SHARE  PURCHASE  AGREEMENT

THIS AGREEMENT made as of the 23rd day of April, 2001

BETWEEN :

                             1472311 ONTARIO LIMITED

                      (hereinafter called the "Purchaser")
                                                               OF THE FIRST PART
                                     - and -

                            INFORMATION HIGHWAY, INC.

                        (hereinafter called the "Vendor")
                                                              OF THE SECOND PART

WHEREAS:

1.   The  Vendor  is  the  registered  and  beneficial owner of 3,115,000 Common
     Shares  (the  "Purchased  Shares")  in  the  capital  stock  of  YESIC
     Communications,  Inc.  (the  Company");

2.   The  Purchaser  wishes to purchase from the Vendor and the Vendor wishes to
     sell  to  the  Purchaser,  the  Purchased  Shares;

3.   Purchaser  shall  assume  all  responsibility for all the operations of the
     Company.

NOW  THEREFORE  in consideration of the mutual covenants herein contained and of
other good and valuable consideration, the receipt and sufficiency of which each
of the parties hereto hereby acknowledges, the parties hereto covenant and agree
as  follows:

                                    ARTICLE I

                            DEFINITIONS AND SCHEDULES

1.1  In  this  agreement, the following words and terms shall have the following
     meanings:

(a)     "Accounts  Payable" means all accounts payable and all other liabilities
and  indebtedness  owed  by  the  Company  as  at  April  23, 2001, save for the
Shareholder's Loan"; and, "Accounts Receivable" means the accounts receivable of
the  Company  as  at  April  23,  2001;

(b)     "Agreement",  "hereto",  "hereof",  "herein", "hereby", "hereunder", and
similar  expressions  mean  this  agreement  together with all Schedules annexed
hereto,  as  they  may  be  amended  from  time  to  time;

(c)     "Business"  means  the  business of an internet service provider and web
hoster;

(d)     "Business  Day"  means  a  day  on  which banks open for business in the
Province  of  Ontario;


<PAGE>
(e)     "Business  Information" means all financial and business information and
data relating to the Company, its customers, clients, consultants and employees,
including, without limitation, customer and client lists, business and marketing
plans  and  strategies  of  the  Company;

(f)     "Closing"  means  the completion of the purchase by the Purchaser of the
Purchased  Shares  as  provided  for  in  this  Agreement;

(g)     "Closing  Date" means April 24, 2001, or such other date, as the parties
may  agree  upon  as  the  date  on  which  the  Closing  shall  take  place;

(h)     "Consultant's  Contract"  means any contract, verbal or in writing, with
any  person, firm or corporation wherein any such person, firm or corporation is
to  provide  any  services  to  the  Company  for the operation of the Business;

(i)     "Encumbrances"  means  mortgages,  charges, pledges, security interests,
liens,  encumbrances,  trust  deeds, debentures bonds or any indebtedness of any
nature;

(j)     "Financial  Statements"  means  the complete financial statements of the
Company  for  the  two  fiscal  years  ending  May  31,  1999  and May 31, 2000;

(k)     "Governmental  Charges"  means  and includes all income taxes, corporate
taxes,  capital  taxes,  custom duties, goods and services tax, provincial sales
taxes,  rates,  levies,  assessments,  reassessments and other charges, together
with  all  penalties,  interest  and  fines with respect thereto, payable to any
federal,  provincial,  municipal,  local  or  other  government  or governmental
agency,  authority,  board,  bureau  or  commission,  domestic  or  foreign;

(l)     "Purchased Shares" means all of the issued and outstanding common shares
of  the  Company,  being  of  3,115,000  Common  Shares;

(m)     "Real  Property  Leases"  means  all  leases  of premises from where the
Company  carries  on  its  Business;

(n)     "Shareholder's  Loan"  means the loan outstanding to the Vender from the
Company  in  the  sum  of  $1,000,000;

(o)     "Telephone  Equipment Supply Contracts" means all contracts; both verbal
and in writing pertaining to the supply of telephone lines and digital services,
and include all contracts, verbal and in writing with Bell Canada and A. T. & T.
Canada  and  any  of  their  respective  affiliates;

(p)     "Time  of  Closing" means 5:00 P.M. Toronto time on the Closing Date, or
such  other  time  as  is  mutually  agreed  upon  by  the  parties  hereto.

