Exhibit 4.26





  EXHIBIT 4.26

  

  THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO A HOLD PERIOD
  AND MAY NOT BE TRADED IN BRITISH COLUMBIA UNTIL NOVEMBER 26, 2003 EXCEPT AS
  PERMITTED BY THE SECURITIES ACT (BRITISH COLUMBIA) AND REGULATIONS MADE
  THEREUNDER.

  

  THE WARRANTS REPRESENTED BY THIS CERTIFICATE HAVE BEEN SOLD
  PURSUANT TO EXEMPTIONS FROM THE PROSPECTUS REQUIREMENTS OF APPLICABLE
  SECURITIES LEGISLATION AND, ACCORDINGLY, MAY BE SUBJECT TO RESALE RESTRICTIONS
  WHICH PROVIDE THAT THE SECURITIES ISSUABLE UPON THE EXERCISE THEREOF MAY NOT
  BE TRADED UNTIL THE EXPIRY OF HOLD PERIODS PRESCRIBED BY APPLICABLE
  LEGISLATION EXCEPT AS OTHERWISE PERMITTED BY SUCH LEGISLATION OR UNTIL A
  PROSPECTUS SHALL HAVE BEEN FILED AND ACCEPTED IN RESPECT OF SUCH SECURITIES BY
  THE SECURITIES REGULATORY AUTHORITIES IN THE APPLICABLE JURISDICTIONS.

  

  THESE WARRANTS AND THE SECURITIES ISSUABLE UPON EXERCISE
  THEREOF HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES
  SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR THE SECURITIES LAWS OF
  ANY STATE OF THE UNITED STATES. THESE WARRANTS MAY NOT BE TRANSFERRED TO OR
  EXERCISED IN THE UNITED STATES OR BY OR ON BEHALF OF A PERSON IN THE UNITED
  STATES OR A U.S. PERSON UNLESS THE WARRANTS AND THE UNDERLYING SECURITIES HAVE
  BEEN REGISTERED UNDER THE 1933 ACT AND THE APPLICABLE SECURITIES LEGISLATION
  OF ANY SUCH STATE OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS IS
  AVAILABLE. "UNITED STATES" AND "U.S. PERSON" ARE AS DEFINED BY REGULATION S
  UNDER THE 1933 ACT.

  
  


WARRANT CERTIFICATE





GLOBAL PRECISION MEDICAL INC.




(Incorporated under the laws of British Columbia)







	WARRANT

    CERTIFICATE NO. [-]	
    [number] non-transferable WARRANTS entitling the holder to acquire,
    subject to adjustment, one Common share for each two Warrants represented
    hereby.
	 	 
     







 

THIS IS TO CERTIFY THAT:




[name]


402 Hornby Street, Vancouver, BC, V6C 3J1, Canada



(the "Holder") is entitled to acquire, upon exercise of two
Warrants represented hereby, one fully paid and non-assessable Common share (the
"Common Share") of Global Precision Medical Inc. (the "Company") at the price of
US$1.00 during the year commencing on November 26, 2002 and thereafter at a
price of US$2.00 until 4 p.m. (Vancouver time) on November 26, 2004 (the "Expiry
Time"), at which time the Warrants represented by this certificate shall expire
and become void.





The right to acquire Common Shares may only be exercised by
the holder within the time set forth above by:




  
    (I)         duly
    completing and executing the exercise form attached hereto (the "Exercise
    Form");

    

    (II)        surrendering
    this Warrant Certificate to the Corporation at the office of its registrar
    and transfer agent, Pacific Corporate Trust Company, at 10th
    Floor, 625 Howe Street, Vancouver, British Columbia, V6C 3B8; and

    

    (III)        delivering
    to the Corporation at the office of its registrar and transfer agent,
    Pacific Corporate Trust Company, at the address set out above, cash,
    certified cheque or bank draft payable to the Corporation for the amount
    then due to the Corporation for the number of Common Shares purchased on the
    exercise of this Warrant.

  





      
    
  

These Warrants shall be effectively surrendered (unless
deemed to be surrendered) only upon personal delivery hereof or, if sent by mail
or other means of transmission, upon actual receipt thereof by the Corporation
at the office of its registrar and transfer agent referred to above.



Upon surrender of these Warrants, the person or persons in
whose name or names the Common Shares issuable upon exercise of the Warrants are
to be issued shall be deemed for all purposes to be the holder or holders of
record of such Common Shares and the Corporation will cause certificates
representing such Common Shares to be delivered or mailed to the person or
persons at the address or addresses specified in the Exercise Form within five
business days.



The registered Holder of these Warrants may acquire any
lesser number of Common Shares than the number of Common Shares which may be
acquired for the Warrants represented by this Warrant Certificate. In such
event, the Holder shall be entitled to receive a new Warrant Certificate for the
balance of the Common Shares which may be acquired. No fractional Common Shares
will be issued, provided that a holder holding more than one Warrant Certificate
may combine fractional Common Shares. 



