Exhibit 4.1
                      SPECIMEN OF COMMON STOCK CERTIFICATE
                         ALPH-NET CONSULTING GROUP, LTD.


                           [________] NUMBER OF SHARES
                       OF ALPH-NET CONSULTING GROUP, LTD.
               INCORPORATED UNDER THE LAWS OF THE STATE OF NEVADA
                  (100,000,000 SHARES COMMON STOCK AUTHORIZED,
                          $.001 PAR VALUE COMMON STOCK)

CUSIP NUMBER

                       SEE REVERSE FOR CERTAIN DEFINITIONS

THIS CERTIFIES THAT ________________________________________________________

IS THE RECORD HOLDER OF SHARES OF FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON
STOCK OF  ALPH-NET  CONSULTING  GROUP,  LTD.  TRANSFERABLE  ON THE  BOOKS OF THE
CORPORATION  IN PERSON OR BY DULY  AUTHORIZED  ATTORNEY  UPON  SURRENDER OF THIS
CERTIFICATE  PROPERLY  ENDORSED.  THIS  CERTIFICATE  AND THE SHARES  REPRESENTED
HEREBY ARE SUBJECT TO THE LAWS OF THE STATE OF NEVADA, AND TO THE CERTIFICATE OF
INCORPORATION AND BYLAWS OF THE CORPORATION,  AS NOW OR HEREAFTER AMENDED.  THIS
CERTIFICATE IS NOT VALID UNTIL COUNTERSIGNED BY THE TRANSFER AGENT.

WITNESS the  facsimile  seal of the  Corporation  and the  signature of its duly
authorized officers.

Dated:  ________________

[SEAL OF ALPH-NET CONSULTING GROUP, LTD.]


/s / PATRICK E. MCKNIGHT                             /s/ KATHY MCKNIGHT
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     President                                           Secretary


The following  abbreviations,  when used in the  inscription on the face of this
certificate,  shall  be  construed  as  though  they  were  written  out in full
according to applicable laws or regulations:

TEN COM - as tenants in common UNIF GIFT MIN ACT -  ____Custodian____  TEN ENT -
as tenants by the entireties (Cust) (Minor) JT TEN - as joint tenants with right
under Uniform Gifts to Minors Act of survivorship and not as tenants in common
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             (State)





Additional abbreviation may also be used though not in above list.

FOR VALUE RECEIVED, _________hereby sell, assign and transfer unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE

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(Please print or typewrite name and address including zip code of assignee)

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Shares of the capital stock represented by the within Certificate, and do
hereby irrevocably constitute and appoint

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Attorney to transfer the said stock on the books of the within-named Corporation
with full power of substitution in the premises.

Dated: __________________

NOTICE:  The  signature  to 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.