EXHIBIT 4.1

                              INZECO HOLDINGS INC.
           INCORPORATED UNDER THE BUSINESS CORPORATIONS ACT (ALBERTA)

                                LEGEND ON REVERSE


                                                 ------------------------
                                                    CUSIP 461918 10 4
                                                 ------------------------

Number

000311       ***C311***                                          Common Shares

                           THIS CERTIFIES THAT

                           IS THE REGISTERED HOLDER OF

                           FULLY PAID AND NON-ASSESSABLE COMMON SHARES IN THE
                           CAPITAL OF

                                         INZECO HOLDINGS INC.

                           TRANSFERABLE ON THE BOOKS OF THE CORPORATION BY THE
                           REGISTERED HOLDER IN PERSON OR BY DULY AUTHORIZED
                           ATTORNEY UPON SURRENDER OF THIS CERTIFICATE PROPERLY
                           ENDORSED.
                           THE CLASS OF SHARES REPRESENTED BY THIS CERTIFICATE
                           IS SUBJECT TO CERTAIN RIGHTS, PRIVILEGES,
                           RESTRICTIONS AND CONDITIONS. THE CORPORATION WILL
                           FURNISH TO A SHAREHOLDER, ON DEMAND AND WITHOUT
                           CHARGE, A FULLY COPY OF THE TEXT OF THE RIGHTS,
                           PRIVILEGES, RESTRICTIONS AND CONDITIONS ATTACHED TO
                           EACH CLASS OF SHARES AUTHORIZED TO BE ISSUED AND TO
                           EACH SERIES IN SO FAR AS THEY HAVE BEEN FIXED BY THE
                           DIRECTORS, AND THE AUTHORITY OF THE DIRECTORS TO FIX
                           THE RIGHTS, PRIVILEGES, RESTRICTIONS AND CONDITIONS
                           OF SUBSEQUENT SERIES.
                           THIS CERTIFICATE IS NOT VALID UNTIL COUNTERSIGNED AND
                           REGISTERED BY THE TRANSFER AGENT AND REGISTRAR OF THE
                           CORPORATION.
                           IN WITNESS WHEREOF THE CORPORATION HAS CAUSED THIS
                           CERTIFICATE TO BE SIGNED BY THE FACSIMILE SIGNATURES
                           OF ITS DULY AUTHORIZED OFFICERS.

                           DATED:

             COUNTERSIGNED AND REGISTERED
                                                                 --------------
             MONTREAL TRUST COMPANY OF CANADA, Calgary, Alberta    PRESIDENT


                             TRANSFER AGENT AND REGISTRAR


- -------------------------------------------------------------------------------
                                 AUTHORIZED SIGNATURE       SECRETARY-TREASURER

       THE SHARES REPRESENTED BY THIS CERTIFICATE ARE TRANSFERABLE AT THE
       OFFICES OF MONTREAL TRUST COMPANY OF CANADA, CALGARY, ALBERTA.










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

                            PLEASE INSERT SOCIAL INSURANCE NUMBER
                   ----------------------------------------------

                   ----------------------------------------------
                   (REVENUE CANADA REQUIRES THE S.I.N. OF THE
                   TRANSFEREE)


                   ----------------------------------------------------
                           (Name and Address of Transferee)


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

                                                                  shares
                   -----------------------------------------------
                   registered in the name of the undersigned on the
                   books of the Corporation named on the face of
                   this certificate and represented hereby, and
                   irrevocably constitutes and appoints


                                                            the attorney
                   -----------------------------------------
                   of the undersigned to transfer the said shares on the
                   register of transfers and books of the Corporation
                   with full power of substitution hereunder.

                            DATED:


                   -----------------------  ----------------------------
                   (Signature of Witness)    (Signature of Shareholder)

                   NOTICE: THE SIGNATURE OF THIS ASSIGNMENT MUST
                   CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE OF
                   THE CERTIFICATE IN EVERY PARTICULAR WITHOUT
                   ALTERATION OR ENLARGEMENT, OR ANY CHANGE WHATEVER.
                            THE SIGNATURE OF THE TRANSFEROR MUST BE
                   GUARANTEED BY A BANK, TRUST COMPANY OR REGISTERED
                   SECURITIES DEALER.

                   SIGNATURE GUARANTEED BY:
                                           -----------------------------


"THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER ANY
FEDERAL OR STATE SECURITIES LAWS AND MAY NOT BE TRANSFERRED IN THE ABSENCE OF
EFFECTIVE REGISTRATION STATEMENTS OR EXEMPTIONS UNDER SUCH LAWS."

                                       AND

"WITHOUT PRIOR WRITTEN APPROVAL OF THE EXCHANGE AND COMPLIANCE WITH ALL
APPLICABLE SECURITIES LEGISLATION, THE SECURITIES REPRESENTED BY THIS
CERTIFICATE MAY NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED ON OR
THROUGH THE FACILITIES OF THE CANADIAN VENTURE EXCHANGE OR OTHERWISE IN CANADA
OR TO OR FOR THE BENEFIT OF CANADIAN RESIDENT UNTIL OCTOBER 16, 2000."