EXHIBIT 10.2

                               PURCHASE AGREEMENT

                  THIS PURCHASE AGREEMENT (this "Agreement") is made and entered
into as of November 8, 2000 (the  "Effective  Date") between Bryan Liew ("Liew")
and  Communicate.com  Inc., a Nevada  corporation  ("CMNN")  with respect to the
following facts:

                  A. Liew owns Eleven  Million Seven Hundred  Fourteen  Thousand
eighty (11,714,080) shares (the "Liew Stock") of common stock of Communicate.com
Inc., an Alberta corporation ("AlbertaCo").

                  B.  Liew has  previously  entered  into  agreements  with CMNN
regarding the disposition of the Liew Stock.

                  C. Liew now  desires to sell to CMNN,  and CMNN now desires to
purchase from Liew, the Liew Stock.  Pursuant to this  Agreement,  Liew shall be
paid an aggregate of (United States) One Million Five Hundred  Thousand  Dollars
(US$1,500,000),  together  with one million  (1,000,000)  shares of newly issued
CMNN common stock (the "CMNN  Stock") in exchange  for the Liew Stock,  to enter
into mutual general  releases and to take other actions as  contemplated in this
Agreement.

                  NOW,  THEREFORE,  in  consideration  of the  premises  and the
mutual covenants herein contained, the parties hereto agree as follows:

                  1. Purchase and Sale of the Liew Stock.  Concurrently with the
execution of this Agreement:

                     (a) CMNN shall  purchase from Liew, and Liew shall sell and
deliver  to  CMNN,  the the  original  certificate  or  certificates  evidencing
issuance of the Liew  Stock,  and shall  execute and deliver a Stock  Assignment
Separate  from  Certificate  substantially  in the form of Exhibit B hereto (the
"Stock Assignment"); and

                     (b) AlbertaCo shall issue to CMNN one or more  certificates
representing  an aggregate of Eleven  Million  Seven Hundred  Fourteen  Thousand
eighty (11,714,080) shares of common stock of the AlbertaCo (the "New Shares").

                  2. Purchase Price of the Liew Stock; Security Therefor.

                     (a) CMNN shall pay Liew for the  purchase of the Liew Stock
the sum of One Million Five Hundred Thousand Dollars  ($1,500,000.00),  together
with one million (1,000,000) shares of newly issued CMNN common stock (the "CMNN
Stock") payable as follows:

                         (i)   at the Closing:  $400,000 and 1,000,000 shares of
                               CMNN Stock;


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                         (ii)  on or  before  thirty  days  after  the  Closing,
                               $275,000;

                         (iii) on  or  before  sixty  days  after  the  Closing,
                               $275,000;

                         (iv)  on or  before  ninety  days  after  the  Closing,
                               $275,000; and

                         (v)   on or before one  hundred  twenty  days after the
                               Closing, $275,000.

                  (b) All payments required  hereunder shall be in United States
Dollars,  with payment made by check or, at the option of Liew, by wire transfer
to an account  designated  by Liew in  writing to CMNN,  and shall be net of any
wire  transfer  fees.  If  payment  is to be made by wire  transfer,  Liew shall
provide  written  wire  transfer  instructions  to CMNN on the earlier of (a) at
least two (2) business days prior to the due date of the payment, or (b) two (2)
business days after CMNN"s request. CMNN may, at any time at its option, pay any
amounts due  hereunder  prior to the date set forth  above.  For the purposes of
determining  the  date of  payment,  payment  shall  be  deemed  made by CMNN as
evidenced by the date of a  confirmation  of wire transfer  delivered to Liew by
CMNN. Liew shall, promptly upon receipt, deliver to CMNN written notification of
the receipt of any payment hereunder.

                  (c) If CMNN fails to pay any amount  hereunder  within fifteen
(15) days after receipt of written  notice of  non-payment,  Liew shall,  as his
sole remedy for and in full satisfaction of non-payment,  receive shares of CMNN
Stock at the rate of two (2) shares for each dollar  unpaid.  Thus, for purposes
of illustration  only, if CMNN fails to make the payment due pursuant to Section
2(a) above,  and if CMNN fails to pay such amount within fifteen (15) days after
receipt  of  written  notice  from Liew of  non-payment,  CMNN  shall,  promptly
following  such  fifteen (15) day period,  issue to Liew 550,000  shares of CMNN
Stock in full satisfaction of such payment.

