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Exhibit 10.1











                           Q COMM INTERNATIONAL, INC.

                         COMMON STOCK PURCHASE AGREEMENT

                                  April 7, 2005














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                                TABLE OF CONTENTS
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Section 1: Sale of Common Stock...............................................1
           1.1   Sale of Shares...............................................1
           1.2   Certificates and Payment.....................................1

Section 2: Representations and Warranties of the Company......................1
           2.1   Organization, Good Standing and Qualification................2
           2.2   The Shares...................................................2
           2.3   Authorization and Enforceability.............................2
           2.4   No Other Registration Rights.................................2
           2.5   No Brokers or Finders........................................2
           2.6   Disclosure...................................................2

Section 3: Representations and Warranties of Purchaser........................3
           3.1   No Registration..............................................3
           3.2   Investment Intent............................................3
           3.3   Investment Experience........................................3
           3.4   Speculative Nature of Investment.............................3
           3.5   Access to Data...............................................3
           3.6   Accredited Investor".........................................4
           3.7   Residency or Principal Place of Business.....................4
           3.8   Rule 144.....................................................4
           3.9   Authorization................................................4
           3.10   Brokers or Finders..........................................5
           3.11   Tax Advisors................................................5
           3.12   Legends.....................................................5

Section 4: Miscellaneous......................................................5
           4.1   Governing Law................................................6
           4.2   Survival.....................................................6
           4.3   Successors and Assigns.......................................6
           4.4   Entire Agreement; Amendment..................................6
           4.5   Notices, etc.................................................6
           4.6   Expenses.....................................................6
           4.7   Severability.................................................6
           4.8   Counterparts.................................................7
           4.9   Electronic or Telecopy Execution and Delivery................7


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                           Q COMM INTERNATIONAL, INC.

                         COMMON STOCK PURCHASE AGREEMENT

         This Common Stock Purchase Agreement (the "Agreement") is made as of
April 7, 2005, by and among Q Comm International, Inc., a Utah corporation (the
"Company"), and ____________ (the "Purchaser"). The Company and Purchaser are
herein referred to individually as "Party" and collectively as the "Parties."

         WHEREAS the Company desires to sell shares of its Common Stock
("Shares") to Purchaser, and Purchaser desires to purchase the Shares, as more
fully described herein.

         WHEREAS, in connection with the execution of this Agreement, the
Parties have simultaneously executed a Registration Rights Agreement (the
"Rights Agreement"). The Rights Agreements and this Agreement are herein
referred to as the "Agreements."

         NOW THEREFORE, in consideration of the mutual covenants, agreements,
conditions, representations, and warranties contained in this Agreement, the
Company and Purchaser hereby agree as follows:

                                   Section 1

                              Sale of Common Stock

         1.1      Sale of Shares. Subject to the terms and conditions of this
Agreement, the Company hereby issues and sells to Purchaser, and Purchaser
hereby purchases from the Company ____________________ (_______) Shares for a
purchase price of Five Dollars ($5.00) per share or for an aggregate purchase
price of _____________________________ ($__________).

         1.2      Certificates and Payment. Upon execution of this Agreement,
the Company will deliver to the Purchaser a certificate or certificates
representing the number of Shares purchased hereunder against delivery to the
Company by the Purchaser of a check in the amount of the purchase price
therefor, payable to the Company's order, or a wire transfer to the Company's
bank account per the Company's instructions.

                                   Section 2

                  Representations and Warranties of the Company

         The Company, as of the date of this Agreement, represents and warrants
to the Purchaser as follows:


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         2.1      Organization, Good Standing and Qualification. The Company is
a corporation duly organized, validly existing and in good standing under the
laws of the State of Utah. The Company has the requisite corporate power and
authority to own and operate its properties and assets, to carry on its business
as presently conducted or proposed to be conducted, to execute and deliver the
Agreements, to issue and sell the Shares and to perform its obligations pursuant
to the Agreements and the Company's Articles of Incorporation. The Company is
presently qualified to do business as a foreign corporation in each jurisdiction
where the failure to be so qualified could reasonably be expected to have a
material adverse effect on the Company's financial condition or business as now
conducted or proposed to be conducted.

         2.2      The Shares. The Shares, when issued and delivered and paid for
in compliance with the provisions of this Agreement, will be validly issued,
fully paid and non-assessable. The Shares will be free of any liens or
encumbrances, other than any liens or encumbrances created by or imposed upon by
Purchaser; provided, however, that the Shares are subject to restrictions on
transfer under U.S. state and/or federal securities laws and as set forth herein
and in the Rights Agreement.

