THIS
        WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE
        NOT
        BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT
        AND
        THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD,
        OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE
        REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY
        SATISFACTORY TO ALPHA NUTRA, INC., D/B/A CHINA BROADBAND THAT SUCH REGISTRATION
        IS NOT REQUIRED.

       

      REDEEMABLE
        COMMON STOCK PURCHASE WARRANT

       

      
        	
                No. 2007-A-___

              	
                Issue
                  Date: January __, 2007

              


      

      


      ALPHA
        NUTRA, INC. [NEW
        NAME TO BE ___________ AT CLOSING],
        a
        corporation organized under the laws of the State of Nevada and doing business
        as China Broadband (the “Company”),
        hereby certifies that, for value received_________________________,
        _____________________________________________, Fax: (___) _______________,
        or
        its assigns (the “Holder”),
        is
        entitled, subject to the terms set forth below, to purchase from the Company
        at
        any time after the Issue Date until 5:00 p.m., E.S.T on the date that is
        Twenty
        Six (26) months from the date hereof (the “Expiration
        Date”),
        up to
        _________ fully paid and non-assessable shares of the common stock of the
        Company (the “Common
        Stock”),
        $.001
        par value per share at a per share purchase price of $2.00 (as adjusted from
        time to time, the “Warrant
        Exercise Price”).
        The
        number and character of such shares of Common Stock and the Warrant Exercise
        Price issuable upon the exercise of this warrant (the “Warrant”)
        are
        subject to adjustment as provided herein. The Company may reduce the Warrant
        Exercise Price without the consent of the Holder.

       

      Capitalized
        terms used and not otherwise defined herein shall have the meanings set forth
        in
        that certain Subscription Agreement (the “Subscription
        Agreement”),
        entered into by the Company and the Holders pursuant to the Private Placement
        Memorandum of the Company dated as of November 21, 2006, as
        amended.

       

      As
        used
        herein the following terms, unless the context otherwise requires, have the
        following respective meanings: 

       

      (a) The
        term
“Company”
shall
        include Alpha Nutra, Inc. and any corporation which shall succeed or assume
        the
        obligations of Alpha Nutra, Inc. hereunder. 

       

      (b) The
        term
“Common
        Stock”
        includes (a) the Company's Common Stock as authorized on the date of the
        Subscription Agreement, and (b) any other securities into which or for which
        any
        of the securities described in (a) may be converted or exchanged pursuant
        to a plan of recapitalization, reorganization, merger, sale of assets or
        otherwise.

       

      (c) The
        term
“Other
        Securities”
refers
        to any stock (other than Common Stock) and other securities of the Company
        or
        any other person (corporate or otherwise) which the holder of the Warrant
        at any
        time shall be entitled to receive, or shall have received, on the exercise
        of
        the Warrant, in lieu of or in addition to Common Stock, or which at any time
        shall be issuable or shall have been issued in exchange for or in replacement
        of
        Common Stock or Other Securities pursuant to Section 4 or otherwise.


       

      1. Exercise
        of Warrant.

       

      1.1. Number
        of Shares Issuable upon Exercise.
        From
        and after the Issue Date through and including the Expiration Date, the Holder
        hereof shall be entitled to receive, upon exercise of this Warrant in whole
        in
        accordance with the terms of subsection 1.2 or upon exercise of this
        Warrant in part in accordance with subsection 1.3, shares of Common Stock
        of the Company, subject to adjustment pursuant to Section 4.

       

      1.2. Full
        Exercise.
        This
        Warrant may be exercised in full by the Holder hereof by delivery of an original
        or facsimile copy of the form of subscription attached as Exhibit A
        hereto
        (the “Subscription
        Form”)
        duly
        executed by such Holder and surrender of the original Warrant within three
        (3)
        days of exercise, to the Company at its principal office or at the office
        of its
        Warrant Agent (as provided hereinafter), accompanied by payment, in cash,
        wire
        transfer or by certified or official bank check payable to the order of the
        Company, in the amount obtained by multiplying the number of shares of Common
        Stock for which this Warrant is then exercisable by the Warrant Exercise
        Price
        then in effect. 