                  3.   Resignation   by  Liew;   Shareholders'   and  Directors'
Resolutions.

                       (a) At the  Closing,  Liew shall  execute  and deliver to
CMNN and the AlbertaCo a Resignation  (the  "Resignation")  from all  positions,
including as a director and officer, of CMNN and the AlbertaCo, each in form and
substance acceptable to CMNN.

                       (b)  At  the  Closing,  Liew  shall  deliver  to  CMNN  a
Unanimous  Written  Consent of the Board of Directors in Lieu of Special Meeting
and a Written Consent of Shareholders in Lieu of Special Meeting  (collectively,
the  "Consents"),  approving the performance by AlbertaCo of the issuance of the
AlbertaCo  Common Stock to CMNN and all exhibits  hereto to which it is a party,
each in form and substance acceptable to CMNN.

<PAGE>

                  4. Representations and Warranties of CMNN. CMNN represents and
warrants to the other parties hereto, and each of them, as follows:

                     (a)  Full  Authority  of  CMNN.   CMNN  has  all  authority
necessary to enter into this  Agreement and all of the exhibits  hereto to which
it is a party and to carry out the transactions contemplated hereby and thereby.
Upon  execution,  this Agreement and all of the exhibits hereto to which it is a
party will be fully binding and enforceable  against it in accordance with their
respective  terms. No other consents or approvals of any persons are required or
necessary for this  Agreement,  and all of the exhibits  hereto to which it is a
party, to be so binding.

                     (b)  Issuance of CMNN Stock.  When  issued,  the CMNN Stock
shall  have  been  duly   authorized   and  validly   issued,   fully  paid  and
non-assessable, and free from any lien, claim or encumbrance.

                     (c) Disclosure.  No representation or warranty contained in
this  Agreement  by CMNN and no  statement  contained  in any writing  furnished
pursuant  hereto  contains any untrue  statement of a material  fact or omits to
state a  material  fact  necessary  in order to make the  statements  herein  or
therein not misleading.

                  5.   Representations  and  Warranties  of  Liew.  Liew  hereby
represents  and  warrants  to the other  parties  hereto,  and each of them,  as
follows:

                       (a) Full Authority.  Liew has all authority  necessary to
execute this  Agreement  and all  exhibits  hereto to which he is a party and to
carry out the transactions contemplated hereby and thereby. Upon execution, this
Agreement  and all exhibits  hereto to which he is a party will be fully binding
and enforceable  against him in accordance with their respective terms. No other
consents  or  approvals  of any  parties  are  required  or  necessary  for this
Agreement,  and all of the  exhibits  hereto  to which  he is a party,  to be so
binding.

                       (b) Title to the Liew Stock. Liew has good and marketable
title  to the  Liew  Stock,  free  and  clear  of all  liens,  encumbrances  and
restrictions,  except conditions restricting transfer imposed by the laws of the
United States of America,  the State of Nevada,  the Province of Alberta and the
by the  federal  laws of  Canada.  The Liew Stock has been duly  authorized  and
validly issued, and is fully paid and non-assessable.  None of the Liew Stock is
subject to any irrevocable proxy or any voting, voting trust or other agreement.
Liew  does  not  know  of  and  has no  expectancies  of  any  claims,  demands,
liabilities  or  causes of action  of any kind or  nature  arising  from  Liew's
ownership of the Liew Stock.

                       (c) Investment  Intent.  Liew is acquiring the CMNN Stock
for investment  purposes  only, for his own account,  not as a nominee or agent,
and not with a view to,  or for  resale in  connection  with,  any  distribution
thereof.  Liew has no contract,  undertaking,  agreement or arrangement with any
person to sell,  transfer or otherwise  distribute to such person or to have any
person sell, transfer or otherwise  distribute for Liew any of the CMNN Stock or
any interest therein.


                                       3

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                       (d) Restriction. Liew understands that the shares of CMNN
Stock it is acquiring  hereunder are  characterized  as "restricted  securities"
under United States  securities  laws  inasmuch as they are being  acquired from
CMNN in a transaction  not involving a public  offering and that under such laws
and applicable  regulations  such securities may be resold without  registration
under  the  Securities  Act  only  in  certain  limited  circumstances.  In this
connection,  Liew represents that he is familiar with SEC Rule 144, as presently
in effect,  and  understands the resale  limitations  imposed thereby and by the
United States Securities Act of 1933, as amended.