         2.3      Authorization and Enforceability. All corporate action on the
part of the Company and its directors, officers and stockholders necessary for
the authorization, execution and delivery of the Agreements by the Company, the
authorization, sale, issuance and delivery of the Shares, and the performance of
all of the Company's obligations under the Agreements has been taken. The
Agreements, when executed and delivered by the Company, shall constitute valid
and binding obligations of the Company, enforceable in accordance with their
terms, except (i) as limited by laws of general application relating to
bankruptcy, insolvency and the relief of debtors, (ii) as limited by rules of
law governing specific performance, injunctive relief, or other equitable
remedies and by general principles of equity, and (iii) to the extent the
indemnification provisions contained in the Rights Agreement may further be
limited by applicable laws and principles of public policy.

         2.4      No Other Registration Rights. Except as set forth in the
Rights Agreement, the Company is presently not under any obligation and has not
granted any rights to register under the Securities Act of 1933 (the "Securities
Act") any of its presently outstanding securities or any of its securities that
may hereafter be issued.

         2.5      No Brokers or Finders. The Company has not incurred, and will
not incur, directly or indirectly, as a result of any action taken by the
Company, any liability for brokerage or finders' fees or agents' commissions or
any similar charges in connection with this Agreement or any of the transactions
contemplated hereby.

         2.6      Disclosure. The Company has provided or made available to
Purchaser all of the information regarding the Company that such Purchaser has
requested for deciding whether to purchase the Shares. To the Company's
knowledge, neither the Agreements nor any other documents delivered in
connection herewith, when taken as a whole, contain any untrue statement of a


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material fact or omit to state a material fact necessary to make the statements
contained herein or therein not misleading in light of the circumstances under
which they were made. The Company does not represent or warrant that it will
achieve any financial projections provided to the Purchaser.

                                   Section 3

                   Representations and Warranties of Purchaser

       Purchaser hereby represents and warrants to the Company as follows:

         3.1      No Registration. Purchaser understands that the Shares have
not been registered under the Securities Act of 1933 (the "Securities Act") by
reason of a specific exemption from the registration provisions of the
Securities Act, the availability of which depends upon, among other things, the
bona fide nature of the investment intent and the accuracy of such Purchaser's
representations as expressed herein.

         3.2      Investment Intent. Purchaser is acquiring the Shares for
investment for its own account, not as a nominee or agent, and not with the view
to, or for resale in connection with, any distribution thereof, and Purchaser
has no present intention of selling, granting any participation in, or otherwise
distributing the same. Purchaser further represents that it does not have any
contract, undertaking, agreement, or arrangement with any person or entity to
sell, transfer, or grant participation to such person or entity or to any third
person or entity with respect to any of the Shares.

         3.3      Investment Experience. Purchaser has substantial experience in
evaluating and investing in private placement transactions of securities in
companies similar to the Company and can protect its own interests in connection
with such purchase. Purchaser has such knowledge and experience in financial and
business matters that Purchaser is capable of evaluating the merits and risks of
its investment in the Company.

         3.4      Speculative Nature of Investment. Purchaser understands and
acknowledges that the Company has a limited financial and operating history and
that an investment in the Company is highly speculative and involves substantial
risks. Purchaser can bear the economic risk of Purchaser's investment and is
able, without impairing Purchaser's financial condition, to hold the Shares for
an indefinite period of time and to suffer a complete loss of Purchaser's
investment.

         3.5      Access to Data. Purchaser has had an opportunity to ask
questions of, and receive answers from, the officers of the Company concerning
the Agreements and the transaction contemplated by the Agreements, as well as
the Company's business, management, and financial affairs, which questions were
answered to its satisfaction. Purchaser believes that it has received all the
information that Purchaser considers to be necessary or appropriate for deciding
whether to purchase the Shares. Purchaser has read the documents that the


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Company has filed with the Securities and Exchange Commission (the "SEC"),
including current reports on Form 8-K and periodic reports on Forms 10-KSB and
10-QSB.

         3.6      Accredited Investor". The Purchaser is an "accredited
investor" within the meaning of Regulation D, Rule 501(a), promulgated by the
SEC under the Securities Act and shall submit to the Company such further
assurances of such status as may be reasonably requested by the Company.

         3.7      Residency or Principal Place of Business. The residency of
Purchaser (or, in the case of a partnership or corporation, such entity's
principal place of business) is correctly set forth on the signature page to
this Agreement.

