Exhibit 4.6 Form of Option Agreement for Directors

SPECTRE INDUSTRIES, INC.
OPTION AGREEMENT

      THIS AGREEMENT is made as of this ___ day of ________, 2000 in Vancouver,
British Columbia, Canada by and between Spectre Industries, Inc. ("Spectre") a
Nevada Corporation and , (the "Optionee").

                                    RECITALS

      WHEREAS, Optionee serves as a member of the Board of Directors of Spectre
and in such capacity has and will render faithful and valuable service to
Spectre; and

      WHEREAS, Spectre desires to continue to receive the benefit of Optionee
and to more fully identify his interest with the future and the success of
Spectre by granting unto him options to acquire common stock of Spectre; and

      WHEREAS, the parties hereby acknowledge that notwithstanding any other
communications whether written or verbal, this agreement is intended to set
forth the complete understanding of the parties hereto in respect to Spectre's
granting Optionee this option.

      NOW, THEREFORE, in consideration of the promises and mutual Covenants
herein contained, it has been and IT IS HEREBY AGREED AS FOLLOWS;

      1. Option to Purchase. SPECTRE hereby grants to Optionee the irrevocable
right and option to purchase from SPECTRE an aggregate of 200,000 shares of the
$.001 par value common stock of SPECTRE, upon terms and Conditions as
hereinafter set forth. The option is granted, and its exercisability will be,
contingent upon compliance with any securities registration (or registration
exemption) applicable to the option grant and exercise. Upon exercise of all or
a part of the Option, Optionee may be required to represent and warrant that his
purchase of SPECTRE common stock pursuant to this option is for investment
purposes only and not with a view to further distribution. If such
representation is required the certificate representing the shares purchases
shall be legended accordingly.

      2. Purchase Price. The purchase price of the shares to be acquired by the
Optionee pursuant to the exercise of this option shall be $.40 (40 cents) per
share and shall be paid in cash or solvent bank credits.

      3. Term of Option. This option may be exercised in full or in part at any
time during its term. In the event the option is not exercised in full as herein
provided, it shall continue until December 31, 2002 whereupon it shall
terminate.

      4. Notice of exercise of Option. This option shall be exercised in whole
or in part by written notice to Spectre at such place as Spectre's executive
offices may then be located, such notice to be delivered either personally or by
registered or certified mail, and to be accompanied by


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payment as prescribed in paragraph 2. Such notice shall state the number of
shares Optionee elects to purchase under this Option at such time of exercise
(not exceeding the maximum number of shares which Optionee has the right to
purchase as of the date of such notice) and shall contain, in executed letter
form, a statement of investment intent in form satisfactory to SPECTRE and its
counsel. Such notice, if delivered by registered or certified mail, shall be
deemed to be received by SPECTRE at the time stated in the postmark thereon for
the purpose of establishing the date of exercise. However, SPECTRE shall not be
obligated to issue option shares nor shall Optionee become a shareholder of
record with respect to the option shares until actual receipt by SPECTRE of the
notice and payment required pursuant to this paragraph.

      5. Partial Exercise. Upon partial exercise of this Option, Optionee shall
receive a revised form of option agreement reflecting the right to purchase the
remaining shares underlying this option (as adjusted for any partial exercise)
and shall terminate on the same date as provided herein.

      6. Termination of Directorship. In the event Optionee ceases to serve as a
director of SPECTRE for any reason except death or disability, the following
will occur:

            (a) If no part of the option has been exercised, the option will be
cancelled at the time the directorship terminated.

            (b) If a portion (but less than all) of the option has been
exercised, then in SPECTRE'S sole discretion, SPECTRE may cancel any remaining
portion of the Option.

      7. Optionee's Death or Disability. In the event Optionee dies prior to
fully exercising the option or leaves the employment of SPECTRE by reason of
disability prior to fully exercising the Option for a one-year period following
such event, the unexercised portion of the Option will remain exercisable. At
the expiration of such period, the then remaining unexercised portion shall be
automatically cancelled.

      8. Nontransferability and Personal exercise of Option. During the lifetime
of the Optionee, the option may be exercised only by the Optionee. Attempted
transfer of all or any part of the option during the Optionee's lifetime will be
ineffective to confer the benefits sought to be transferred, and the number of
underlying shares of the Option for which the option may subsequently be
exercised will correspondingly be entirely eliminated or partly reduced to the
extent of the attempted transfer.

      9. Rights on Recapitalization, Merger, Etc. In the event that prior to the
exercise of this option as contemplated in paragraph 5 hereof in its entirety
there shall be any increase or reduction in the number of shares of capital
stock of SPECTRE outstanding (for which SPECTRE did not receive compensation in
money services or property) by reason of one or more stock dividends or stock
splits or other capital readjustments, or in the event that the outstanding
shares of SPECTRE shall be exchanged for other securities of SPECTRE or another
corporation by reason of merger, consolidation or other recapitalization, or
otherwise there shall be a proportionate and equitable adjustment to the terms
of the option with respect to the amount and class of stock remaining subject to
the option and


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the purchase price to be paid therefor.

      If SPECTRE at any time shall be merged or consolidated into or with any
other corporation or substantially all of the assets of SPECTRE are assigned or
transferred to another corporation or legal entity, the provisions of this
option agreement shall be binding upon and shall inure to the benefit of the
corporation or entity resulting from such merger or consolidation or to the
entity to which such assets shall be transferred; and this provision shall apply
in the event of any subsequent merger, consolidation, assignment or transfer.

      10. Construction. This agreement has been entered into pursuant to the
laws of the state of Nevada and shall be construed in accordance with the Nevada
Corporation Code.

      11. Benefit. This option agreement may be altered, amended, or modified
only in writing and is binding upon the heirs and successors of the Optionee.

      12. No Shareholder Rights. Neither the Optionee nor the Optionee's
successors shall have the rights of a SPECTRE shareholder unless and until the
SPECTRE shares underlying this option have been purchased and the stock
certificates evidencing those option shares have been issued.

      13. Withholding Taxes. Whenever, in connection with the exercise of the
Option, delivery of the option shares, sales, other disposition of option shares
or other events relating to the option or the option Shares, SPECTRE deems
itself to be required under applicable federal, state, local or other Law or
governmental regulations, to withhold taxes, SPECTRE may deduct amounts for
withholding from any payment or payments owed by SPECTRE or any of its
subsidiaries to the Optionee.

      14. Notices. Notices to SPECTRE under this agreement (including change of
address) must be sent to its corporate Secretary at its corporate headquarters,
unless specified otherwise, notices to the Optionee will be sent to the
Optionee's most recent address on SPECTRE'S records.

      15. Scope of Agreement. This agreement binds, and will inure to the
benefit of SPECTRE and its successors and assigns.

      16. Resolution of Disputes. Any dispute or disagreement which should arise
under, or as a result of, or in any way relate to, the interpretation,
construction or applicability of this agreement will be determined by the Board
of Directors. Any determination made hereunder shall be final, binding, and
conclusive for all purposes. 17. Disclaimer Optionee hereby acknowledges that
neither Spectre nor any of its officers, agents, or representatives have made or
can make any assurance that either the granting or the exercise of the option
granted hereby will not give rise to adverse tax consequences and confirms and
agrees that he shall have no rights or remedies against Spectre or any of its
officers, agents, or representatives on account of any tax consequences flowing
from the granting or exercise of this option.

      EXECUTED as of the date first set forth above.


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                              SPECTRE INDUSTRIES, INC.


                              By_____________________________________

Ian S. Grant, President


                              _______________________________________
, Optionee


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