                       (e)  Legend   Condition.   Liew   understands   that  the
certificates representing the CMNN Shares, when and if issued, shall contain the
following legend:

               "THE  SECURITIES  REPRESENTED BY THIS  CERTIFICATE
               HAVE NOT BEEN REGISTERED  UNDER THE SECURITIES ACT
               OF 1933, THEY HAVE BEEN ACQUIRED BY THE HOLDER FOR
               INVESTMENT  AND MAY NOT BE PLEDGED,  HYPOTHECATED,
               SOLD,  TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT
               AS MAY BE AUTHORIZED  UNDER THE  SECURITIES ACT OF
               1933 AND THE  RULES  AND  REGULATIONS  PROMULGATED
               THEREUNDER."

                       (f)   Ownership  of  Assets.   AlbertaCo   has  good  and
marketable  title to all of the assets of AlbertaCo  (the  "Assets"),  including
without  limitation the assets and properties  listed in Exhibit A hereto,  free
and clear of liens, encumbrances,  assignments,  mortgages,  actions and charges
held by any person or persons,  corporations,  governmental  bodies  against the
Assets,  and no taxes or payments are due in respect of any of the Assets.  None
of the Assets are in the possession of any other person.  The Assets  constitute
all of the assets used or required to be used in connection with the business of
AlbertaCo.  No person has any right,  whether  present or future,  contingent or
absolute,  to purchase or acquire any of the Assets,  with the  exception of the
uniform resource  locators  "dance.com,"  techno-music.com,"  and  "trance.com,"
which  are  being  transferred  to Liew as part of a  severance  agreement  with
AlbertaCo.  AlbertaCo  has  granted  no person the  authority  or right to sell,
transfer  or  encumber  any  of  the  Assets.   All  transactions  and  proposed
transactions  involving  any of the  Asests  have been fully  documented  in the
records of AlbertaCo.

                       (g) Disclosure.  No representation or warranty  contained
in this Agreement and no statement  contained in any writing furnished  pursuant
hereto  contains  any untrue  statement  of a material  fact or omits to state a
material fact  necessary in order to make the  statements  herein or therein not
misleading.

                                       4

<PAGE>


                  6.   Indemnifications.

                       (a) Liew shall indemnify and hold CMNN harmless from, and
defend  CMNN in any  action  (with  counsel  selected  by CMNN)  asserting,  any
liability,   obligation,  claim,  loss,  cost,  damage,  or  expense  (including
attorneys'  fees and litigation  expenses) (i) which may arise or be asserted to
be a result of Liew's willful  misconduct in any matter  relating to CMNN,  (ii)
with respect to the breach of any  representation,  warranty or covenant of Liew
contained herein, or (iii) both (i) and (ii).

                       (b) CMNN shall indemnify and hold Liew harmless from, and
defend  Liew in any  action  (with  counsel  selected  by Liew)  asserting,  any
liability,   obligation,  claim,  loss,  cost,  damage,  or  expense  (including
attorneys'  fees and litigation  expenses) (i) which may arise or be asserted to
be a result of CMNN's willful  misconduct in any matter  relating to Liew,  (ii)
with respect to the breach of any  representation,  warranty or covenant of CMNN
contained herein, or (iii) both (i) and (ii).

                  7.   The Closing.   The  closing  (the   "Closing")   for  the
consummation  of the  purchase  and  sale  of  the  Liew  Stock  and  the  other
transactions  contemplated  by this Agreement shall take place at the offices of
Boughton Peterson Yang Anderson,  Suite 1000, 595 Burrard Street,  Vancouver, BC
V7X 1S8) on November 10, 2000,  at 9:00 A.M., or at such other place and time as
the parties may agree upon.

                  8.   Conditions of Performance.

                       (a) Conditions to Obligations of Liew. The obligations of
Liew to perform this Agreement are subject to the  satisfaction of the following
conditions, unless waived in writing by Liew:

                           (i)   The representations and warranties of the other
parties  hereto  set forth in this  Agreement  shall be true and  correct in all
material  respects as of the date of this  Agreement  and as of the Closing,  as
though made on and as of the Closing.

                           (ii)  CMNN  shall  have  performed  in  all  material
respects the  obligations  required to be  performed by it under this  Agreement
prior to the Closing.

                           (iii) CMNN   shall  have  paid  to  Liew  the  sum of
$400,000.00  and issued  1,000,000  shares of CMNN stock as  required by section
2(a) hereof.

