Exhibit 10.4

                           PURCHASE AND SALE AGREEMENT

1.    PARTIES

      1.1   Wireless Age Communications Inc. (the "Purchaser")

      1.2   Phantom Fiber Corporation (the "Vendor")

      1.3   Prime Battery Inc. (the "Corporation")

2.    RECITALS

      2.1   This  agreement  sets out the  terms  and  conditions  by which  the
            Purchaser  agrees to purchase  and the Vendor  agrees to sell all of
            the  shares of the  Corporation  plus other  assets and  liabilities
            listed in Schedule A. The above will be collectively  referred to as
            the "Prime Battery Business".

3.    PURCHASE AND SALE OF SHARES AND INTELLECTUAL PROPERTY RIGHTS

      3.1   The Purchaser agrees to purchase the Prime Battery Business from the
            Vendor and to tender in full  satisfaction  of the  purchase  price,
            seven hundred  thousand  ("700,000")  common shares of the Purchaser
            (the   "Payment").   The  shares   may  be  subject  to   regulatory
            restrictions.

      3.2   The Purchaser agrees to issue 200,000 additional common shares as an
            earn out as follows over a one year period from closing:

            3.2.1 50,000 common shares  issuable on November 30, 2004,  February
                  28,  2005,  May 31,  2005 and  August  31,  2005,  subject  to
                  continued  royalties  earned  from  Simmtronics,   Marvel  and
                  SureCells.

      3.3   All common shares issuable will have piggy-back registration rights.

      3.4   The Purchaser further agrees to assume  liabilities  associated with
            the  Corporation  in addition to those  listed in Schedule A of this
            Agreement.

      3.5   The  Vendor  agrees  to  sell to the  Purchaser  the  Prime  Battery
            Business  and to accept  the  Payment  in full  satisfaction  of the
            purchase price.

      3.6   Each Party agrees to  cooperate  with the other party and to provide
            access to all information  reasonably  requested by another party to
            verify  the  truthfulness  of  the  representations  and  warranties
            contained herein or in any other collateral document.

      3.7   The  Purchaser  will report the  existence of royalties  earned from
            Simmtronics, Marvel and SureCells at November 30, 2004, February 28,
            2005,  May 31, 2005 and August 31, 2005. The Vendor has the right to
            inspect  any  records  of the  Purchaser  necessary  to  verify  the
            royalties reported.

      3.8   The effective date of closing of the purchase and sale  contemplated
            herein shall be September 10th, 2004 (the "Closing Date").  Upon the
            closing,  the transfer of Shares  shall be effective  from and after
            the effective date of closing.
<PAGE>

      3.9   The  obligation of the Vendor to complete this  agreement is subject
            only to the  following;  the  representations  and warranties of the
            Purchaser  shall  be true in all  material  respects  now and on the
            Closing Date.

4.    REPRESENTATIONS AND WARRANTIES

      Representations and Warranties of the Vendor

      4.1   The Vendor and the Corporation  represent and warrant as of the date
            of  execution  of this  agreement,  and as of the Closing  Date,  as
            follows:

            4.1.1 The Vendor is duly  incorporated and validly  subsisting under
                  the laws of the State of Delaware.

            4.1.2 The Corporation is duly  incorporated  and validly  subsisting
                  under the laws of the Province of Ontario.

            4.1.3 The  Vendor and the  Corporation  have full  right,  power and
                  capacity  to  enter  into  this   agreement  and  perform  the
                  obligations  of  the  Vendor  and  the  Corporation  contained
                  herein.

            4.1.4 The  execution   and  delivery  of  this   agreement  and  the
                  consummation of the  transactions  contemplated  herein,  have
                  been  duly  authorized,  executed,  and  delivered  by  proper
                  corporate action of the Vendor and the Corporation.

            4.1.5 This  agreement is valid and binding as against the Vendor and
                  the   Corporation,   enforceable   against   such  parties  in
                  accordance  with  its  terms,  except  as  the  enforceability
                  thereof may be limited by applicable  bankruptcy,  insolvency,
                  moratorium,   reorganization   or   other   laws  of   general
                  application  affecting the enforcement of creditors  rights or
                  by general principles of equity.

