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EXHIBIT 4.5  


VOID (UNLESS EXTENDED) AFTER 5:00 P.M. NEW YORK CITY TIME

ON OCTOBER 30, 2008  


GRAYMARK PRODUCTIONS, INC.

Incorporated Under the Laws of the State of Oklahoma  


 
  REDEEMABLE WARRANTS    
    


WARRANTS        


CUSIP  


SEE REVERSE FOR

CERTAIN DEFINITIONS  


THIS CERTIFIES THAT FOR VALUE RECEIVED 


or
registered assigns, is the registered holder of the number of Redeemable Warrants (the "Warrants") set forth above. Each Warrant entitles the holder thereof to purchase from GrayMark
Productions, Inc., a corporation incorporated under the laws of the State of Oklahoma (the "Company"), subject to the terms and conditions set forth hereinafter and in the Warrant Agreement
hereinafter referred to, one fully paid and non-assessable share of Common Stock, $0.0001 par value, of the Company (the "Common Stock") upon presentation and surrender of this Warrant
Certificate with the instructions for the registration and delivery of Common Stock filled in, at any time prior to 5:00 p.m. New York City time ("close of business"), on October 30,
2008, at the stock transfer office in Kansas City, Missouri, of UMB Bank, N.A., Warrant Agent of the Company ("Warrant Agent") or of its successor warrant agent or, if there be no successor warrant
agent, at the corporate offices of the Company, and upon payment of $2.00 per share or $3.50 following trading of the Common Stock on the OTC Bulletin Board for 18 consecutive months (the "Purchase
Price") and any applicable taxes paid either in cash, or by check, payable in lawful money of the United States of America to the order of the Company. Each Warrant entitles the holder initially to
purchase one share of Common Stock at the Purchase Price. The number and kind of securities or other property for which the Warrants are exercisable are subject to further adjustment in certain
events, such as mergers, splits, stock dividends, recapitalization and the like. Upon not less than 10 trading days' notice (the "Notice Period"), the Company may at its option redeem all unexercised
Warrants for $0.10 per Warrant at any time after (i) the closing sale price of the Common Stock has exceeded 200% of the Purchase Price during any period of at least 20 trading days,
(ii) the Company has an effective registration statement under the Securities Act of 1933, as amended (the "Securities Act"), pertaining to the Common Stock or other securities underlying the
Warrants, and (iii) expiration of the Notice Period before the Expiration Date. In the event the Company exercises its right to redeem the Warrants, the Warrants will be exercisable until close
of business on the business day immediately preceding the date fixed for redemption in such notice. All Warrants not theretofore exercised or redeemed will expire on October 30, 2008. 


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        This
Warrant Certificate is subject to all of the terms, provisions and conditions of the Warrant Agreement, dated as of August     , 2003
(the "Warrant Agreement"), between the Company and the Warrant Agent, to all of which terms, provisions and conditions the registered holder of this Warrant Certificate consents by acceptance hereof.
The Warrant Agreement is incorporated herein by reference and made a part hereof, and reference is made to the Warrant Agreement for a full description of the rights, limitations of rights,
obligations, duties and immunities of the Warrant Agent, the Company and the holders of this Warrant Certificates. Copies of the Warrant Agreement are available for inspection at the stock transfer
office of the Warrant Agent or may be obtained upon written request addressed to the Warrant Agent at its stock transfer office at UMB Bank, N.A., Security Trust Division,
928 Grand Boulevard, 13th Floor, Kansas City, Missouri 64106. 



        The
Company shall not be required upon the exercise of the Warrants evidenced by this Warrant Certificate to issue fractions of the Warrants, Common Stock or other securities, but shall
make adjustment therefor in cash on the basis of the current market value of any fractional interest as provided in the Warrant Agreement. 


        In
certain cases, the sale of securities by the Company upon exercise of the Warrants would violate the securities laws of the United States, certain states thereof or other
jurisdictions. The Company has agreed to maintain the effectiveness of a registration statement during the term of the Warrants with respect to such sales under the Securities Act, and to take such
action under the laws of various states as may be required to cause the sale of securities upon exercise to be lawful. However, the Company will not be required to honor the exercise of Warrants if,
in the opinion of the Board of Directors, upon advice of counsel, the sale of securities upon such exercise would be unlawful. In certain cases, the Company may, but is not required to, purchase
Warrants submitted for exercise for a cash price equal to the difference between the market price of the securities obtainable upon such exercise and the exercise price of such Warrants. 


        This
Warrant Certificate upon surrender to the Warrant Agent, any successor warrant agent or, in the absence of any successor warrant agent, at the corporate offices of the Company, may
be exchanged for another Warrant Certificate or Certificates evidencing in the aggregate the same number of Warrants as the Warrant Certificate or Certificates so surrendered. If the Warrants
evidenced by this Warrant Certificate shall be exercised in part, the holder hereof shall be entitled to receive upon surrender hereof another Warrant Certificate or Certificates evidencing the number
of Warrants not so exercised. 