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

       

      1.3. Partial
        Exercise.
        This
        Warrant may be exercised in whole or in part from time to time (but not for
        a
        fractional share) by surrender of this Warrant in the manner and at the place
        provided in subsection 1.2 except that the amount payable by the Holder on
        such partial exercise shall be the amount obtained by multiplying (a) the
        number of whole shares of Common Stock designated by the Holder in the
        Subscription Form by (b) the Warrant Exercise Price then in effect. On any
        such partial exercise, the Company, at its expense, will forthwith issue
        and
        deliver to or upon the order of the Holder hereof a new Warrant of like tenor,
        in the name of the Holder hereof or as such Holder (upon payment by such
        Holder
        of any applicable transfer taxes) may request, the whole number of shares
        of
        Common Stock for which such Warrant may still be exercised.

       

      1.4. Fair
        Market Value.
        Fair
        Market Value of a share of Common Stock as of a particular date (the
“Determination
        Date”)
        shall
        mean: 

       

      (a) If
        the
        Company's Common Stock is traded on an exchange or is quoted on the National
        Association of Securities Dealers, Inc. Automated Quotation (“Nasdaq”),
        National Market System, the NASDAQ SmallCap Market or the American Stock
        Exchange, LLC, then the closing or last sale price, respectively, reported
        for
        the last business day immediately preceding the Determination Date;

       

      (b) If
        the
        Company's Common Stock is not traded on an exchange or on the NASDAQ National
        Market System, the NASDAQ SmallCap Market or the American Stock Exchange,
        Inc.,
        but is traded in the over-the-counter market, then the average of the closing
        bid and ask prices reported for the last business day immediately preceding
        the
        Determination Date;

       

      (c) Except
        as
        provided in clause (d) below, if the Company's Common Stock is not publicly
        traded, then as the Holder and the Company agree, or in the absence of such
        an
        agreement, by a valuation to be provided by an independent valuation firm
        selected by the Company; or

       

      (d) If
        the
        Determination Date is the date of a liquidation, dissolution or winding up,
        or
        any event deemed to be a liquidation, dissolution or winding up pursuant
        to the
        Company's charter, then all amounts to be payable per share to holders of
        the
        Common Stock pursuant to the charter in the event of such liquidation,
        dissolution or winding up, plus all other amounts to be payable per share
        in
        respect of the Common Stock in liquidation under the charter, assuming for
        the
        purposes of this clause (d) that all of the shares of Common Stock then
        issuable upon exercise of all of the Warrants are outstanding at the
        Determination Date.

       

      Notwithstanding
        the foregoing, for purposes of determining Fair Market Value pursuant to
        Section
        1.8
        below,
        only the value of the Common Stock as set forth in Subsection
        1.4(a),
        1.4(b)
        or
1.4(c)
        above
        may be considered.

       

      1.5. Company
        Acknowledgment.
        The
        Company will, at the time of the exercise of the Warrant, upon the request
        of
        the Holder hereof acknowledge in writing its continuing obligation to afford
        to
        such Holder any rights to which such Holder shall continue to be entitled
        after
        such exercise in accordance with the provisions of this Warrant. If the Holder
        shall fail to make any such request, such failure shall not affect the
        continuing obligation of the Company to afford to such Holder any such
        rights.

       

      1.6. Trustee
        for Warrant Holders.
        In the
        event that a bank or trust company shall have been appointed as trustee for
        the
        Holder of the Warrants pursuant to Subsection 3.2, such bank or trust
        company shall have all the powers and duties of a warrant agent (as hereinafter
        described) and shall accept, in its own name for the account of the Company
        or
        such successor person as may be entitled thereto, all amounts otherwise payable
        to the Company or such successor, as the case may be, on exercise of this
        Warrant pursuant to this Section 1. 

       

      1.7 Delivery
        of Stock Certificates, etc. on Exercise.
        The
        Company agrees that the shares of Common Stock purchased upon exercise of
        this
        Warrant shall be deemed to be issued to the Holder hereof as the record owner
        of
        such shares as of the close of business on the date on which this Warrant
        shall
        have been surrendered and payment made for such shares as aforesaid. As soon
        as
        practicable after the exercise of this Warrant in full or in part, and in
        any
        event within three (3) business
        days
        thereafter, the Company at its expense (including the payment by it of any
        applicable issue taxes) will cause to be issued in the name of and delivered
        to
        the Holder hereof, or as such Holder (upon payment by such Holder of any
        applicable transfer taxes) may direct in compliance with applicable securities
        laws, a certificate or certificates for the number of duly and validly issued,
        fully paid and non-assessable shares of Common Stock (or Other Securities)
        to
        which such Holder shall be entitled on such exercise, plus, in lieu of any
        fractional share to which such Holder would otherwise be entitled, cash equal
        to
        such fraction multiplied by the then Fair Market Value of one full share
        of
        Common Stock, together with any other stock or other securities and property
        (including cash, where applicable) to which such Holder is entitled upon
        such
        exercise pursuant to Section 1 or otherwise. 

