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                                                                     EXHIBIT 4.2

No. W_________                                              ___________ Warrants

                         CLASS A REDEEMABLE COMMON STOCK
                          PURCHASE WARRANT CERTIFICATE

                              BLUEGATE CORPORATION


     This certifies that for value received, _______________ or registered
assigns (the "Registered Owner"), is the owner of _______ Class A redeemable
common stock purchase warrants (the "Warrants"), each of which Warrants entitles
the Registered Owner to purchase during the period commencing _____________ and
expiring at 5:00 P.M. Mountain time on ________, 200_, one fully paid and
non-assessable share of common stock, $.0001 par value per share, of Bluegate
Corporation, a Delaware corporation (the "Company"), upon payment of $1.00 per
share (the "Exercise Price"); provided, however, that the number of shares of
the Company's common stock purchasable upon exercise of each Warrant may be
increased or reduced and the Exercise Price adjusted in the event of certain
contingencies provided for in the Warrant Agreement described below. Payment of
the Exercise Price of Warrants represented by this Warrant Certificate shall be
made in lawful money of the United States of America by check or wire transfer
payment payable to the order of the Warrant Agent for the account of the
Company.

     This Warrant Certificate and each Warrant represented hereby are issued
pursuant to and are subject in all respects to the terms and conditions
contained in the Warrant Agreement dated as of __________, 2001 between the
Company and Corporate Stock Transfer, Inc. ("Warrant Agent"). Copies of the
Warrant Agreement are on file at the office of the Warrant Agent.

     In order to exercise these Warrants, the form of election to purchase on
the reverse side must be properly completed and executed. If Warrants
represented by this Warrant Certificate are exercised with respect to fewer than
all shares purchasable, certificates representing Warrants to purchase the
remaining number of shares will be issued. The Company shall not be required to
issue fractions of shares upon the exercise of Warrants.

     Warrants are transferable at the office of the Warrant Agent (or of its
successor as Warrant Agent) by the Registered Owner thereof in person or by
attorney duly authorized in writing, in the manner and subject to the
limitations on transfer set forth in the Warrant Agreement, upon surrender of
the Warrant Certificate and the payment of transfer taxes, if any. Upon any such
transfer, a new Warrant Certificate or new Warrant Certificates of different
denominations, of like tenor and representing in the aggregate the right to
purchase a like number of shares of the Company's common stock, will be issued
to the

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transferee in exchange for this Warrant Certificate, subject to the limitations
set forth in the Warrant Agreement.

     This Warrant Certificate, when surrendered at the office of the Warrant
Agent (or of its successor as Warrant Agent) by the Registered Owner in person
or by attorney duly authorized in writing, may be exchanged for any other
Warrant Certificates of different denominations, of like tenor and representing
in the aggregate the right to purchase a like number of shares, subject to the
limitations provided in the Warrant Agreement.

     If this Warrant Certificate shall be surrendered for exercise within any
period during which the transfer books for the Company's common stock or other
securities purchasable upon the exercise of Warrants are closed for any reason,
the Company shall not be required to make delivery of certificates for the
securities purchasable upon such exercise until the date of the reopening of
said transfer books.

     The Registered Owner shall not be entitled to any of the rights of a
stockholder of the Company prior to exercise hereof.

     Subject to the provisions of the Warrant Agreement, the Warrants may be
redeemed at the option of the Company for a redemption price of $.001 per
Warrant on not less than 30 days' notice, provided that (i) the closing bid
price for the Company's common stock, as reported by the market on which the
common stock trades, has exceeded the Exercise Price by $.50 for any 20
consecutive trading days, and (ii) any notice of the call for redemption is
given not more than 10 business days after the conclusion of such 20 consecutive
trading days. In the event the Company exercises its right to redeem the
Warrants, the Warrants will be exercisable until the close of business on the
date fixed for redemption in such notice. If any Warrant called for redemption
is not exercised by such date, it will cease to be exercisable and the
Registered Owner will be entitled only to the redemption price.

     Prior to due presentment for registration or transfer thereof, the Company
and the Warrant Agent may treat the Registered Owner as the absolute owner
hereof and of each Warrant represented hereby (notwithstanding any notations of
ownership or writing hereon made by anyone other than a duly authorized officer
of the Company or the Warrant Agent) for all purposes and shall not be affected
by any notice to the contrary, except as provided in the Warrant Agreement.

     This Warrant Certificate is not valid unless countersigned by the Warrant
Agent.

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     IN WITNESS WHEREOF, the Company has caused this Warrant Certificate to be
duly executed, manually or in facsimile, by two of its officers thereunto duly
authorized and a facsimile of its corporate seal to be imprinted hereon.


                                                Bluegate Corporation
SEAL

                                                By:
                                                    ----------------------------
                                                    Rowland W. Day II, President

                                                By:
                                                    ----------------------------
                                                    Calvin Fox, Secretary


                                                COUNTERSIGNED:


                                                Corporate Stock Transfer, Inc.,
                                                as Warrant Agent

                                                By:
                                                    ----------------------------
                                                    Authorized Officer

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                                    EXERCISE


     The undersigned Registered Owner hereby irrevocably elects to exercise
_______ Warrants represented by this Warrant Certificate, and to purchase the
shares of Common Stock of the Company issuable upon the exercise of such
Warrants, and requests that certificates for such shares shall be issued in the
name of:

_______________________________________________

_______________________________________________

_______________________________________________
(Please print or type name and address)

and be delivered to:


_______________________________________________

_______________________________________________

_______________________________________________
(Please print or type name and address)

Please insert social security
or other identifying number:  _________________________

     and, if such number of Warrants shall not be all of the Warrants evidenced
by the Warrant Certificate, that a new Warrant Certificate for the balance of
such Warrants be registered in the name of and delivered to, the Registered
Owner at the address stated below.

     IMPORTANT: The name of the person exercising this Warrant must correspond
with the name of the Warrantholder written on the face of this Warrant
Certificate in every particular, without alteration or any change whatever,
unless it has been assigned by completing the Assignment form below.

Dated:  _____________, 200_                    ______________________________
                                               Signature of Registered Owner

SIGNATURE GUARANTEE                            ______________________________
                                               Print name

                                               ______________________________

                                               ______________________________
                                               Address

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                                   ASSIGNMENT

FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto:


_______________________________________________

_______________________________________________

_______________________________________________
(Please print or type name and address)

Please insert social security
or other identifying number:  _________________________

     ____________ of the Warrants represented by this Warrant Certificate, and
hereby irrevocably constitutes and appoints any officer of the Company or its
transfer agent and registrar as lawful Attorney to transfer this Warrant
Certificate on the books of the Company, with full power of substitution in the
premises.

Dated:  _____________, 200_                        _____________________________
                                                   Signature of Registered Owner

                                                   _____________________________
                                                   Print name

     IMPORTANT: Every registered owner of this Certificate must sign it to
assign or otherwise transfer Warrants. The above signature or signatures must
correspond with the name or names written on the face of this Warrant
Certificate in every particular, without alteration, enlargement or any change
whatever. Each signature should be "medallion" guaranteed by an eligible
guarantor institution (Banks, Stockbrokers, Savings and Loan Associations and
Credit Unions) with membership in an approved signature guarantee Medallion
Program pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934.


SIGNATURE GUARANTEE: