the  Issuer  maintained  for  such  purposes,  or with  respect  to the  Issuer,
addressed to:

                  Commercial Concepts, Inc.
                  324 South 400 West, Suite B
                  Salt Lake City, UT 84101
                  Attn: K. Hansen
                  Telephone No.: (801) 328-0540
                  Facsimile No: (801) 328-0542

or to such other address or addresses or facsimile number or numbers as any such
party may most recently have  designated in writing to the other parties  hereto
by such notice.  Copies of notices to the Holder shall be sent to Parker  Chapin

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<PAGE>

LLP, The Chrysler  Building,  405 Lexington  Avenue,  New York,  New York 10174,
Attention: Christopher S. Auguste, Esq., facsimile no.: (212) 704-6288.

         14. Warrant Agent.  The Issuer may, by written notice to each Holder of
this  Warrant,  appoint an agent having an office in New York,  New York for the
purpose  of issuing  shares of Warrant  Stock on the  exercise  of this  Warrant
pursuant to subsection (b) of Section 2 hereof, exchanging this Warrant pursuant
to  subsection  (d) of Section 2 hereof or replacing  this  Warrant  pursuant to
subsection (d) of Section 3 hereof, or any of the foregoing,  and thereafter any
such  issuance,  exchange or  replacement,  as the case may be, shall be made at
such office by such agent.

         15.  Remedies.  The Issuer  stipulates  that the remedies at law of the
Holder of this Warrant in the event of any default or threatened  default by the
Issuer in the performance of or compliance with any of the terms of this Warrant
are not and will not be adequate and that,  to the fullest  extent  permitted by
law,  such  terms may be  specifically  enforced  by a decree  for the  specific
performance  of any agreement  contained  herein or by an  injunction  against a
violation of any of the terms hereof or otherwise.

         16.  Successors  and  Assigns.  This  Warrant and the rights  evidenced
hereby  shall inure to the  benefit of and be binding  upon the  successors  and
assigns of the Issuer, the Holder hereof and (to the extent provided herein) the
Holders of Warrant Stock issued pursuant hereto, and shall be enforceable by any
such Holder or Holder of Warrant Stock

         17.  Modification and Severability.  If, in any action before any court
or agency  legally  empowered to enforce any  provision  contained  herein,  any
provision  hereof is found to be  unenforceable,  then such  provision  shall be
deemed modified to the extent  necessary to make it enforceable by such court or
agency.  If any such provision is not  enforceable as set forth in the preceding
sentence,  the  unenforceability  of such  provision  shall not affect the other
provisions  of this  Warrant,  but this  Warrant  shall be  construed as if such
unenforceable provision had never been contained herein.

         18.  Headings.  The  headings of the  Sections of this  Warrant are for
convenience of reference  only and shall not, for any purpose,  be deemed a part
of this Warrant.

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<PAGE>

         IN WITNESS WHEREOF,  the Issuer has executed this Warrant as of the day
and year first above written.

                                            COMMERCIAL CONCEPTS, INC.


                                            By: ______________________________
                                                Name:
                                                Title:

<PAGE>

                                  EXERCISE FORM

                            COMMERCIAL CONCEPTS, INC.

The  undersigned  _______________,  pursuant  to the  provisions  of the  within
Warrant,  hereby  elects to purchase  _____ shares of Common Stock of Commercial
Concepts, Inc. covered by the within Warrant.

Dated: _________________                 Signature   __________________________

                                         Address ______________________________

                                                 ______________________________



                                   ASSIGNMENT

FOR VALUE RECEIVED,  _________________  hereby sells, assigns and transfers unto
__________________  the within Warrant and all rights evidenced thereby and does
irrevocably constitute and appoint _____________, attorney, to transfer the said
Warrant on the books of the within named corporation.

Dated: _________________                 Signature   __________________________

                                         Address ______________________________

                                                 ______________________________


                               PARTIAL ASSIGNMENT

FOR VALUE RECEIVED,  _________________  hereby sells, assigns and transfers unto
__________________  the right to  purchase  _________  shares of  Warrant  Stock
evidenced  by the within  Warrant  together  with all rights  therein,  and does
irrevocably  constitute and appoint  ___________________,  attorney, to transfer
that part of the said Warrant on the books of the within named corporation.

Dated: _________________                 Signature   __________________________

                                         Address ______________________________

                                                 ______________________________


                           FOR USE BY THE ISSUER ONLY:

This Warrant No. W-_____  canceled (or  transferred or exchanged) this _____ day
of  ___________,  _____,  shares of Common Stock issued  therefor in the name of
_______________,  Warrant No.  W-_____ issued for ____ shares of Common Stock in
the name of _______________.


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