EXHIBIT 4.0
                                                                 -----------




               Incorporated under the laws of the State of Nevada
NUMBER                                                                SHARES

                                FEBRUARY 10, 2000

                                  ESSTEC, INC.


10,000,000 SHARES COMMON STOCK                  500,000 SHARES PREFERRED STOCK
   $.001 PAR VALUE EACH                              $.001 PAR VALUE EACH


THIS  CERTIFIES  THAT  ________________  IS  THE REGISTERED HOLDER OF
___________ SHARES OF THE COMMON SHARES OF

                                  ESSTEC, INC.


HEREINAFTER DESIGNATED 'THE CORPORATION" TRANSFERABLE ON THE SHARE
REGISTER OF THE CORPORATION UPON SURRENDER OF THIS CERTIFICATE PROPERLY
ENDORSED OR ASSIGNED.

     This  certificate and the shares represented hereby shall be subject to all
of  the  provisions  of  the  Articles  of Incorporation and the By-laws of said
Corporation,  a  copy  of  which is on file at the office of the corporation and
made  a  part  hereof  fully  as  though  the  provisions  of  said  Articles of
Incorporation and By-laws imprinted in full on this certificate, to all of which
the  holder  of  this certificate by acceptance hereof, assents and agrees to be
bound.

     Any  shareholder  may  obtain from the principal office of the Corporation,
upon  request  and  without  charge,  a  statement  of  the  number  of  shares
constituting  each  class  or series of stock and the designation thereof; and a
copy  of  the  rights,  preferences,  privileges, and restrictions granted to or
imposed  upon  the  respective  classes  or series of stock and upon the holders
thereof  by  said  Articles  of  Incorporation  and  the  By-laws.

WITNESS THE SEAL OF THE CORPORATION AND THE SIGNATURES OF ITS DULY AUTHORIZED
OFFICERS.


                               [Graphics omitted]
    ___________________________               ___________________________
                      SECRETARY                                 PRESIDENT