Exhibit 10.4

# SHARE TRANSFER
AGREEMENT

THIS AGREEMENT dated for reference
the ____ day of July, 2004

AMONG:

| | E-COM
 TECHNOLOGIES  INC., a Nevada  company whose address is Suite 1925,  200 Burrard
Street, Vancouver, British Columbia, V6C 3L6 Canada
| | ------------------------------------------------------------------------------------------------------------------------------------------

| | (hereinafter
called E-Com)
| | ----------------------------

| | OF
THE FIRST PART
| | -----------------

AND:

| | FORT
SCOTT ENERGY CORP.,  a Nevada  company  whose  address is 5548  Parthenon Place,
West Vancouver, British Columbia, V7W 2V7 Canada
| | --------------------------------------------------------------------------------------------------------------------------------------

| | (hereinafter
called Fort Scott)
| | ---------------------------------

| | OF
THE SECOND PART
| | ------------------

WITNESSES THAT WHEREAS:

A.    
          Fort Scott is the registered and beneficial owner of all of the outstanding
          shares in the capital of Frontier Exploration Ltd. (the Company);
          and

B.    
          Pursuant to the terms of an Assignment Agreement dated July ___, 2004 between
          Fort Scott and E-com (the Assignment Agreement), Fort Scott has
          agreed to transfer to E-Com all of the issued and outstanding shares in the
          capital of the Company (the Shares) on the terms and conditions
          hereinafter set forth.

THEREFORE, in consideration of the
mutual covenants and agreements herein contained and other good and valuable consideration
(the receipt and sufficiency of which are hereby acknowledged by each of the parties), and
in consideration of the sum of TEN DOLLARS of lawful money of the United States now paid
by E-Com to Fort Scott (the receipt and sufficiency of which is hereby acknowledged by the
Indemnifier), the parties covenant and agree each with the others as follows:

1.        WARRANTIES AND
REPRESENTATIONS

1.1      Fort Scott warrants and
represents to E-Com with the intent that E-Com will rely thereon in entering into this
Agreement and in concluding the transfer contemplated herein, that:

---

2

| | (a) | Fort Scott is the registered and beneficial owner of the Shares;
| | --- | ----------------------------------------------------------------

| | (b) | the Shares are validly issued and outstanding as fully paid and non-assessable
               in the capital of the Company and are free and clear of all liens, charges and
               encumbrances;
| | --- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (c) | Fort Scott has the power and capacity and good and sufficient right and
               authority to enter into this Agreement on the terms and conditions herein set
               forth and to transfer the legal and beneficial title and ownership of the Shares
               to E-Com; and
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (d) | no person, firm, corporation or entity of any kind has or will have on or after
               the Closing Date any agreement, right or option, consensual or arising by law,
               present or future, contingent, pre-emptive or absolute, or capable of becoming
               an agreement, right or option:
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (i) | to
require the Company to issue any further or other shares in its capital or
               any other security or interest convertible or exchangeable into shares in
its                capital or to convert or exchange any securities into or for shares in
the                capital of the Company;
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (ii) | for
the issue or allotment of any of the authorized but unissued shares in the
               capital of the Company;
| | ---- | ---------------------------------------------------------------------------------------------------------------------

| | (iii) | to
require the Company to purchase, redeem or otherwise acquire any of the
               issued and outstanding shares in the capital of the Company; or
| | ----- | ---------------------------------------------------------------------------------------------------------------------------------------------------------

| | (iv) | to
purchase or otherwise acquire any shares in the capital of the Company.
| | ---- | --------------------------------------------------------------------------

1.2      E-Com warrants and represents to
Fort Scott with the intent that Fort Scott will rely thereon in entering into this
Agreement and in concluding the transfer herein, that E-Com:

| | (a) | is
a company duly incorporated in the State of Nevada and is in good standing;           and
| | --- | --------------------------------------------------------------------------------------------

| | (b) | has
the corporate capacity to enter into this Agreement and has taken the           necessary
steps to authorize the execution thereof.
| | --- | ---------------------------------------------------------------------------------------------------------------------------------------

2.      SHARE
TRANSFER

2.1      On the basis of the warranties
and representations of Fort Scott set forth in clause 1.1 of this Agreement and
subject to the terms and conditions of this Agreement and the Assignment Agreement, E-Com
agrees to acquire from Fort Scott and Fort Scott agrees to transfer to E-Com the Shares on
the Closing Date (hereinafter defined).