                       (b) Conditions to Obligations of CMNN. The obligations of
CMNN to perform this Agreement are subject to the  satisfaction of the following
conditions, unless waived in writing by CMNN:

                           (i) The  representations  and  warranties of Liew set
forth in this Agreement shall be true and correct in all material respects as of
the date of this  Agreement  and as of the Closing,  as though made on and as of
the Closing.

                                       5

<PAGE>


                           (ii)  Liew  shall  have  performed  in  all  material
respects the  obligations  required to be performed by him under this  Agreement
prior to the Closing.

                           (iii) Liew shall  have  delivered  to CMNN at Closing
the Stock Assignment, the Resignation and the Consents, all executed by Liew.

                  (c) If  the  Closing  does  not  occur  because  either  (i) a
condition  precedent described in subsection (a) is not complied with and is not
otherwise waived in writing by Liew, or (ii) a condition  precedent described in
subsection  (b) is not complied with and is not  otherwise  waived in writing by
CMNN, then this Agreement shall automatically be deemed canceled, null and void,
the parties shall bear their own expenses  incident to the  preparation  of this
Agreement, and all agreements,  rights and remedies,  claims, and obligations of
or between the parties heretofore existing shall remain in effect as though this
Agreement were never executed.

                  9.  Termination.  This  Agreement may be  terminated,  and the
transactions  contemplated hereunder abandoned, only by the written agreement of
the parties hereto to terminate.

                  10. Survival of Covenants, Representations and Warranties. All
covenants,  representations and warranties made by the parties herein, or in any
instrument or other writing provided for herein,  shall survive the execution of
this Agreement, the Closing and the delivery of the Liew Stock.

                  11.  Release.  This  section  11  becomes  effective  upon the
Closing.

                       (a) For good and valuable  consideration,  including  the
execution by CMNN of this Agreement,  Liew releases and forever  discharges CMNN
and its respective heirs, predecessors,  successors,  representatives,  assigns,
agents, officers,  directors,  employees and attorneys, and each of them (herein
collectively  called the "the CMNN Releasees"),  of and from any and all claims,
debts, liabilities, demands, obligations, costs, expenses, actions and causes of
action, of every nature, character and description, known or unknown, which Liew
now owns or holds,  or has at any time  heretofore  owned or held, or may at any
time own or hold, by reason of any matter,  cause or thing whatsoever  occurred,
done, omitted or suffered to be done prior to the date of this Agreement, except
as provided in this Agreement or the exhibits  contemplated  hereby,  and except
for any claim based on the fraud,  negligence or breach of fiduciary duty of the
CMNN Releasees.

                       (b) For good and valuable  consideration,  including  the
execution by Liew of this Agreement,  CMNN releases and forever  discharges Liew
and his heirs, successors, representatives,  assigns, agents, and attorneys, and
each of them (herein collectively called the "the Liew Releasees"),  of and from
any and all claims, debts, liabilities,  demands, obligations,  costs, expenses,
actions and causes of action, of every nature, character and description,  known

                                       6

<PAGE>

or unknown,  which CMNN, now owns or holds, or has at any time heretofore  owned
or held, or may at any time own or hold, by reason of any matter, cause or thing
whatsoever  occurred,  done, omitted or suffered to be done prior to the date of
this   Agreement,   except  as  provided  in  this  Agreement  or  the  exhibits
contemplated hereby, and except for any claim based on the fraud,  negligence or
breanch of fiduciary duty of the Liew Releasees.

                       (c) Each party  represents  and warrants  that he has not
heretofore assigned or transferred,  or purported to assign or transfer,  to any
person,  firm, or corporation  whomsoever any claim,  debt,  liability,  demand,
obligation,  cost,  expense,  action or cause of action  herein  released.  Liew
agrees to indemnify and hold harmless the other parties against any claim, debt,
liability,  demand,  obligation,  cost, expense, action or cause of action based
on,  arising out of or in  connection  with any such  transfer or  assignment or
purported transfer or assignment.

                       (d)  Each  party  acknowledges  that,  except  as  herein
expressly set forth, no  representations of any kind or character have been made
to  him  by  the  other  party,   or  by  any  of  the  other  party's   agents,
representatives or attorneys, to induce the execution of this Agreement.

                       (e) Each party  acknowledges  that this Agreement effects
the  settlement of claims which are denied and  contested by the other  parties,
and  that  nothing  contained  herein  shall be  construed  as an  admission  of
liability by or on behalf of the other  parties,  by whom liability is expressly
denied.