       

      
        
          
          

        

        
          2

          
            

          

        

        
          
          

        

      

       

      1.8 Company’s
        Right to Call.

       

      (a) Subject
        to the provisions of clauses 1.8(b) below, in the event that: (A) the Fair
        Market Value equals or exceeds 125% of the then applicable exercise price
        of
        this Warrant (the “Trigger
        Price”)
        and
        (B) the minimum daily trading volume of the Common Stock is not less than
        25,000
        shares, each for a period of ten 10 consecutive trading days immediately
        prior
        to such notice, then the Company, upon no less than twenty (20) business
        days’
prior written notice (the “Notice
        Period”),
        may
        call this Warrant in whole or in part with respect to up to 100% of the shares
        of Common Stock then purchasable pursuant to this Warrant at a redemption
        price
        equal to $.10 per share which right shall be exercisable by the Company
        commencing on one year period prior to the Expiration Date and continuing
        through the Expiration Date. Notice by the Company of redemption may be made
        no
        more than fifteen (15) days after the end of the ten (10) day determination
        period. Notwithstanding any such notice by the Company, the Holder shall
        have
        the right to exercise this Warrant prior to the end of the Notice
        Period.

       

      (b)
        In
        connection with any transfer or exchange of less than all of this Warrant,
        the
        transferring Holder shall deliver to the Company an agreement or instrument
        executed by the transferring Holder and the new Holder allocating between
        them
        on whatever basis they may determine in their sole discretion any subsequent
        call of this Warrant by the Company, such that after giving effect to such
        transfer the Company shall have the right to call the same number of Warrants
        that it would have had if the transfer or exchange had not
        occurred.

       

      2. [Omitted].

       

      3. Adjustment
        for Reorganization, Consolidation, Merger, etc.

       

      3.1. Reorganization,
        Consolidation, Merger, etc.
        In case
        at any time or from time to time, the Company shall (a) effect a
        reorganization, (b) consolidate with or merge into any other person or
        (c) transfer all or substantially all of its properties or assets to any
        other person under any plan or arrangement contemplating the dissolution
        of the
        Company, then, in each such case, as a condition to the consummation of such
        a
        transaction, proper and adequate provision shall be made by the Company whereby
        the Holder of this Warrant, on the exercise hereof as provided in
        Section 1, at any time after the consummation of such reorganization,
        consolidation or merger or the effective date of such dissolution, as the
        case
        may be, shall receive, in lieu of the Common Stock (or Other Securities)
        issuable on such exercise prior to such consummation or such effective date,
        the
        stock and other securities and property (including cash) to which such Holder
        would have been entitled upon such consummation or in connection with such
        dissolution, as the case may be, if such Holder had so exercised this Warrant,
        immediately prior thereto, all subject to further adjustment thereafter as
        provided in Section 4.

       

      3.2. Dissolution.
        In the
        event of any dissolution of the Company following the transfer of all or
        substantially all of its properties or assets, the Company, prior to such
        dissolution, shall at its expense deliver or cause to be delivered the stock
        and
        other securities and property (including cash, where applicable) receivable
        by
        the Holder of the Warrants after the effective date of such dissolution pursuant
        to this Section 3 to a bank or trust company (a “Trustee”)
        having
        its principal office in New York, NY, as trustee for the Holder of the
        Warrants. 

       

      3.3. Continuation
        of Terms.
        Upon
        any reorganization, consolidation, merger or transfer (and any dissolution
        following any transfer) referred to in this Section 3, this Warrant shall
        continue in full force and effect and the terms hereof shall be applicable
        to
        the Other Securities and property receivable on the exercise of this Warrant
        after the consummation of such reorganization, consolidation or merger or
        the
        effective date of dissolution following any such transfer, as the case may
        be,
        and shall be binding upon the issuer of any Other Securities, including,
        in the
        case of any such transfer, the person acquiring all or substantially all
        of the
        properties or assets of the Company, whether or not such person shall have
        expressly assumed the terms of this Warrant as provided in Section 4. In
        the event this Warrant does not continue in full force and effect after the
        consummation of the transaction described in this Section 3, then only in
        such event will the Company's securities and property (including cash, where
        applicable) receivable by the Holder of the Warrants be delivered to the
        Trustee
        as contemplated by Section 3.2.

