Exhibit 4.0
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                             SUBSCRIPTION AGREEMENT
                 (for completion by non-United States residents)

                             ELEVATED CONCEPTS, INC.
                 5 Revere Drive, Suite 200, Northbrook, IL 60062
                              Phone: (847) 509-5884
                               Fax: (847) 205 5330

1. Subscription. The undersigned (the "Purchaser") hereby irrevocably subscribes
for and agrees to purchase  the number of shares of common  stock in the capital
of Elevated Concepts, Inc. (the "Company"), a Nevada company,  disclosed on page
5 of this  Agreement  at a price of US$0.008 per share for the  aggregate  price
disclosed on page 5 of this Agreement  (U.S.  dollars) (the  "Funds").  Together
with this Subscription Agreement, the Purchaser is delivering to the Company the
full  amount of the  purchase  price for the  Shares in  respect  of which it is
subscribing.

2. Terms.  The Company is offering a minimum of 4,000,000 and up to a maximum of
50,000,000  shares of common stock (the  "Offering").  Funds from this  Offering
will be placed in a separate, non-interest bearing bank account. This account is
not an escrow, trust or similar account. The Company will hold the Funds in this
account until the Company receives a minimum of $32,000, at which time the Funds
will be appropriated by transferring to the Company's current bank account.  Any
Funds received by the Company  thereafter will be immediately  available for the
Company use.

If the Company does not receive the minimum amount of $32,000 within 180 days of
the effective date of the Company  Prospectus,  or within an additional 90 days,
if the Company extends the offering period,  all Funds will be promptly returned
to the Purchasers  acquiring  shares in this Offering without a deduction of any
kind. During the 180 day period and possible  additional 90 day period, no funds
will be  returned  to the  Purchasers  acquiring  shares in this  Offering.  The
Purchasers  acquiring  shares in this Offering will only receive a refund of the
the Funds if the Company does not raise a minimum of $32,000  within the 180 day
period  referred to above,  which could be expanded by an  additional 90 days at
the Company's discretion for a total of 270 days.

Officers,  Directors,  affiliates or anyone involved in marketing of the Company
shares will not be allowed to purchase  shares in the  Offering.  The  Purchaser
will not have the right to  withdraw  the  subscription  funds  advanced  to the
Company  during the Offering  period of up to 270 days.  The Purchaser will only
have the  right to have the funds  returned  if the  Company  does not raise the
minimum amount of the Offering, or if there is a material change in the terms of
the  Offering.  The  following  are  material  changes  that would  entitle  the
Purchaser to a refund of the Funds:

   - a change in the offering price;
   - a change in the minimum sales requirement;
   - a change in the amount of proceeds necessary to release the funds held in
     the separate bank account;
   - a change to allow sales to affiliates in order to meet the minimum sales
     requirement;  and
   - an extension of the offering period beyond 270 days.

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If any of the above material  changes occur, a new offering may be made by means
of a post-effective amendment.

2.  Representation  and  Warranties  of the  Purchaser:  In order to induce  the
Company  to accept  this  subscription,  the  Purchaser  hereby  represents  and
warrants to, and covenants with, the Company as follows:

A. The Purchaser is purchasing the Shares for the  Purchaser's  own account (not
as a nominee  or agent)  for  investment  purposes  and not with a view  towards
resale  or  distribution  of any part  thereof.  The  Purchaser  has no  present
arrangement  or  intention  to  sell  or  distribute  the  Shares,  or to  grant
participation  in  the  Shares.  The  Purchaser  does  not  have  any  contract,
undertaking, agreement or arrangement with any person to sell, transfer or grant
participation to such person, or to any third person, with respect to any of the
Shares sold hereby;

B. The Purchaser has had the  opportunity to ask and receive  answers to any and
all questions the Purchaser had with respect to the Company,  its Business Plan,
Management and current financial condition.  The Purchaser acknowledges that the
Company is newly  organized,  does not have an  operating  history,  will likely
require  additional  capital to complete its business  plan and that there is no
assurance  that the  Company  can  obtain  additional  capital  or  successfully
complete its Business Plan;