In the event of any alteration of the Common Shares,
including any subdivision, consolidation or reclassification, and in the event
of any form of reorganization of the Corporation, including any amalgamation,
merger or arrangement, the Holders of Warrants shall, upon exercise of the
Warrants following the occurrence of any of those events, be entitled to receive
the same number and kind of securities that they would have been entitled to
receive had they exercised their Warrants immediately prior to the occurrence of
those events.



The Holder of this Warrant Certificate may, at any time prior
to the Expiry Time, upon surrender hereof to the Corporation at its principal
office in Vancouver, British Columbia, exchange this Warrant Certificate for
other Warrant Certificates entitling the Holder to acquire, in the aggregate,
the same number of Common Shares as may be acquired under this Warrant
Certificate.



The holding of the Warrants evidenced by this Warrant
Certificate shall not constitute the Holder hereof a shareholder of the
Corporation or entitle the Holder to any right or interest in respect thereof
except as expressly provided in this Warrant Certificate.



The Warrants represented hereby and securities which may be
acquired hereunder have not been, and will not be, registered under the United
States Securities Act of 1933, as amended (the "1933 Act"), and may not be
transferred to or exercised in the United States or by or on behalf of any U.S.
person unless registered under the 1933 Act or pursuant to an applicable
exemption from registration under the 1933 Act.



The Warrants evidenced by this Warrant Certificate are
non-transferable.



The Warrants shall be governed by and interpreted in
accordance with the laws of the Province of British Columbia and the laws of
Canada applicable therein. Time shall be of the essence hereof.



IN WITNESS WHEREOF the Corporation has caused this Warrant
Certificate to be signed by its duly authorized officers as of the 6th
day of December 2002.



 

____________________________

Authorized Signatory




 

__________________________________________

Authorized Signatory




 


COUNTERSIGNED




PACIFIC CORPORATE TRUST COMPANY



Per:



____________________________________


____________________________



 



EXERCISE FORM

TO:                     
Global Precision Medical Inc.

AND TO:            
Pacific Corporate Trust Company 



      
    
  

The undersigned hereby exercises the right to acquire
____________ Common Shares of Global Precision Medical Inc. in accordance with
and subject to the provisions of the accompanying Warrant Certificate Tony Ma.



All capitalized terms not defined in this exercise form have
the meanings assigned to them in the Warrant Certificate.



               
The Common Shares are to be issued as follows:

Name:
        ____________________________________________________________________________________

        Address in full:
        ______________________________________________________________________________
        

        
        Social Insurance Number:
        ______________________________________________________________________

        Number of Common Shares:
        ____________________________________________________________________

        

      
    
  

Note: If further nominees intended, please attach (and
initial) schedule giving the above for each further nominee.



The undersigned hereby certifies that the undersigned



(i) is not (and is not exercising the Warrant for the account
or benefit of) a "U.S. Person", 

(ii) did not execute or deliver this exercise form in the United States and 

(iii) has in all other aspects complied with the terms of Regulation S of the
United States Securities Act of 1933, as amended the ("the 1933 Act") or any
successor rule or regulation of the United States Securities and Exchange
Commission in effect. Alternatively, the undersigned is tendering with this
exercise form a written opinion of counsel to the effect that the Common Shares
to be delivered upon exercise of the Warrants have been registered under the
1933 Act and the securities laws of all applicable states of the United States
or are exempt from registration thereunder. The term "U.S. Person"
is as defined in Regulation S under the 1933 Act and includes, but is not
limited to, any natural person resident in the United States and any partnership
or corporation organized or incorporated under the laws of the United States.
"United States" means the United States of America, its territories and
possessions, any state of the United States and the District of Columbia.



DATED this ______________ day of ______________, ______.



 

___________________________________                                           
_________________________________________

Signature Guaranteed                                                                                           
(Signature of Warrant Holder)



                                                                                                                          
_____________________________________________________

                                                                                                                           
(Print full name)

                                                                                                                           


                                                                                                                          
_____________________________________________________





                                                                                                                          
_____________________________________________________

                                                                                                                           
(Print full address)


 



Instructions:



1.         The
registered holder may exercise its right to receive Common Shares by completing
this form and surrendering this form and the Warrant Certificate representing
the Warrants being exercised to Pacific Corporate Trust Company at its principal
office in Vancouver, British Columbia. Certificates for Common Shares will be
delivered or mailed within five business days after the exercise of the
Warrants.

2.         If the
Exercise Form indicates that Common Shares are to be issued to a person or
persons other than the registered holder of the Certificate, the signature of
such holder of the Exercise Form must be guaranteed by an authorized officer of
a chartered bank or member of a recognized medallion guarantee program.

3.         If the
Exercise Form is signed by a trustee, executor, administrator, curator,
guardian, attorney, officer of a corporation or any person acting in a judiciary
or representative capacity, the certificate must be accompanied by evidence of
authority to sign satisfactory to the Corporation and its transfer agent.