            4.1.6 The execution,  delivery, or performance of the Vendor and the
                  Corporation of this  agreement,  or compliance  with the terms
                  and provisions of this agreement,  or the  consummation of the
                  transactions contemplated by this agreement will not:

                  a)    to the  best  of the  knowledge  of the  Vendor  and the
                        Corporation,   without  investigation,   contravene  any
                        applicable law, statute, rule, regulation,  order, writ,
                        injunction,  or decree of any Federal, state, provincial
                        or local government,  court or governmental  department,
                        commission, board, bureau, agency, or instrumentality;

                  b)    conflict  or be  inconsistent  with,  or  result  in any
                        breach of any of the terms,  covenants,  conditions,  or
                        provisions   of,  or   constitute   a  default   (either
                        immediately  or without notice or the passage of time or
                        both)  under  any  indenture,  mortgage,  deed of trust,
                        credit  agreement,  or instrument or any other  material
                        agreement  or  instrument  to which any of the Vendor or
                        the  Corporation  is a party or by which it may be bound
                        or to which and of the foregoing may be subject; or


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<PAGE>

                  c)    violate  any  provisions  of the  charter  documents  or
                        bylaws  or  other  constituting  document  of any of the
                        Vendor or the Corporation.

            4.1.7 The  Vendor is the legal  and  beneficial  owner of all of the
                  Prime Battery Assets free of encumbrances.

Representations and Warranties of the Purchaser

      4.2   The Purchaser represents and warrants as of the date of execution of
            this agreement, and as of the Closing Date, as follows:

            4.2.1 The  Purchaser  is duly  incorporated  and validly  subsisting
                  under the laws of the state of Nevada.

            4.2.2 The Purchaser has full right, power and capacity to enter into
                  this  agreement and perform the  obligations  of the Purchaser
                  contained herein.

            4.2.3 The  execution   and  delivery  of  this   agreement  and  the
                  consummation of the  transactions  contemplated  herein,  have
                  been  duly  authorized,  executed,  and  delivered  by  proper
                  corporate action of the Purchaser.

            4.2.4 This  agreement is valid and binding as against the Purchaser,
                  enforceable against such parties in accordance with its terms,
                  except  as  the  enforceability  thereof  may  be  limited  by
                  applicable bankruptcy, insolvency, moratorium,  reorganization
                  or other laws of general application affecting the enforcement
                  of creditors rights or by general principles of equity.

            4.2.5 All   consents,   approvals,   qualifications,    orders   and
                  authorizations   of,  or  filings   with  all  local,   state,
                  provincial,  and federal governmental  authorities required on
                  the part of the Purchaser in connection  with the  Purchaser's
                  valid  execution,  delivery or performance of this  agreement,
                  the offer, sale,  issuance or delivery of common shares of the
                  Purchaser,   or  the  performance  by  the  Purchaser  of  its
                  obligations  in respect  thereof  have been  obtained  and all
                  required filings have been made or will continue to be made on
                  a timely basis.

5.    GENERAL

      5.1   This  Agreement  is binding on the parties,  and  together  with the
            documents  contemplated  herein  constitutes  the whole and complete
            statement of agreement  between the parties as to the subject matter
            hereof.

      5.2   Each of the  parties  hereto  agrees  to do such  further  acts  and
            execute such further documents as may be necessary or appropriate to
            give effect to the terms of this Agreement both before and after the
            closing.


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<PAGE>

      5.3   The parties attorn to the  non-exclusive  jurisdiction of the courts
            of the  Province  of  Ontario.  The laws of the  Province of Ontario
            shall govern the validity and interpretation of this agreement.

      5.4   Each of the parties hereto individually represents and warrants that
            it has the right,  power,  and capacity to enter into and perform is
            obligations as set out herein.

      5.5   Notices shall be sent by registered mail to the following addresses:

            For the Vendor:
                  Phantom Fiber Corporation
                  144 Front Street West, Suite 580
                  Toronto, ON. M5J 2L7

            For the Purchaser:
                  Wireless Age Communications Inc.
                  1408 Broad St.
                  Regina, SK. S4R 1Y9

      5.6   This  agreement is not  assignable  by the Vendor or the  Purchaser,
            without written permission of the other.

      5.7   The  parties  confirm  that there have been no brokers or finders in
            connection with the transactions contemplated herein, and each party
            agrees to indemnify  the other against and brokers' or finders' fees
            or commissions or other compensation sought by persons purporting to
            have acted as agent or finder for such party in connection  with the
            transactions contemplated herein.

      5.8   Each  party  is  responsible  for  his or her or its  own  expenses,
            including  professional fees and disbursements and applicable taxes,
            in connection with the negotiation, drafting, execution and delivery
            of this agreement, and the conduct of any due diligence sought to be
            conducted by such party,  except as otherwise  expressly  provide to
            the contrary.


                             SIGNATURE PAGE FOLLOWS


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<PAGE>

IN WITNESS  WHEREOF the parties have caused this  agreement to be executed as of
the day and year first above written.