All  Dollar  amounts referred to in this Agreement, including any Schedules, are
in  Canadian  funds.

1.2     The  following  Schedules,  whether  or  not attached hereto, are hereby
incorporated  in  this  Agreement by reference and are deemed to be part hereof;


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<PAGE>
     Schedule  "C"          -          Accounts  Payable
     Schedule  "D"          -          Accounts  Receivable
     Schedule  "E"          -          Real  Property  Leases
     Schedule  "F"          -          Equipment  Leases
     Schedule  "G"          -          Employees
     Schedule  "H"          -          Consultants  Contracts
     Schedule  "K"          -          Telephone Equipment Supply Contracts
     Schedule  "L"          -          Banking  Particulars

                                    ARTICLE 2

                               PURCHASE OF SHARES

2.1  Subject  to  the  terms  and  conditions  hereof,  the  purchaser agrees as
     follows;

     2.1.1 to purchase and the Vendor agrees to sell, assign and transfer to the
          Purchaser,  the  Purchased  Shares  at  the  Time  of  Closing;

     2.1.2  If,  after  the Closing Date, the Company makes a public offering of
          its  shares or if the shareholders of the Company sell the outstanding
          shares  of  the  Company  to  a  public  or private company, or if the
          Company  is  vended into a public company, the Vendor will receive 25%
          of  the  after  tax  profits in the case of any sale or 25% of the net
          proceeds  in  the  case  of  a  public  offering as a repayment of the
          Vendor's Shareholder's loan up to a maximum amount of $1,000,000 after
          repayment  of  any of the purchaser's shareholder's loans and invested
          capital  subject  to  paragraph  2.1.3.  This  paragraph  will  not be
          applicable  in  the  event that the Purchaser made a private placement
          offering  to raise funds for operations, however, any new shareholders
          would  be  bound  by  the  terms  of  this  agreement;

     2.1.3  Other  than  as  described  in  2.1.2  above, there will be no other
          payments  due to the Vendor during the 24 months immediately following
          closing.  On  the  later  of (i) thirty days after the last day of the
          fiscal year in which the Company achieves a Retained Earnings position
          of  $100,000  as reflected on its' Financial Statements for the fiscal
          year  end  or  (ii) thirty days after the second fiscal year end after
          the  closing,  and  upon thirty days after each fiscal year thereafter
          and  until such time as the Vender has received the sum of $1,000,000,
          the  Company  will  pay  to the Vendor the sum of 25% of the Company's
          profit after tax as reflected on the Company's Financial Statements as
          a  repayment  of the Vendor's shareholder's loan after adding back any
          salaries paid to the directors and after deduction of any shareholders
          loans  made  by  the  Purchaser;

     2.1.4  The  maximum  amount  to be paid to the Vendor under both paragraphs
          2.1.2  and  2.1.3 is $1,000,000. Any remaining balance of the Vendor's
          shareholder's  loan  will  be  transferred  to the Purchaser after the
          Vendor  receives  the  cumulative  amount  of  $1,000,000 under either
          paragraph  2.1.2,  2.1.3  or  a  combination  of  both  of  them.

     2.1.5  if  there  is  any  dispute,  it  shall  be settled by the Company's
          accountants  or  auditors;

2.2  On  closing,  the  Vendor  shall  pay  the Purchase Price for the Purchased
     Shares  shall  be  the


                                        3
<PAGE>
     aggregate  sum of Ten Dollars ($10.00)(the "Purchase Price"), such Purchase
     Price  to  be  paid  on  closing  to  the  Vendor by way of cash or cheque.

2.3  Vendor agrees to cooperate with Purchaser with respect to the Shareholder's
     Loan  in order to facilitate any proposal to creditors subject to the terms
     and conditions of paragraphs 2.1.2, and 2.1.3, and 2.1.4 of this agreement,
     and  the  Vendor assigns the Purchaser the rights to vote on its' behalf on
     any  proposal  to  the  creditors;

2.4  The  Vendor agrees that the Purchaser shall be entitled to reimbursement of
     those  funds  that  Purchaser  has  advanced  to  the  Company prior to the
     disbursement  of  the 25% proceeds to the to the Vendor as set out in 2.1.2
     and  2.1.3  above.