3.       CONDITIONS

3.1      The obligation of E-Com to carry
out the terms of this Agreement and to complete the transfer referred to in
clause 2.1 hereof is subject to the following conditions:

---

3

| | (a) | that
on the Closing Date the warranties and representations of Fort Scott as set
          forth in clause 1.1 of this Agreement will be true in every particular as
          if such warranties and representations had been made by Fort Scott on the
          Closing Date; and
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (b) | that
on the Closing Date Fort Scott will have delivered to E-Com, the following
          documents:
| | --- | ----------------------------------------------------------------------------------------------------

| | (i) | a
Directors Resolution of Fort Scott authorizing the transfer of the Shares to
          E-Com;
| | --- | -----------------------------------------------------------------------------------------------

| | (ii) | share
certificates representing the Shares, duly endorsed by Fort Scott for           transfer
to E-Com;
| | ---- | --------------------------------------------------------------------------------------------------------

| | (iii) | new
share certificates representing the Shares, issued in the name of E-Com;
| | ----- | ----------------------------------------------------------------------------

| | (iv) | all
of the consents and approvals in writing necessary to the transfer           contemplated
herein; and
| | ---- | ---------------------------------------------------------------------------------------------------------

| | (v) | all
other documents and instruments as E-Com may reasonably require.
| | --- | --------------------------------------------------------------------

3.2      This is a valid and binding
Agreement, whether or not the foregoing conditions are satisfied; however, the obligation
of E-Com to complete the transfer is subject to waiver or satisfaction of these conditions
precedent. The conditions set forth in clause 3.1 of this Agreement are for the
exclusive benefit of E-Com and may be waived by E-Com in writing in whole or in part on or
before the Closing Date, but save as so waived, the completion of the transfer referred to
in clause 2.1 hereof by E-Com will not prejudice or affect in any way the rights of
E-Com in respect of the warranties and representations of Fort Scott as set forth in
clause 1.1 of this Agreement, and the said warranties and representations will
survive the Closing Date.

4.       CLOSING DATE

4.1      The Closing Date shall occur on
(A) the date that the Debt and all amounts due and owing thereunder, as evidenced by the
Convertible Debenture and Promissory Note established by the Assignment Agreement, has
been paid in full by E-Com or has been converted by Fort Scott, pursuant to the terms of
the Assignment Agreement; or (B) such other date as the parties hereto may agree in
writing.

5.       NOTICE

5.1      Any notice required or permitted
to be given under this Agreement will be validly given if in writing and delivered, sent
by electronic facsimile transmission or other means of electronic communication capable of
producing a printed copy or sent by prepaid registered mail, addressed to the applicable
party at its address indicated on the first page of this Agreement or to such other
address as any party may specify by notice in writing to the other. Any notice delivered
on a Business Day will be deemed conclusively to have been effectively given on the date
notice was delivered and any notice given by electronic facsimile transmission or other
means of electronic communication capable of producing a printed copy will be deemed
conclusively to have been given on the date of such transmission. Any notice sent by
prepaid registered mail will be deemed conclusively to have been effectively given on the
third Business Day after posting, but if at the time of posting or between the time of
posting and the fifth Business Day thereafter there is a strike, lockout or other labour
disturbance affecting postal service, then the notice will not be effectively given until
actually delivered.

---

4

6.        GENERAL PROVISIONS

6.1           Time is of the essence of
this Agreement.

6.2      The parties will execute and
deliver all such further documents and instruments and do all acts and things as may be
necessary or convenient to carry out the full intent and meaning of and to effect the
transactions contemplated by this Agreement.

6.3      This Agreement is the whole
agreement between the parties hereto in respect of the transfer contemplated hereby and
there are no warranties, representations, terms, conditions, or collateral agreements
expressed or implied, statutory or otherwise, other than expressly set forth in this
Agreement.

6.4      This Agreement will enure to the
benefit of and be binding upon the parties hereto, and their respective heirs,
administrators, executors, successors and assigns.

6.5      This Agreement will be governed
by and construed in accordance with the laws of State of Nevada, and the parties hereby
attorn to the jurisdiction of the Courts of competent jurisdiction of Nevada in any
proceeding hereunder.

IN WITNESS WHEREOF the parties have
caused this Agreement to be executed under seal and delivered this ___________ day of
_________________, 2004.

# E-COM TECHNOLOGIES INC.

Per: /s/ Donald SharpeAuthorized
Signatory

# FORT SCOTT ENERGY CORP.

Per: /s/ Richard CoglonAuthorized
Signatory