        No
holder of this Warrant Certificate, as such, shall be entitled to vote, receive dividends or be deemed the holder of Common Stock or any other securities of the Company which may at
any time be issuable on the exercise hereof for any purpose whatever, nor shall anything contained in the Warrant Agreement or herein be construed to confer upon the holder of this Warrant
Certificate, as such, any of the rights of a shareholder of the Company or any right to vote for the election of directors or upon any matter submitted to shareholders at any meeting thereof or give
or withhold consent to any corporate action (whether upon any recapitalization, issuance of stock, reclassification of stock, change of par value or change of stock to no par value, consolidation,
merger, conveyance or otherwise) or to receive notice of meetings or other actions affecting shareholders (except as provided in the Warrant Agreement) or to receive dividends or subscription rights
or otherwise until the Warrants evidenced by this Warrant Certificate shall have been exercised and the Common Stock or other securities purchasable upon the exercise hereof shall have become
deliverable as provided in the Warrant Agreement. 


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        If
this Warrant Certificate shall be surrendered for exercise within any period during which the transfer books of the Common Stock or other class of stock purchasable upon the exercise
of the Warrants evidenced by this Warrant Certificate, are closed for any purpose, the Company shall not be required to make delivery of certificates for shares purchasable upon such transfer until
the date of the reopening of said transfer books. 


        Every
holder of this Warrant Certificate by accepting the same consents and agrees with the Company, the Warrant Agent, and every other holder of a Warrant Certificate that
(i) this Warrant Certificate is transferable on the registry books of the Warrant Agent only upon the terms and conditions set forth in the Warrant Agreement, and (ii) the Company and
the Warrant Agent may deem and treat the person in whose name this Warrant Certificate is registered as the absolute owner hereof (notwithstanding any notation of ownership or other writing thereon
made by anyone other than the Company or the Warrant Agent) for all purposes whatever, and neither the Company nor the Warrant Agent shall be affected by any notice to the contrary. 



        The
Company shall not be required to issue or deliver any certificate for shares of Common Stock or other securities upon the exercise of Warrants evidenced by this Warrant Certificate
until any tax which may be payable in respect thereof by the holder of this Warrant Certificate pursuant to the Warrant Agreement shall have been paid, such tax being payable by the holder of this
Warrant Certificate at the time of surrender. 


        This
Warrant Certificate shall not be valid or obligatory for any purposes until it shall have been countersigned by the Warrant Agent. 



Dated:

GRAYMARK PRODUCTIONS, INC.

/s/ Gray Frederickson

Chairman and Chief Executive Officer

/s/ Mark R. Kidd

Secretary 


Countersigned: 





UMB BANK, N.A.

Security Trust Division

928 Grand Boulevard, 13th Floor

Kansas City, Missouri 64106

By:



Warrant Agent Authorized Signature 





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SUBSCRIPTION

(To Be Executed by the Warrant Holder If He Desires to Exercise the Warrant In Whole or in Part)


To:
GRAYMARK PRODUCTIONS, INC.




	 	 	The undersigned	(	
	)
	 	 	Please insert Social Security or other number of Subscriber
	hereby irrevocably elects to exercise the right of purchase represented by the within Warrant Certificate for, and to purchase thereunder,
                         shares of Common Stock provided for therein and tenders payment herewith to the order of GRAYMARK
PRODUCTIONS, INC. in the amount of $                        . The undersigned requests that certificates for such
shares of Common Stock be issued as follows:





	

Name:	







	Address:	






	Deliver to:	






	Address:	

	and if said number of shares of Common Stock shall not be all the shares of Common Stock purchasable hereunder, that a new Warrant Certificate for the balance remaining of shares of Common Stock purchasable under the within
Warrant Certificate be registered in the name of, and delivered to the undersigned at the address stated below:
	

Address:	







	

Dated:	

                                         
     ,         	

 
	 	Signature	 





	

 	
 	

 (Signature must conform in all respects to the name of Warrant Holder as specified in the case of this Warrant Certificate in every particular, without alteration or any change whatever.)




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ASSIGNMENT

(To be Signed Only Upon Assignment)


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













Warrants evidenced by the within Warrant Certificate, and appoints


 







Attorney to transfer said Warrant Certificate and Warrants on the books of Advantage Marketing Systems, Inc. with the full power of substitution in the premises. 



	

Dated:	

                                         
     ,       	

 





In the presence of: 








	

Signature Guaranteed:	
 	

 	
 	

 (Signature must conform in all respects to the name of Warrant Holder as specified on the face of this Warrant Certificate in every particular, without alteration or any change whatsoever, and the
signature must be guaranteed in the usual manner.)




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REDEEMABLE WARRANTS