Phantom Fiber Corporation


/s/ Jeff Halloran
----------------------------------------
Jeff Halloran, Chief Executive Officer

Witness to Jeff Halloran's signature:


----------------------------------------
Print Name


----------------------------------------
Signature


Wireless Age Communications Inc.


/s/ John G. Simmond
----------------------------------------
John G. Simmond, Chief Executive Officer

Witness to John G. Simmond's signature:


----------------------------------------
Print Name


----------------------------------------
Signature


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<PAGE>

                                   SCHEDULE A
              ASSETS AND LIABILITIES OF THE PRIME BATTERY BUSINESS

The following items are to be considered the complete set of assets to be
purchased and liabilities to be assumed, in addition to the assets and
liabilities in the records of the Prime Battery Inc., as a part of this
transaction.

1.    Common shares of Prime Battery Inc. (see attached Balance Sheet as at July
      31, 2004)

2.    Pivotal Self Service assets and liabilities

      i.    Listed as assets of discontinued operations

            Notes receivable                                            180,000
            Accounts receivable                                          13,975
            Deferred costs                                               33,500
            Due to/from related parties                                  68,121
            Equipment, net                                                2,381
            Intangible assets                                            10,000
                                                                      ---------

            Total assets of discontinued operations                     307,977
                                                                      ---------

      ii.   Other liabilities of Pivotal to be assumed


            CCN Matthews                                               $  1,359
            John Simmonds                                                   558
            Klehr, Harrison, Harvey                                         670
            Kramer Levin - AP                                           111,481
            Kramer Levin - Note                                          57,500
            Mintz Partners - AP                                          38,128
            Mintz Partners - Accrual                                     15,000
            Service Resources Ind.                                          694
            Tory's                                                        8,582
            Director's fees                                              18,300

            Source deductions                                            21,819
                                                                      ---------

            Total                                                     $ 274,091
                                                                      ---------

3.    Prime Wireless assets and liabilities

            Cash                                                        (19,848)
            Accounts receivable                                          15,443
            Equipment, net                                                1,100
            Accounts payable                                              2,563


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<PAGE>

                               Prime Battery Inc.
                                  Balance Sheet
                               As at July 31, 2004
ASSETS
      Current Assets
               Prime Cdn                                              (1,535.18)
               Prime USD                                                  10.93
                                                                  -------------
           Total Chequing/Savings                                     (1,524.25)
           Accounts Receivable
               Accounts Receivable                                    51,376.64
               Accounts receivable - USD                               3,564.62
                                                                  -------------
           Total Accounts Receivable                                  54,941.26
               A/R Clearing USD                                            0.09
               Allowance for Doubtful Accounts                       (24,009.31)
               Prepaids                                                3,700.00
                                                                  -------------
           Total Other Current Assets                                (20,309.22)
                                                                  -------------
      Total Current Assets                                            33,107.79
               Accumulated Amort-Computer                             (5,091.06)
               Computer Software/Hardware - Other                     14,119.29
                                                                  -------------
           Total Computer Software/Hardware                            9,028.23
                                                                  -------------
      Total Fixed Assets                                               9,028.23
           I/C  Wireless Age Comm. Inc.                             (310,550.00)
           I/C A C Simmonds/Wireless Srce                            (41,181.38)
           I/C AC Simmonds-DCS Electronics                            (7,156.54)
           I/C Pivotal Self-Service                                  (60,639.55)
           I/C Prime Wireless                                         27,971.76
           I/C Simmonds Capital                                       40,730.00
           I/C SMMI                                                      140.60
           I/C Trackpower                                              3,655.53
                                                                  -------------
      Total Other Assets                                            (347,029.58)
                                                                  -------------
TOTAL ASSETS                                                        (304,893.56)
                                                                  =============
LIABILITIES & EQUITY
      Liabilities
           Current Liabilities
               Accounts Payable
                   Accounts Payable                                   98,851.38
                   Accounts Payable - USD                              8,524.10
                                                                  -------------
               Total Accounts Payable                                107,375.48
               Other Current Liabilities
                   Accrued Liabilities                                 5,679.65
                   GST Payable                                         5,750.96
                                                                  -------------
               Total Other Current Liabilities                        11,430.61
                                                                  -------------
           Total Current Liabilities                                 118,806.09
                                                                  -------------
      Total Liabilities                                              118,806.09
      Equity
           Opening Bal Equity                                         11,841.79
           Retained Earnings                                        (397,419.86)
           Net Income                                                (38,121.58)
                                                                  -------------
      Total Equity                                                  (423,699.65)
                                                                  -------------
TOTAL LIABILITIES & EQUITY                                          (304,893.56)
                                                                  =============


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