                       (f) All of the covenants and agreements  herein contained
in favor of the CMNN  Releasees  are for the express  benefit of each and all of
said parties.  All of the covenants and agreements  herein contained in favor of
the Liew Releasees are for the express benefit of each and all of said parties.

                       (g) Each party  agrees that he will  forever  refrain and
forbear from commencing, instituting or prosecuting any lawsuit, action or other
proceeding  against the other parties based on, arising out of, or in connection
with any claim, debt, liability,  demand,  obligation,  cost, expense, action or
cause of action that is released and discharged by reason of this Agreement.

                  12.  Confidentiality.  Each of the  parties  hereto  agree  to
maintain in strict  confidence  the existence and terms of this  Agreement,  and
shall  not  disclose  to any  person or entity  the  existence  or terms of this
Agreement  without the prior written  consent of the other party,  which consent
may be granted or withheld in such party"s sole discretion.  Notwithstanding the
foregoing,  neither party shall be deemed to have breached this  Agreement if it
is obligated to disclose  the  existence or terms of this  Agreement in order to
comply with applicable law, regulation or order;  provided,  that the disclosing
party  shall  advise  the other  party as soon as  reasonably  possible  of such
disclosure.

                                       7

<PAGE>


                  13.  Attorneys'  Fees.  Should  any  party  hereto  engage  an
attorney  or  institute  any action or  proceeding  at law or in  equity,  or in
connection  with an  arbitration,  to enforce any  provision of this  Agreement,
including  an action  for  declaratory  relief,  or for  damages by reason of an
alleged  breach of any provision of this  Agreement,  or otherwise in connection
with this  Agreement,  or any provision  hereof,  the prevailing  party shall be
entitled to recover from the losing party or parties reasonable  attorneys' fees
and  costs for  services  rendered  to the  prevailing  party in such  action or
proceeding.

                  14. Notices. Unless applicable law requires a different method
of giving notice, any and all payment notices,  demands or other  communications
required or desired to be given  hereunder  by any party shall be in writing and
shall be  validly  given or made to  another  party if served  personally  or if
transmitted by telegraph,  facsimile  transmission or other  electronic  written
transmission  device.  If such notice,  demand or other  communication is served
personally,  service  shall  be  conclusively  deemed  made at the  time of such
personal  service.  If such notice,  demand or other  communication  is given by
telegraph or if by other carrier service,  upon  confirmation of delivery by the
carrier,   addressed  to  the  party  to  whom  such  notice,  demand  or  other
communication or payment required to be given under this Agreement as follows:

To CMNN:                                     Mr. Graham Heal
                                             360 " 220 Cambie Street
                                             Vancouver, BC V6B 2M9
                                             Canada
                                             Facsimile: (604) 687-2192


To Liew:                                     c/o Boughton Peterson Yang Anderson
                                             Barristers & Solicitors
                                             Suite 1000 " 595 Burrard Street
                                             P.O. Box 49290
                                             Vancouver, BC  V7X 1S8
                                             Canada
                                             Facsimile: (604) 683-5317

Any party  hereto may change its address for the purpose of  receiving  notices,
demands and other communications as herein provided by a written notice given in
the manner aforesaid to the other party or parties hereto.

                  15.  Time  of the  Essence.  Time  is of the  essence  of this
Agreement and exhibits hereto, and in all the terms,  provisions,  covenants and
conditions hereof and thereof.

                                       8

<PAGE>

                  16. Miscellaneous.

                      (a) Applicable Law.  Except as to matters  relating to the
corporate  status and authority of CMNN, this Agreement  shall, in all respects,
be  governed  by the laws of the  Province  of British  Columbia  applicable  to
agreements  executed and to be wholly  performed  within the Province of British
Columbia.  Any controversy arising out of the terms of or performance under this
Agreement  shall be heard  exclusively  in the courts of the Province of British
Columbia.

                      (b)  Severability.   Nothing  contained  herein  shall  be
construed  so as to require  the  commission  of any act  contrary  to law,  and
wherever there is any conflict  between any provisions  contained herein and any
present or future  statute,  law,  ordinance  or  regulation,  the latter  shall
prevail;  but the  provision  of this  Agreement  which  is  affected  shall  be
curtailed  and  limited  only to the  extent  necessary  to bring it within  the
requirements  of the law,  and the  remainder  of this  Agreement  shall  not be
affected thereby.

                      (c) Further  Assurances.  Each of the parties hereto shall
execute  and  deliver  any  and  all  additional  papers,  documents  and  other
assurances,  and shall do any and all acts and things  reasonably  necessary  in
connection with the performance of their obligations hereunder, to carry out the
intent of the parties hereto.

