Exhibit 10.4


THIS AGREEMENT made this 4th day of September, 1998.

BETWEEN:

     PULTRONEX  CORPORATION,  a corporation duly incorporated  under the laws of
     the Province of Alberta
    (hereinafter called the "Purchaser")

                                                               OF THE FIRST PART


                                     - and -


     505265 ALBERTA LTD., a corporation duly incorporated  under the laws of the
     Province of Alberta
    (hereinafter called the "Vendor")

                                                              OF THE SECOND PART


                              REPURCHASE AGREEMENT

     WHEREAS:

1. There are issued and  outstanding  1,140,908  Class "A" Common  Shares of the
Purchaser, of which the Vendor is the owner of 195,454 Class "A" Common Shares.

2. The paid up capital of all of the  issued  and  outstanding  Class "A" Common
Shares is $1,054,090.00, or $.9239 per share.

3. The Vendor  desires to sell 195,454 Class "A" Common Shares (being all of the
shares  presently  owned by it in the  capital  stock of the  Purchaser)  to the
Purchaser, all in accordance with the provisions of this Agreement.

4. Robert Day  ("Day") is the  majority  shareholder  of the Vendor and its duly
appointed Proxy with respect to all matters relating to the Vendor's interest in
the Purchaser. Day is also an Officer and Director of the Purchaser.

     NOW  THEREFORE  in  consideration  of the  mutual  covenants  and  provisos
hereinafter contained, the parties agree as follows:

1. SHARES

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                                      -2-

1.1 The  Vendor  agrees to sell to the  Purchaser  and the  Purchaser  agrees to
purchase  from the  Vendor  195,454  Class "A"  Common  Shares of the  Purchaser
(hereinafter called the "Shares"),  on the terms and conditions  hereinafter set
forth.

2. PURCHASE PRICE

2.1 The purchase price for the Shares shall be the sum of Two Hundred Fifty Four
Thousand  Ninety  Dollars and Twenty Cents  ($254,090.20)(One  Dollar and Thirty
Cents  ($1.30) per share) to be paid by the  Purchaser on the  execution of this
Agreement.

3. DELIVERY OF SHARES

3.1 Upon the Purchaser  having paid for the Shares,  the Vendor shall deliver to
the Purchaser the share certificate (or certificates) duly endorsed for transfer
in blank  representing all of the Vendor's Shares being sold to the Purchaser by
the  Vendor,  and the  Purchaser  shall cause the said share  certificate  to be
cancelled  and the Shares  shall be  returned  to the status of  authorized  but
unissued share capital.

4. RESIGNATION OF DAY

4.1 Upon the Purchaser having paid for the Shares, the Vendor shall cause Day to
immediately  tender to the Purchaser his resignation as a Director,  Chairman of
the Board and Chief Executive Officer of the Purchaser.

5. PURCHASER'S REPRESENTATIONS AND WARRANTIES

5.1 The Purchaser represents and warrants that the purchase has been approved by
the  Directors of the  Purchaser,  and that the  Purchaser  has the authority to
enter into this  Agreement  and that the said  purchase  is not  contrary to the
provisions of the Purchaser's  constating documents or the Business Corporations
Act (Alberta).                                             ---------------------
- ---

5.2 The  Purchaser  represents  and  warrants  to the  Vendor  that on or before
November  30, 1998 the  financial  statements  of the  Purchaser  for the period
ending August 31, 1998 will be delivered to the Vendor.




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                                      -3-


6. VENDOR'S REPRESENTATIONS AND WARRANTIES

6.1 The Vendor hereby  warrants and  represents to the Purchaser  that it is the
beneficial owner of the Shares with a good and marketable title thereto free and
clear of all liens, charges, security interests, adverse claims and encumbrances
whatsoever  and  further  that no  person,  firm or  corporation  other than the
Purchaser  has any  agreement  or option or any right  capable  of  becoming  an
agreement for the purchase of the Shares to be repurchased from the Vendor.

7. SURVIVAL OF REPRESENTATIONS AND WARRANTIES

7.1 The  representations  and warranties  made by the Vendor pursuant to Article
6.1 of this  Agreement  shall  survive  the  closing  of this  transaction,  and
notwithstanding  such closing,  shall  continue in full force and effect for the
benefit of the Purchaser for a period of two (2) years.

8. BINDING NATURE

8.1 This Agreement  shall enure to the benefit of and be binding upon the Vendor
and  the   Purchaser,   together  with  their   respective   heirs,   executors,
administrators, successors and assigns.

     IN WITNESS  WHEREOF the parties have duly executed this Agreement as at the
4th day of September, 1998.


                                      PULTRONEX CORPORATION

                                      Per: /s/ Jarnail Sehra

                                      Per: /s/ Kuldip Delhon


                                      505265 ALBERTA LTD.

                                      Per: /s/ Robert Day

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