C. The Purchaser is an accredited  investor and has such knowledge and expertise
in financial  and business  matters that the  Purchaser is capable of evaluating
the merits and risks  involved in an investment  in the Shares and  acknowledges
that an investment in the Shares entails a number of very significant  risks and
the  Purchaser  is able to  withstand  the  total  loss of its  investment.  The
Purchaser  acknowledges  that the Company has  recommended  that each  Purchaser
obtain  independent  legal and financial advice prior to subscribing,  including
but not limited to advice as to the  legality  of any resale of the  Shares,  as
well as the suitability of the investment for the Purchaser;

D. Except as set forth in this Agreement,  no representations or warranties have
been made to the Purchaser by the Company or any agent, employee or affiliate of
the Company and in entering into this  transaction  the Purchaser is not relying
upon any information, other than that contained in this Agreement and the result
of independent investigation by the Purchaser;

E. The Purchaser has full power  and  authority  to  execute  and  deliver  this
Agreement and to perform its  obligations hereunder, and  this  Agreement  is  a
legally binding obligation of the Purchaser enforceable against the Purchaser in
accordance with its terms;

F. The Purchaser is not purchasing the Shares as a result of  any  advertisement
of the offering of the Shares;

G. This  subscription for the Shares has not been induced by any representations
or warranties by any person whatsoever with regard to the future  value  of  the
Company's securities;

H. The Subscriber is not a "U.S. Person" as defined by Regulation S of  the  Act
and is not acquiring the Shares for the account or  benefit  of a U.S. Person. A
"U.S. Person" is defined by Regulation S of the Act to be any person who is:

  (a) any natural person resident in the United States;

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  (b) any partnership or corporation organized or incorporated under the laws of
      the United States;

  (c) any estate of which any executor or administrator is a U.S. person;

  (d) any trust of which any trustee is a U.S. person;

  (e) any agency or branch of a foreign entity located in the United States;

  (f) any non-discretionary account or similar account (other than an estate  or
      trust) held by a dealer or other fiduciary organized, incorporate,  or (if
      an individual) resident in the United States; and

  (g) any partnership or corporation if:

       1. organized or incorporated under the laws of any foreign  jurisdiction;
          -and

       2. formed by a U.S. person principally for the purpose  of  investing  in
          securities not registered under the Act, unless  it  is  organized  or
          incorporated,and owned, by accredited investors [as defined in Section
          230.501(a) of the Act] who are not natural persons, estates or trusts.

I. The Purchaser agrees not to engage in hedging transactions with regard to the
   Shares unless in compliance with the Act; and

J. The  Purchaser  agrees to execute  an  agreement  imposing   restrictions  on
   transfer of the Shares in the form the Company requires.

3. Representations of the Company:  The Company represents and warrants  to  the
Purchaser that:

A. The Company is duly incorporated under the laws of the State of Nevada and is
in good standing in accordance with all applicable federal and state laws;

B. The execution,  delivery and performance of this Agreement by the Company and
the  performance of its  obligations  hereunder do not and will not constitute a
breach or  violation  of any of the terms and  provisions  of, or  constitute  a
default  under or conflict  with or violate any  provisions of (i) the Company's
Articles of  Incorporation  or By-laws,  (ii) any indenture,  mortgage,  deed of
trust,  agreement or any  instrument to which the Company is a party or by which
it or any of its property is bound,  (iii) any applicable statute or regulation,
or (iv) any  judgment,  decree or order of any court or  government  body having
jurisdiction over the Company or any of its property;

C. The execution,delivery and performance of this Agreement and the consummation
of the issuance  of  the  Shares  and  the  transactions  contemplated  by  this
Agreement  are  within  the  Company's  corporate  powers  and  have  been  duly
authorized  by  all  necessary corporate and stockholder action on behalf of the
Company;