                      (d)  Modification or Amendments.  No amendment,  change or
modification of this Agreement  shall be valid,  unless in writing and signed by
all the parties hereto.

                      (e)  Successors   and  Assigns.   All  of  the  terms  and
provisions  contained  herein shall inure to the benefit of and shall be binding
upon the  parties  hereto and their  respective  heirs,  legal  representatives,
successors and assigns.  Notwithstanding the foregoing,  no party may assign his
rights or obligations hereunder without the express written consent of the other
parties  hereto,  except that CMNN may assign its  obligations  hereunder to any
subsidiary or affiliate of CMNN.

                      (f) Entire  Agreement.  This Agreement,  together with its
exhibits, constitutes the entire understanding and agreement of the parties with
respect to its subject matter, and effective upon the Closing, any and all prior
agreements, understandings or representations with respect to its subject matter
are hereby terminated and canceled in their entirety and are of no further force
or effect.

                      (g) Non-Waiver.  No waiver by any party hereto of a breach
of any provision of this Agreement shall constitute a waiver of any preceding or
succeeding breach of the same or any other provision hereof.

                      (h) Counterparts. This Agreement may be executed in one or
more counterparts,  each of which shall be deemed an original,  but all of which
together shall constitute one and the same instrument.

                                       9

<PAGE>


                      (i) Number and Gender.  In this Agreement,  the masculine,
feminine or neuter  gender,  and the  singular or plural  number,  shall each be
deemed to include the others whenever the context so requires.

                      (j) Captions.  The captions  appearing at the commencement
of the sections  hereof are  descriptive  only and for convenience in reference.
Should  there be any  conflict  between any such  caption and the section at the
head of which it appears,  the section and not such  caption  shall  control and
govern in the construction of this Agreement.

                      (k) Expenses.  Each of the parties shall pay all of his or
its own costs,  legal fees,  accounting fees, and any other expenses incurred or
to be incurred by it or him in  negotiating  and preparing this  Agreement,  and
closing and carrying out the transactions contemplated by this Agreement.

                      (l)  Parties  in  Interest.  Nothing  in  this  Agreement,
whether  express or implied,  is intended to confer any rights or remedies under
or by reason of this  Agreement on any persons  other than the parties and their
respective successors and assigns, nor is anything in this Agreement intended to
relieve or discharge  the  obligation  or liability of any third  persons to any
party to this Agreement, nor shall any provision give any third person any right
of subrogation or action over or against any party to this Agreement.

                      (m)  Exhibits.  All  exhibits  attached  hereto are hereby
incorporated by reference.

               IN  WITNESS  WHEREOF,  the  parties  hereto  have  executed  this
Agreement as of the date and at the place first above written.


"Liew":


                                                  ------------------------------
                                                  Bryan Liew

"CMNN":                                           Communicate.com Inc., a Nevada
                                                  corporation


                                                  By
                                                    ----------------------------
                                                  Its
                                                     ---------------------------



                                       10


<PAGE>


                               CONSENT OF [SPOUSE]

                  The undersigned spouse of Bryan Liew acknowledges and consents
(a) to the execution of the foregoing Agreement, together with its exhibits, and
the  consummation of the  transactions  contemplated  thereby,  and (b) that the
foregoing Agreement, together with its exhibits, constitutes a relinquishment of
any of her  community  property or other  interest in the Liew Stock in exchange
for the consideration recited therein.

                                                  ------------------------------










                                       11

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                                    EXHIBIT A

                              DOMAIN NAMES AND URLS








                                       12

<PAGE>


                                    EXHIBIT B

                      ASSIGNMENT SEPARATE FROM CERTIFICATE

         For value received, the undersigned hereby sells, assigns and transfers
to  Communicate.com,  Inc., a Nevada  corporation  Eleven  Million Seven Hundred
Fourteen   Thousand   eighty   (11,714,080)   shares  of  the  common  stock  of
Communicate.com,  Inc.,  an Alberta  corporation,  standing in the name of Bryan
Liew on the  books of said  corporation  represented  by  certificate  number(s)
_____,   and  herewith  and  do  hereby   irrevocably   constitute  and  appoint
_________________________  attorney to  transfer  the said stock on the books of
the within named Corporation with full power of substitution.

Dated:
       ---------------------------           -----------------------------------
                                             Bryan Liew










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