       

      
        
          
          

        

        
          3

          
            

          

        

        
          
          

        

      

       

      4. Extraordinary
        Events Regarding Common Stock.
        In the
        event that the Company shall (a) issue additional shares of the Common
        Stock as a dividend or other distribution on outstanding Common Stock,
        (b) subdivide its outstanding shares of Common Stock, or (c) combine
        its outstanding shares of the Common Stock into a smaller number of shares
        of
        the Common Stock, then, in each such event, the Warrant Exercise Price shall,
        simultaneously with the happening of such event, be adjusted by multiplying
        the
        then Warrant Exercise Price by a fraction, the numerator of which shall be
        the
        number of shares of Common Stock outstanding immediately prior to such event
        and
        the denominator of which shall be the number of shares of Common Stock
        outstanding immediately after such event, and the product so obtained shall
        thereafter be the Warrant Exercise Price then in effect. The Warrant Exercise
        Price, as so adjusted, shall be readjusted in the same manner upon the happening
        of any successive event or events described herein in this Section 4. The
        number of shares of Common Stock that the Holder of this Warrant shall
        thereafter, on the exercise hereof as provided in Section 1, be entitled to
        receive shall be adjusted to a number determined by multiplying the number
        of
        shares of Common Stock that would otherwise (but for the provisions of this
        Section 4) be issuable on such exercise by a fraction of which (a) the
        numerator is the Warrant Exercise Price that would otherwise (but for the
        provisions of this Section 4) be in effect, and (b) the denominator is
        the Warrant Exercise Price in effect on the date of such exercise.

       

      5. Certificate
        as to Adjustments Corresponding Changes to Call Right.
        In each
        case of any adjustment or readjustment in the shares of Common Stock (or
        Other
        Securities) issuable on the exercise of the Warrants, the Company at its
        expense
        will promptly cause its Chief Financial Officer or other appropriate designee
        to
        compute such adjustment or readjustment in accordance with the terms of the
        Warrant and prepare a certificate setting forth such adjustment or readjustment
        and showing in detail the facts upon which such adjustment or readjustment
        is
        based, including a statement of (a) the consideration received or
        receivable by the Company for any additional shares of Common Stock (or Other
        Securities) issued or sold or deemed to have been issued or sold, (b) the
        number of shares of Common Stock (or Other Securities) outstanding or deemed
        to
        be outstanding, and (c) the Warrant Exercise Price and the number of shares
        of Common Stock to be received upon exercise of this Warrant, in effect
        immediately prior to such adjustment or readjustment and as adjusted or
        readjusted as provided in this Warrant. The Company will forthwith mail a
        copy
        of each such certificate to the Holder of the Warrant and any Warrant Agent
        of
        the Company (appointed pursuant to Section 11 hereof). In the event that
        the Warrant Exercise Price or number of shares issuable upon exercise be
        adjusted (or the Warrant is assumed or new warrants issued in exchange
        therefore) as a result of any of the events described in Sections 3, 4 or
        5,
        then the price at which the Warrants may be called under Section
        1.8
        above
        and the Trigger Price (which shall initially be $2.50 per share) shall both
        be
        adjusted by multiplying each of said prices then in effect by a fraction,
        the
        numerator of which is the number of shares for which this Warrant is exercisable
        for immediately prior to such adjustment and the denominator of which is
        the
        number of shares for which this Warrant is exercisable immediately after
        such
        adjustment. 

       

      6. Reservation
        of Stock, etc. Issuable on Exercise of Warrant; Financial
        Statements.
        The
        Company will at all times reserve and keep available, solely for issuance
        and
        delivery on the exercise of the Warrants, all shares of Common Stock (or
        Other
        Securities) from time to time issuable on the exercise of the Warrant. This
        Warrant entitles the Holder hereof to receive copies of all financial and
        other
        information distributed or required to be distributed to the holders of the
        Company's Common Stock. 