                                    ARTICLE 3

                            ASSURANCES OF THE VENDOR

3.1     The  Vendor  cannot  guarantee the accuracy of the following information
contained  in  this  section  3.1.  However,  the Vendor can and shall offer its
assurance  and  shall provide reasonable efforts to cooperate with the Purchaser
to  confirm  or  assist  the  Purchaser  with its due diligence of the following
information.  In consideration of the aforementioned caveat, the Vendor advises,
to  the  beat  of  its  knowledge,  as  follows:

     3.1.1 the authorized capital of the Company consists of an unlimited number
          of  Common  Voting  Shares  ("Common  Shares").  The  Company  was
          incorporated  pursuant  to  the  Canada  Business Corporations act and
          Articles  of  Incorporation  in  respect of the Company were issued on
          February,  23,  1996;

     3.1.2  the Purchased Shares are owned by the Vendor as the beneficial owner
          thereof, with good and marketable title thereto, free and clear of all
          Encumbrances,  whatsoever.  There  are  no other shares of the Company
          which  are  issued  and outstanding and none shall be issued as at the
          Time  of  Closing,  other  than  the  Purchased  Shares;

     3.1.3  the  Company  has  no  subsidiaries  or  agreements of any nature to
          acquire  any  shares  or  securities  of  any  corporation  or person;

     3.1.4 this Agreement has been duly executed and delivered by the Vendor and
          is  a  valid  and  binding  obligation  of  the  Vendor enforceable in
          accordance with its terms. The entering into of this Agreement and the
          transactions  contemplated  hereby will not result in the violation of
          any of the terms and provisions of the constating documents or by-laws
          of  the Company or, of any indenture, order, judgment, decree or other
          agreement,  written or oral, to which the Company or the Vendor may be
          a  party;

     3.1.5  there  is no action, litigation, enquiry, investigation, arbitration
          proceeding  or Governmental proceeding, in progress or pending against
          or relating to the Vendor which affects the ownership of the Purchased
          Shares  owned  by such Vendor or the ability of the Vendor to complete
          the  transactions contemplated by this Agreement. The Company is not a
          party  to,  bound  or  affected  by  or  subject  to  any  agreement,
          instrument,  order,  judgment  or  law  which  would  be  violated,
          contravened  or breached by, or under which any default would occur as


                                        4
<PAGE>
          a  result  of,  the  execution  and  delivery of this Agreement or the
          performance  of  any  of  the  terms  of  this  Agreement;

     3.1.6  to the best of Vendor's knowledge, the Company is not a party to any
          litigation  either as plaintiff or defendant and there are no actions,
          suits  or  proceedings  with  the  exception  of  UUnet which has been
          previously  disclosed  to the Purchaser (whether or not purportedly on
          behalf  of  the Company pending or threatened against or affecting the
          Company  or  before  or by any federal, provincial, municipal or other
          governmental  department,  commission,  board,  bureau,  agency  or
          instrumentality,  domestic  or  foreign);

     3.1.7  The  Vendor  is  a  Washington  Corporation,

     3.1.8  The  only  director  of  the  Company is John Robertson and the only
          officers  of  the  Company  are  the  President  and CEO, held by John
          Robertson,  Secretary,  held  by  Jennifer  Lorette,  and  the  Vice
          President,  Operations,  held  by  Jack  Wasserman;

     3.1.9  at  the  Time of Closing, the Vendor shall deliver to the Purchaser,
          (i) Schedule "C", which is an up-to-date list of all Accounts Payable,
          to  the  best  of  the knowledge of the Vendor, and (ii) Schedule "D",
          which is an up-to-date list of all Accounts Receivable, to the best of
          the  knowledge  of  the  Vendor;