         3.8      Rule 144. Purchaser acknowledges that the Shares must be held
indefinitely unless subsequently registered under the Securities Act or an
exemption from such registration is available. Purchaser is aware of the
provisions of Rule 144 promulgated under the Securities Act which permit limited
resale of shares purchased in a private placement subject to the satisfaction of
certain conditions, including among other things, the existence of a public
market for the shares, the availability of certain current public information
about the Company, the resale occurring not less than one year after a party has
purchased and paid for the security to be sold, the sale being effected through
a "broker's transaction" or in transactions directly with a "market maker" and
the number of shares being sold during any three-month period not exceeding
specified limitations. Although the current public information referred to above
is now available, Purchaser acknowledges and understands that, the Company may
not be satisfying the current public information requirement of Rule 144 at the
time the Purchaser wishes to sell the Shares, and that, in such event, the
Purchaser may be precluded from selling such securities under Rule 144, even if
the other requirements of Rule 144 have been satisfied. Purchaser acknowledges
that, in the event all of the requirements of Rule 144 are not met, registration
under the Securities Act or an exemption from registration will be required for
any disposition of the Shares or the underlying Common Stock. Purchaser
understands that, although Rule 144 is not exclusive, the SEC has expressed its
opinion that persons proposing to sell restricted securities received in a
private offering other than in a registered offering or pursuant to Rule 144
will have a substantial burden of proof in establishing that an exemption from
registration is available for such offers or sales and that such persons and the
brokers who participate in the transactions do so at their own risk.

         3.9      Authorization.

                  (a) Purchaser has all requisite power and authority to execute
and deliver the Agreements, to purchase the Shares hereunder and to carry out
and perform its obligations under the terms of the Agreements. All action on the
part of the Purchaser necessary for the authorization, execution, delivery and
performance of the Agreements, and the performance of all of the Purchaser's
obligations under the Agreements, has been taken or will be taken prior to the
Closing.


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                  (b) The Agreements, when executed and delivered by the
Purchaser, will constitute valid and legally binding obligations of the
Purchaser, enforceable in accordance with their terms except: (i) to the extent
that the indemnification provisions contained in the Rights Agreement may be
limited by applicable law and principles of public policy, (ii) as limited by
applicable bankruptcy, insolvency, reorganization, moratorium and other laws of
general application affecting enforcement of creditors' rights generally, and
(iii) as limited by laws relating to the availability of specific performance,
injunctive relief or other equitable remedies or by general principles of
equity.

         3.10     Brokers or Finders. Purchaser has not engaged any brokers,
finders or agents, and neither the Company nor any other Purchaser has, nor
will, incur, directly or indirectly, as a result of any action taken by the
Purchaser, any liability for brokerage or finders' fees or agents' commissions
or any similar charges in connection with the Agreement.

         3.11     Tax Advisors. Purchaser has reviewed with its own tax advisors
the U.S. federal, state, local and foreign tax consequences of this investment
and the transactions contemplated by the Agreement. With respect to such
matters, Purchaser relies solely on such advisors and not on any statements or
representations of the Company or any of its agents, written or oral. Purchaser
understands that it (and not the Company) shall be responsible for its own tax
liability that may arise as a result of this investment or the transactions
contemplated by the Agreements.

         3.12     Legends. Purchaser understands and agrees that the
certificates evidencing the Shares, or any other securities issued in respect of
the Shares upon any stock split, stock dividend, recapitalization, merger,
consolidation or similar event, shall bear the following legend (in addition to
any legend required by the Rights Agreement or under applicable state securities
laws):

              "THE SHARES  REPRESENTED BY THIS CERTIFICATE HAVE NOT
              BEEN REGISTERED  UNDER THE SECURITIES ACT OF 1933, AS
              AMENDED, OR THE SECURITIES LAWS OF ANY STATE, AND MAY
              NOT  BE  SOLD,  TRANSFERRED,   ASSIGNED,  PLEDGED  OR
              HYPOTHECATED  UNLESS AND UNTIL  REGISTERED UNDER SUCH
              ACT  AND/OR  APPLICABLE  STATE  SECURITIES  LAWS,  OR
              UNLESS THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL
              OR  OTHER  EVIDENCE  REASONABLY  SATISFACTORY  TO THE
              COMPANY AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT
              REQUIRED."

                                   Section 4

                                  Miscellaneous


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         4.1      Governing Law. This Agreement  shall be governed and construed
in all respects in  accordance  with the laws of the State of Utah as applied to
agreements made and performed in Utah by residents of the State of Utah.