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D. There is no action, suit or proceeding before or by any court or governmental
agency or body,  domestic or foreign,  now pending or, to the  knowledge  of the
Company,  threatened  against or affecting the Company or any of its properties,
which might result in any material adverse change in the condition (financial or
otherwise) or in the  earnings,  business  affairs or business  prospects of the
Company, or which might materially and adversely affect the properties or assets
thereof;

E. The  Company  is not in  default  in the  performance  or  observance  of any
material obligation  agreement,  covenant or condition contained in any material
indenture,  mortgage, deed of trust or other material instrument or agreement to
which it is a party or by which it or its property may be bound; and neither the
execution,  nor the delivery by the Company,  nor the performance by the Company
of its  obligations  under this  Agreement  will  conflict with or result in the
breach or  violation  of any of the terms or  provisions  of,  or  constitute  a
default  or  result in the  creation  or  imposition  of a lien or charge on any
assets or  properties  of the Company  under any material deed of trust or other
material agreement or instrument to which the Company is party or by which it is
bound or any statute or the Articles of Incorporation or By-laws of the Company,
or any decree, judgment,  order, ruling or regulation of any court or government
agency or body having jurisdiction over the Company or its properties;

F. There is no fact known to the Company (other than general economic conditions
known to the public  generally)  that has not been  disclosed  in writing to the
Purchaser  that (i) could  reasonably  be  expected  to have a material  adverse
effect on the condition  (financial  or otherwise) or on the earnings,  business
affairs, business prospects,  properties or assets of the Company, or (ii) could
reasonably  be expected to materially  and  adversely  affect the ability of the
Company to perform its obligations pursuant to this Agreement.

4. Non-Binding Until Accepted:  The Purchaser understands that this subscription
is not binding upon the Company until the Company  accepts it, which  acceptance
is at the sole discretion of the Company and is to be evidenced by the Company's
execution of this Agreement where indicated. The funds advanced by the Purchaser
cannot be used by the Company  until the Company has accepted  the  subscription
and has executed this Agreement.

5. Non-Assignability:  Neither  this  Agreement  nor  any  of  the rights of the
Purchaser hereunder may be transferred or assigned by the Purchaser.

6. Modification/Entire  Agreement:  This Agreement (i) may only be modified by a
written instruction  executed by the Purchaser and the Company;  (ii) sets forth
the entire  agreement  of the  Purchaser  and the  Company  with  respect to the
subject  matter  hereof;  and (iii) shall enure  heirs,  legal  representatives,
successors and permitted assigns.

7. Governing Law: This Agreement  will be construed  and enforced in  accordance
with and governed by the laws of the State of Nevada.

8. Notices:  All  Notices or other communication  hereunder  shall be in writing
and shall be deemed to have been duly given if  delivered  personally (including
courier service) or mailed by  certified  or  registered  mail,  return  receipt
requested, postage prepaid.

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IN WITNESS  WHEREOF the  Purchaser  has executed  this  Securities  Subscription
Agreement on the date set forth below.

The Subscriber hereby offers to subscribe for            Shares on the terms and
conditions of this Agreement and agrees to pay the Funds and delivers herewith a
certified check, money order or bank draft in the sum of $           (U.S.) made
payable to the Company.

DATED:
      ----------------

                   (sign below if Subscriber is an individual)


SIGNED, SEALED AND DELIVERED
by the Subscriber in the presence of:
                                       )-------------------------------------
                                       )Signature of the Subscriber
---------------------------------------)
                                       )
                                       )-------------------------------------
---------------------------------------)Printed Name of Subscriber
                                       )
                                       )
                                       )-------------------------------------
                                        Residential Address of Subscriber




                   (sign below if Subscriber is a corporation)


EXECUTED by
                                       )
----------------------------           )-------------------------------------
in the presence of:                    )per:
                                       )
                                       )-------------------------------------
---------------------------------------)Authorized Signatory
Witness




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Acceptance by the Company
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This Agreement is accepted by the Company as of the     day of       ,         .
                                                   -----      ------- ---------

                                               ELEVATED CONCEPTS, INC.

                                               per:
                                               ---------------------------
                                               Authorized Signatory

















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