     3.1.10  the Company is a tenant pursuant to real Property Leases at 16 Four
          Seasons  Place,  Toronto,  Ontario, namely Suite 108, Building 17. The
          said  Real  Property  Leases,  particulars of which are referred to in
          Schedule  "E", may also include other leases which shall be set out in
          Schedule  "E";

     3.1.11  there  are no undeclared dividends of the Company outstanding as at
          the  date  hereof  and no dividends shall be declared or paid by or on
          behalf  of  the  Company;

     3.1.12  save for the Shareholder's Loan, no monies or compensation shall be
          outstanding  to  any  shareholder  of  the Company or to any director,
          officer,  former  director  or  officer or to any party not dealing at
          arm's  length with the Corporation, as at the Time of Closing. Without
          the  consent,  in  writing of the Purchaser, no loans shall be made to
          the  Company  from  and  after  the  date  hereof  by  any  party;

     3.1.13 to the best of the knowledge of the Vendor, the Equipment Leases are
          referred  hereto  in  Schedule "F" are all the material leases for the
          Company;

     3.1.14 to the best of the Vendor's knowledge, the Company is not a party to
          any  written  employment  agreement  relating  to  any employee of the
          Business. To the best of the knowledge of the Vendor, the Company does
          not have any employee who cannot be dismissed on such period of notice
          as  is  required  by  law  in  respect  of  a  contract of hire for an
          indefinite  term.  To  the  best  of  the knowledge of the Vendor, the
          Company  has  not  entered into any agreement with any labour union or
          employee  association  and has not made any commitment to or conducted
          negotiations  with  any  labour  union  or  employee  association with
          respect  to  any  future  agreement,  nor  is the Company party to any
          pension  agreement  or  any  employee  benefits  program or agreement.
          Schedule  "G" contains a list of the names and titles of all personnel


                                        5
<PAGE>
          employed  by  the  Company  with  particulars  of  their positions and
          salaries  and  any  applicable  bonus  entitlement;

     3.1.15  Schedule  "H" is a list of the Consultants Contracts to the best of
          the  knowledge  of  the  Vendor,  pertaining  to  the  Business;

     3.1.16  the Vendor shall deliver to the Purchaser, the Financial Statements
          for  the  prior  two  fiscal  periods  of  the  Company;

     3.1.17  the  conduct  of  the  Business does not infringe upon the upon the
          patents, trademarks, trade names or copyrights, domestic or foreign of
          any  other  person,  firm  or  corporation  and  no  notice  of  any
          infringement has ever been received or brought to the attention of the
          Vendor.  The  Company  is  not  party  to  any  technology  licenses;

     3.1.18  Schedule "K" is a list of all Telephone Equipment Supply Contracts,
          including  all particulars pertaining thereto, including, commencement
          and termination dates, payments required to be made thereunder and any
          arrears  of  payments.  In additions copies of all Telephone Equipment
          Supply  Contracts  shall  be  delivered  to  the  Purchaser;

     3.1.19 No party whatsoever is entitled to any finder's fee or other payment
          compensation  from  the  Purchaser  or  the  Company in respect of the
          transactions  contemplated  by  this  Agreement;

     3.1.20  Schedule  "L"  contains,  to  the best of the Vendor's knowledge, a
          listing  of all Safety Deposit Boxes and Bank Accounts of the Company,
          including,  names  of  signing officers or individuals, Safety Deposit
          Boxes  and  Bank  Account numbers. No changes affecting the banking or
          safety  deposit  box arrangements of the Company will be made nor will
          any  new bank accounts or safety deposit boxes be opened nor powers of
          attorney granted prior to the Time of Closing, without the consent, in
          writing  of  the  Purchaser;

     3.1.21  The  Vendor  recognizes that a change in control of the Company may
          necessitate  a  new  year  end;  accordingly,  the  Vendor  agrees  to
          co-operate fully with the Purchaser in providing all information which
          the  Purchaser  may  require  as  a  result  of the change in control;

     3.1.22  In addition to any other deliveries and Schedules to be provided to
          the  Purchaser by the Vendor, the Vendor agrees to give its reasonable
          effort  to  deliver  to  the  Purchaser  the  following:

          (i)     the  Company's general ledger for the past twelve months;
          (ii)    2000  year  T4's  and  T4  Summary;  and
          (iii)   Bank  Reconciliation  for  past two months;
                    (iv)    an up  to date trial balance for the Company;
                    (v)     GST returns for the last 6 filings;

     3.1.23  the  Purchaser  and its representatives shall be entitled to obtain
          customers  list  of  the


                                        6
<PAGE>
          Business  and  make  such  enquires  of  staff  as  deemed  necessary;



                                   ARTICLE  4

                                    CLOSING

4.1     The  Vendor shall give its assurance to provide its reasonable effort to
provide  the  Purchaser  on  or  before the Closing Date that it will do or will
cause  to  be  done  the  following;

     4.1.1  transfer the Purchased Shares to the Purchaser, including taking all
          necessary  steps  and  proceedings  to  permit  same  to  be  duly and
          regularly  transferred  to  the  Purchaser;

     4.1.2  provide  Purchaser with evidence of indebtedness reasonably required
          by  the Purchaser of the Shareholder's Loan to the Purchaser, together
          with,  together  with  confirmation  of indebtedness by the Company in
          form  required  by  the  Purchaser;

     4.1.3  execute  such  resignations, resolutions and other documentation and
          assurances,  as  may  be  required by the Purchaser, to give effect to
          this  Agreement;

     4.1.4 the Vendor shall deliver, at the Time of Closing, resignations of all
          existing  directors  and  officers  of the Company, share certificates
          representing  the  Purchased  Shares  duly endorsed as required by the
          Purchaser,  all  books  and  record  of  the  Company  required by the
          Purchaser,  all  books  and  records  of  the  Company required by the
          Purchaser,  an undertaking of the Vendor undertaking to deliver to the
          Purchaser,  at  the  Purchaser's request, without const, all books and
          records  of  the  Company,  not delivered on Closing and to co-operate
          fully  with  the  Purchaser  as  regards  all maters pertaining to the
          Business,  a  release  of  all claims in favor of the Company, in form
          satisfactory  to  the  Purchaser;

     4.1.5  the  Vendor  shall  deliver on Closing, such other documentation and
          things  as  may  reasonable  required  by  the  Purchaser;


                                    ARTICLE 5

                                     NOTICES

5.1     Any  notice  or  other documents required or permitted to be given under
this  Agreement  shall  be in writing and shall be delivered, mailed by pre-paid
mail,  or  sent  by  facsimile transmission addressed to the party or parties to
whom  it  is  to be given at the address shown below or at such other address or
addresses  as  the  party  or  parties to whom such writing or document is to be
given  shall  have  last  notified  all  other  parties  in  accordance with the
provisions  of  this  paragraph;

(a)  if to the Purchaser, at:

          292  Sheppard  Avenue  West
          Suite  200


                                        7
<PAGE>
          Toronto,  Ontario
          M2N  1  N5

          Attention:  David  Danziger
          Facsimile  No:  416-730-8382



          With  a  copy  to  :

          Brown,  Peck  &  Lubelsky
          Barristers  and  Solicitors
          5287 Yonge Street
          Toronto,  Ontario
          M2N  5R#

          Attention:  Isaac  Peck
          Facsimile  No:  416-223-8485

(b)  if  to the Vendor, at:

          #185-10751  Shellbridge  Way
          Richmond,  British  Columbia
          V6X2W8

          Attention:  John  Robertson
          Facsimile  No:  604-278-3409

5.2     Any  notice,  designation,  communication,  request,  demand  or  other
document  given  or  sent  or  delivered  as  a  foresaid  shall;

     (a)  if  delivered  as  aforesaid,  he  deemed  to  have been delivered and
     received  on  the  date  of  delivery;

     (b)  if sent by mail as aforesaid, be deemed to have delivered and received
     on the forth business day following the date of mailing, unless at any time
     between the date of mailing and the fourth business day thereafter there is
     a  discontinuance  or  interruption of regular postal service, where due to
     strike  or  lockout or work slowdown, affecting postal service at the point
     of  dispatch  or delivery or any intermediate point, in which case the same
     shall  be  deemed  to  have been given, sent, delivered and received in the
     ordinary  course  or  the  mails,  allowing  for  such  discontinuance  or
     interruption  of  regular  postal  service;  and

     (c)  if sent by facsimile transmission, be deemed delivered and received on
     the  date  the sender receives the facsimile answer back confirming receipt
     by  the  recipient.