         4.2      Survival.  The  representations,   warranties,  covenants  and
agreements made herein shall survive any investigation made by any Purchaser.

         4.3      Successors and Assigns.  Except as otherwise  provided herein,
the  provisions  hereof shall inure to the benefit of, and be binding upon,  the
successors,  assigns, heirs, executors and administrators of the parties hereto,
provided, however, that the rights of the Purchaser to purchase the Shares shall
not be assignable without the prior written consent of the Company.

         4.4      Entire  Agreement;  Amendment.  The Agreements  constitute the
entire  agreement  between the Parties with regard to the subject matter hereof,
and no Party  shall be liable or bound to any other  party in any  manner by any
warranties,  representations  or  covenants  except  as  specifically  set forth
herein.  Except as expressly  provided,  no term hereof may be amended,  waived,
discharged  or  terminated  other  than by a  written  instrument  signed by the
Company and Purchaser.

         4.5      Notices, etc. All notices and other communications required or
permitted hereunder shall be in writing and shall be sent by email, facsimile or
mailed by registered or certified mail, postage prepaid,  or otherwise delivered
by hand or by messenger, addressed (a) if to Purchaser, at Purchaser's postal or
email address or facsimile number set forth in the records of the Company, or at
such other  postal or email  address as  Purchaser  shall have  furnished to the
Company in writing,  or (b) if to any other holder of any Shares, at such postal
or email  address or facsimile  number as such holder shall have  furnished  the
Company in writing,  or,  until any such  holder so  furnishes a postal or email
address or facsimile  number to the Company,  then to and at the postal or email
address  or  facsimile  number  of the last  holder  of such  Shares  who has so
furnished an address to the Company,  or (c) if to the Company, at its principal
executive office and addressed to the attention of the Corporate  Secretary,  or
at such other postal or email  address or facsimile  number as the Company shall
have furnished to Purchaser.  Each such notice or other  communication shall for
all purposes of this Agreement be treated as effective or having been given when
delivered  if  delivered  personally,  or,  if sent by email or  facsimile  upon
confirmation  of the  transmission,  or, if sent by mail,  at the earlier of its
receipt or five days after the same has been deposited in a regularly maintained
receptacle  for the deposit of the United  States mail,  addressed and mailed as
aforesaid.

         4.6      Expenses.  Each party shall bear its own expenses  incurred on
its behalf with  respect to this  Agreement  and the  transactions  contemplated
hereby.

         4.7      Severability.   In  the  event  that  any  provision  of  this
Agreement  becomes or is declared  by a court of  competent  jurisdiction  to be
illegal,  unenforceable or void, this Agreement shall continue in full force and
effect  without such  provision;  provided  that no such  severability  shall be
effective if it materially changes the economic benefit of this Agreement to any
party.


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         4.8      Counterparts.  This Agreement may be executed in any number of
counterparts,  each of which shall be enforceable  against the parties  actually
executing such  counterparts,  and all of which  together  shall  constitute one
instrument.

         4.9      Electronic or Telecopy  Execution and Delivery.  An electronic
version or a facsimile,  telecopy or other reproduction of this Agreement may be
executed by one or more parties  hereto,  and an executed copy of this Agreement
may be delivered by one or more parties hereto by email, facsimile or electronic
transmission  pursuant to which the  signature  of or on behalf of such party is
evident,  and such execution and delivery shall be considered valid, binding and
effective  for all  purposes.  At the request of any party  hereto,  all parties
hereto agree to execute an original of this Agreement as well as any electronic,
facsimile, telecopy or other reproduction hereof.



                           [Signature Page to Follow]






























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         IN WITNESS WHEREOF, the parties have executed this Common Stock
Purchase Agreement as of the date first above written.


"COMPANY"                                 Q COMM INTERNATIONAL, INC.

                                          By: __________________________________

                                          Name: ________________________________

                                          Title:________________________________


"PURCHASER"       If an entity:        _________________________________________
                                                                (Name of entity)

                                       _________________________________________
                                          (State of principal place of business)

                                   By: _________________________________________
                                        (Signature of authorized representative)


                                Name:  _________________________________________
                                             (Name of authorized representative)

                                Title: _________________________________________


"PURCHASER"       If an individual:    _________________________________________
                                                            (Name of individual)

                                       _________________________________________
                                                            (State of residency)

                                       _________________________________________
                                                       (Signature of individual)
















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