       

      7. Assignment;
        Exchange of Warrant.
        Subject
        to compliance with applicable securities laws, this Warrant, and the rights
        evidenced hereby, may be transferred by any registered holder hereof (a
“Transferor”).
        On
        the surrender for exchange of this Warrant, with the Transferor's endorsement
        in
        the form of Exhibit B
        attached
        hereto (the “Transferor
        Endorsement Form”)
        and
        together with an opinion of counsel reasonably satisfactory to the Company
        that
        the transfer of this Warrant will be in compliance with applicable securities
        laws, the Company at its expense, but with payment by the Transferor of any
        applicable transfer taxes, will issue and deliver to or on the order of the
        Transferor thereof a new Warrant or Warrants of like tenor, in the name of
        the
        Transferor and/or the transferee(s) specified in such Transferor Endorsement
        Form (each a “Transferee”),
        calling in the aggregate on the face or faces thereof for the number of shares
        of Common Stock called for on the face or faces of the Warrant so surrendered
        by
        the Transferor. No such transfers shall result in a public distribution of
        the
        Warrant.

       

      
        
          
          

        

        
          4

          
            

          

        

        
          
          

        

      

       

      8. Replacement
        of Warrant.
        On
        receipt of evidence reasonably satisfactory to the Company of the loss, theft,
        destruction or mutilation of this Warrant and, in the case of any such loss,
        theft or destruction of this Warrant, on delivery of an indemnity agreement
        or
        security reasonably satisfactory in form and amount to the Company or, in
        the
        case of any such mutilation, on surrender and cancellation of this Warrant,
        the
        Company at its expense, will execute and deliver, in lieu thereof, a new
        Warrant
        of like tenor.

       

      9. Registration
        Rights.
        The
        Holder of this Warrant has been granted certain registration rights by the
        Company. These registration rights are set forth in the Registration Rights
        Agreement. The terms of the Registration Rights Agreement are incorporated
        herein by this reference.

       

      10. [Omitted].
        

       

      11. Warrant
        Agent.
        The
        Company may, by written notice to the Holder of the Warrant, appoint an agent
        (a
“Warrant
        Agent”)
        for
        the purpose of issuing Common Stock (or Other Securities) on the exercise
        of
        this Warrant pursuant to Section 1, exchanging this Warrant pursuant to
        Section 7, and replacing this Warrant pursuant to Section 8, 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 Warrant Agent. 

       

      12. Transfer
        on the Company's Books.
        Until
        this Warrant is transferred on the books of the Company, the Company may
        treat
        the registered holder hereof as the absolute owner hereof for all purposes,
        notwithstanding any notice to the contrary. 

       

      13. Notices.
        All
        notices, demands, requests, consents, approvals, and other communications
        required or permitted hereunder shall be in writing and, unless otherwise
        specified herein, shall be (i) personally served, (ii) deposited in the mail,
        registered or certified, return receipt requested, postage prepaid, (iii)
        delivered by reputable air courier service with charges prepaid, or (iv)
        transmitted by hand delivery, telegram, or facsimile, addressed as set forth
        below or to such other address as such party shall have specified most recently
        by written notice. Any notice or other communication required or permitted
        to be
        given hereunder shall be deemed effective (a) upon hand delivery or delivery
        by
        facsimile, with accurate confirmation generated by the transmitting facsimile
        machine, at the address or number designated below (if delivered on a business
        day during normal business hours where such notice is to be received), or
        the
        first business day following such delivery (if delivered other than on a
        business day during normal business hours where such notice is to be received)
        or (b) on the second business day following the date of mailing by express
        courier service, fully prepaid, addressed to such address, or upon actual
        receipt of such mailing, whichever shall first occur. The addresses for such
        communications shall be: (i) if to the Company to: China
        Broadband, Inc., 1900 Ninth Street, 3rd
        Floor,
        Boulder, Colorado 80302, telecopier number: (303) 898-0226 with
        a
        copy by telecopier only to (not
        with
        respect to Forms of Subscription):
        Ronniel
        Levy, Esq. Hodgson Russ LLP, 60 East 42nd
        Street,
        37th
        Floor,
        New York, New York 10165, telecopier number: (212) 972-1677,
        and (ii)
        if to the Holder, to the address and telecopier number listed on the first
        paragraph of this Warrant.