                                        8
<PAGE>
                                    ARTICLE 6

                                     GENERAL

6.1  The  Closing  of  the  transaction  herein  shall take place at the Time of
     Closing  at  the  offices  of  Brown,  Peck  & Lubelsky, 5287 Yonge Street,
     Toronto,  Ontario, M2N 5R3, or such other location as may be agreed upon by
     the  parties.

6.2  Time  shall  be  of  the essence of this Agreement. This Agreement shall be
     read with all changes of gender and number required by the context thereof.

6.3  This  Agreement,  including  all  Schedules  and documents to be delivered,
     constitutes the entire agreement between the parties hereto with respect to
     all of the matters herein and this Agreement may not be amended or modified
     in  any  respect except by written instrument signed by the parties hereto.

6.4  This  Agreement  may be executed in one or more counterparts, each of which
     so  executed  will  constitute  an original and all of which together shall
     constitute  one  and  the  same  agreement.

6.5  This  Agreement shall be construed and enforced in accordance with, and the
     rights  of  the  parties  shall be governed by, the laws of the Province of
     Ontario  and  the  laws  of  Canada  applicable  therein.

6.6  Any  tender  of  documents  or money hereunder may be made upon the parties
     hereto  or their respective counsel and money may be tendered by negotiable
     cheque  payable  in  Canadian  funds  and certified by a Canadian chartered
     bank.

6.7  No  waiver by any party of a breach of any of the covenants, conditions and
     provisions  herein  contained shall be effective or binding upon such party
     unless  the  same shall be expressed in writing and any waiver so expressed
     shall  not  limit  or  affect such party's rights with respect to any other
     future  breach.

6.8  Each  of  the  parties  agrees  to  do  and perform or cause to be done and
     performed  such  further  and  other acts and things as may be necessary or
     desirable  from time to time in order to give full effect to this Agreement
     and  every  part  thereof.

6.9  If any covenant or provision contained herein is determined to be, in whole
     or in part, invalid or unenforceable by reason of any rule of law or public
     policy,  such  invalidity or unenforceability shall not affect the validity
     or  enforceability of any other covenant or provision contained herein and,
     in  the  case  of  partial  invalidity or unenforceability of a covenant or
     provision, such partial invalidity or unenforceability shall not affect the
     validity  or enforceability of the remainder of such covenant or provision,
     and such invalid or unenforceable covenant or provision or portion thereof,
     as  the  case  may  be  ,  shall  be  severable  from the remainder of this
     Agreement.

6.10 The headings of the sections of this Agreement are inserted for convenience
     only  and  do  not  constitute  part  of  this  Agreement.


                                        9
<PAGE>
6.11 The  Purchaser  and  Vendor  agree  that  this Agreement may be executed by
     facsimile  communication,  and  thereafter  treated  as  though  it were an
     original  document.

6.12 This  Agreement  shall  enure  to  the  benefit  of and be binding upon the
     parties  hereto  and  their  respective  permitted  heirs,  legal  personal
     representatives,  successors  and  assigns.

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


SIGNED, SEALED AND DELIVERED
in  the  presence  of:
                                   )
                                   )     INFORMATION  HIGHWAY,  INC.
                                   )
                                   )
                                   )     per:  /s/  John  Robertson         c/s
                                             ------------------------------
                                   )     Name:  John  Robertson
                                   )     Title:  President
                                   )
                                   )
                                   )    I have authority to bind the corporation
                                   )
                                   )
                                   )          1472311  ONTARIO  LIMITED
                                   )
                                   )
                                   )     per:  /s/  David  Danziger         c/s
                                             ------------------------------
                                   )     Name:  David  Danziger
                                   )     Title:  President
                                   )
                                   )
                                   )    I have authority to bind the corporation
                                   )
                                   )


                                       10
<PAGE>