Number                                                      Shares


                             KINGDOM VENTURES, INC.
               INCORPORATED UNDER THE LAWS OF THE STATE OF NEVADA
                              SERIES B COMMON STOCK
                           PAR VALUE $.001 PER SHARE      See Restrictive Legend
                                                              On Reverse Side

                                                       CUSIP 49567U 20 4
                                             See Reverse For Certain Definitions

THIS CERTIFIES that



is the owner of
      FULLY PAID AND NONASSESSABLE SHARES OF THE SERIES B COMMON STOCK OF
                             KINGDOM VENTURES, INC.

Transferable only on the books of the Corporation by the holder hereof in person
or  by  Attorney  upon  surrender  of  this  Certificate  properly  endorsed.

This  Certificate  is  not  valid  until countersigned by the Transfer Agent and
registered  by  the  Registrar.

     IN WITNESS WHEREOF, Kingdom Ventures, Inc. has caused the signatures of its
duly  authorized  officers  and  facsimile  of its corporate seal to be hereunto
affixed.

          /s/ Gene Jackson                              /s/ Gene Jackson
             Secretary                                     President
                                   [SEAL]


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     THE  SHARES  REPRESENTED  BY  THIS  CERTIFICATE  ARE  SUBJECT  TO  THE
DESIGNATITONS,  LIMITATIONS,  PREFERENCES  AND  RELATIVE  RIGHTS OF THE SERIES B
COMMON  STOCK,  A  COPY OF WHICH MAY BE OBTAINED BY THE REGISTERED HOLDER HEREOF
UPON  WRITTEN  REQUEST  TO  THE  ISSUER.

     THE  SHARES  REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON
TRANSFER AS SET FORTH IN THE DESIGNATIONS, LIMITATIONS, PREFERENCES AND RELATIVE
RIGHTS  OF  THE  SERIES B COMMON STOCK AND MAY BE TRANSFERRED ONLY IN ACCORDANCE
THEREWITH.

     THE  SECURITIES  REPRESENTED  BY  THIS CERTIFICATE HAVE NOT BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933 OR THE SECURITIES LAWS OF ANY STATE AND NEITHER
THE  SECURITIES  REPRESENTED  BY  THIS  CERTIFICATE  NOR ANY BNEEFICIAL INTEREST
THEREIN  MAY  BE  SOLD,  PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRRED EXCEPT
PURSUANT  TO  AN  EFFECTIVE  REGISTRATION  STATEMENT  OR  AS  SET  FORTH  IN THE
CERTIFICATE  OF  DESIGNATIONS,  LIMITATIONS,  PREFERENCES  AND  RELATIVE  RIGHTS
RELATING  TO  THE  SERIES  B  COMMON  STOCK.  NO  TRANSFER  OF  THE  SECURITIES
REPRESENTED  BY  THIS  CERTIFICATE  OR ANY INTEREST HEREIN SHALL BE VALID UNLESS
ACCOMPANIED  BY  AN  OPINION  OF  COUNSEL  ACCEPTABLE  TO  THE  COMPANY.

   The following abbreviations, when used in the inscription on the face of this
      certificate, shall be construed as though they were written out in full
                  according to applicable laws or regulations:

      TEN COM - as tenants in common           UNIF GIFT MIN ACT -  Custodian.
  TEN ENT - as tenants by the entireties      under Uniform Gifts to Minors Act
  JT TEN - as joint tenants with right of
    Survivorship and not as tenants
               In common

     Additional abbreviations may also be used though not in the above list.

For  Value  Received,  _________  do  hereby  sell,  assign  and  transfer  unto

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                                                                       Shares of
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the  Series  B Common Stock represented by the within Certificate, and do hereby
irrevocably  constitute  and  appoint
                                      ------------------------------------------
                                                                        Attorney
-----------------------------------------------------------------------
to  transfer  the  said Shares on the books of the within named Corporation with
full  power  of  substitution  in  the  premises.

     Dated:
            ----------------------------

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