       

      14. Miscellaneous.
        This
        Warrant and any term hereof may be changed, waived, discharged or terminated
        only by an instrument in writing signed by the party against which enforcement
        of such change, waiver, discharge or termination is sought. This Warrant
        shall
        be construed and enforced in accordance with and governed by the laws of
        New
        York. Any dispute relating to this Warrant shall be adjudicated in New York
        County in the State of New York. The headings in this Warrant are for purposes
        of reference only, and shall not limit or otherwise affect any of the terms
        hereof. The invalidity or unenforceability of any provision hereof shall
        in no
        way affect the validity or enforceability of any other provision. The parties
        hereto hereby waived a trial by Jury. 

       

      
        
          
          

        

        
          5

          
            

          

        

        
          
          

        

      

       

      IN
        WITNESS WHEREOF, the Company has executed this Warrant as of the date first
        written above. 

       

      
        	 	 	 
	 	
                ALPHA
                  NUTRA, INC., 

                
                       
                    d/b/a “China Broadband”

                

              
	 
 	 
 	 
 
	 	By:	 
	 	
                 

                Name:

              	
                

              
	 	Title:	 
	 	 	 
	
                Witness: 

              	 	 
	 	 	 
	
                
  	 	 


      

       

      
        
          
          

        

        
          6

          
            

          

        

        
          
          

        

      

       

      Exhibit A

      


      FORM
        OF
        SUBSCRIPTION

      (to
        be
        signed only on exercise of Warrant)

       

      TO:
        ALPHA
        NUTRA, INC. d/b/a “China Broadband”

       

      The
        undersigned, pursuant to the provisions set forth in the attached Warrant
        (No.____), hereby irrevocably elects to purchase (check applicable
        box):

      


      ___     
 ________
        shares of the Common Stock covered by such Warrant.

       

      The
        undersigned herewith makes payment of the full purchase price for such shares
        at
        the price per share provided for in such Warrant, which is $___________ in
        lawful money of the United States.

       

      The
        undersigned requests that the certificates for such shares be issued in the
        name
        of, and delivered to _____________________________________________________
        whose
        address is
        ____________________________________________________________________________________________________________________________________________

      __________________________________________________________________________________________

       

      The
        undersigned represents and warrants that all offers and sales by the undersigned
        of the securities issuable upon exercise of the within Warrant shall be made
        pursuant to registration of the Common Stock under the Securities Act of
        1933,
        as amended (the “Securities
        Act”),
        or
        pursuant to an exemption from registration under the Securities
        Act.

       

      
        	 	 	 
	
                Dated:___________________

              	 	 
	 	
                

                (Signature
                  must conform to name of holder as specified on 

                the
                  face of the Warrant)

              
	 	 

                

                

                 (Address) 

              


      

       

      
        
          
          

        

        
          7

          
            

          

        

        
          
          

        

      

       

      Exhibit B

       

      FORM
        OF
        TRANSFEROR ENDORSEMENT

      (To
        be
        signed only on transfer of Warrant)

       

      For
        value
        received, the undersigned hereby sells, assigns, and transfers unto the
        person(s) named below under the heading “Transferees”
the
        right represented by the within Warrant to purchase the percentage and number
        of
        shares of Common Stock of ALPHA NUTRA, INC. to which the within Warrant relates
        specified under the headings “Percentage
        Transferred”
and
        “Number
        Transferred,”
        respectively, opposite the name(s) of such person(s) and appoints each such
        person Attorney to transfer its respective right on the books of ALPHA NUTRA,
        INC. with full power of substitution in the premises.

       

      
        
          	
                  Transferees

                	
                   

                	
                  Percentage
                    Transferred

                	
                   

                	
                  Number
                    Transferred

                
	 	 	 	 	 
	 	 	 	 	 
	 	 	 	 	 


        

      

       

      
        	 	 	 
	
                Dated:
                  ______________, ___________

              	 	 
	 	
                

                (Signature
                  must conform to name of holder as specified on 

                the
                  face of the warrant)

              
	 	 
	
                Signed
                  in the presence of:

              	 
	
                 

                  
              
                  (Name)

              	 

                

                
               
                (address)
	 	 
	
                ACCEPTED
                  AND AGREED: 
                  [TRANSFEREE]

                

              	
                

                
                
                (address)
	
                 

                
                  
               
                  (Name)