REDEEMABLE COMMON STOCK PURCHSE WARRANT CLASS A NUMBER WARRANTS

WAHOO CAPITAL VENTURES, INC.


THIS IS TO CERTIFY THAT ,  for value received and subject to the terms
and conditions herein and set forth by and between Wahoo Capital Ventures
Inc. a Nevada corporation ("the Company") and

Or registered assigns ( "the Warrant Holder"), is entitled to purchase
to this warrant, at anytime on or after October 1, 1999 and before
October 1, 2002 at a price of $0.50 ( the "Purchase Price") one fully
paid and non-assessable share of common stock (the " Company Stock"),
of Wahoo Capital Ventures, Inc., ( the "Company") for every one warrant
represented by this certificate upon presentation and surrender of this
certificate together with the payment of the Purchase Price for the
shares of Warrant Stock to be purchased, provided, however that upon
the occurrence of any of the events specified in the Warrant Agreement,
the right granted herein shall be adjusted as specified herein.  The
shares of Common Stock purchasable upon the exercise of this warrant
are herein called shares of  "Warrant Stock". Notwithstanding anything
contained herein to the contrary, this warrant may not be exercised
unless a Registration Statement covering the Warrant Stock is in effect
with the Securities and Exchange Commission and any applicable states
securities commission.

1.  Term of Warrant.  Subject to the foregoing this warrant may be
exercised at any time, commencing on October 1, 1999 and before October
1, 2002 , or earlier if so terminated by the Company under paragraph 2;
provided, however, that the Company may extend the exercise period of
his warrant by giving thirty days written notice of such extension.

2.  Redemption of Warrants.  Beginning October 1, 1999 the Company,
upon 30-days written notice to all Warrant Holders, may redeem the
warrants represented by this certificate at a price of $0.01 per
warrant; provided, however that at the time the Company gives such
notice of redemption.  All Warrants called for redemption and not
exercised with in the 30-day period will expire and the Registered
Owner will only be entitled to the redemption price.

3.  Adjustment for Merger, Consolidation, etc.  As set forth in the
Warrant Agreement, if there is ant change in the Common Stock of the
Company through merger, consolidation, reclassification,
reorganization, recapitalization, or other change in the capital
structure of the Company, appropriate adjustments will be made so that
the Warrant Holder has the right thereafter to receive, upon the
exercise of the Warrant, the kinds and amount of shares of stock or
other securities or property to which the Warrant Holder would have
been entitled if, immediately prior to such merger, consolidation,
reclassification, reorganization, recapitalization, or other change in
the capital structure, the Warrant Holder had held the number of shares
of common stock that were then purchasable upon the exercise of this
Warrant.  The Warrant Agreement also provides for adjustment in the
event the Company issues its Common Stock, options or convertible
securities at a price less than the Exercise price; or distributes
securities or assets ( other than Common Stock or cash dividends) to
holders of the Companies Common Stock.

4.  Reservation of Common Stock.  The Company agrees that the number of
shares of Common Stock sufficient to provide for the exercise of the
Warrant upon the basis herein set forth will at all times during the
term of this Warrant will be reserved for the exercised thereof.

5.  Manner of Exercise.   Exercise may be made of all or any part of
the Warrant by surrendering it, with purchase form provided herein duly
exercised by the Warrant Holder or the Warrant Holders authorized
Attorney, plus payment of the Purchase Price in cash at the office of
the Company or the Companies transfer agent.

6.  Issuance of Common Stock upon Exercise.  The Company, at its
expense, shall case to be issued, within ten days of the exercise of
the Warrant, a certificate or certificates in the name requested by the
Warrant Holder of the number of shares of Common Stock (or other
securities or property or combination thereof) to which the Warrant
Holder is  entitled upon such exercise.  All shares of Common Stock or
other Securities delivered upon the exercise of the Warrant shall be

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validly issued, fully paid and non-assessable.  Irrespective of the
date of issuance and delivery of a certificate or certificates for any
shares of Common Stock or other securities or property or combination
thereof issuable upon the exercise of this Warrant, each person
(including a corporation) in whose name any such certificate or
certificates is to be issued will for all purposes be deemed to have
become the shareholder of record of the Common Stock, the securities
and/or property represented thereby on the date on which there has been
delivered to the Company a duly executed notice of exercise of this
Warrant and payment for the number of shares of Warrant Stock as to
which this Warrant is exercised.  No fractional shares will be issuable
upon the exercise of this Warrant.

7.  No rights as Stockholder.  The Warrant Holder is not, by virtue if
ownership of the Warrant, entitled to any writes whatsoever of a
stockholder of the Company.

8.  No Dilution or Impairment.  The Company will by amendment of its
certificate of incorporation or through reorganization, consolidation,
merger, dissolution, sale of assets, or any other voluntary action
avoid or seek to avoid the observance or performance of any the terms
of this Warrant, but will in all times in good faith take all such
action as may be necessary or appropriate in order to protect the
rights of the Warrant Holder against dilution or other impairment.
9.  Assignment.  This Warrant is freely asignable by the Warrant Holder
hereof.

EXCECUTED on this day of October 1 ,1999




SECRETARY                            PRESIDENT