ISEMPLOYMENT COM INC
SB-2, EX-4.1, 2000-11-16
NON-OPERATING ESTABLISHMENTS
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                                                                     Exhibit 4.1

                                          Subject to Restrictions.  See Reverse.

                     Incorporated under the laws of Wyoming

   -------------                                        ---------------
   |    NO.     |                                       |     Shares   |
   -------------                                        ---------------

                            MAGICAL MARKETING, INC.
                                  Common Stock


THIS CERTIFIES THAT                      is the owner of
                   --------------------                 ------------------------
Shares of the Capital Stock of Magical Marketing, fully paid and non-assessable,
transferable  only  upon  the  books  of the Corporation by the holder hereof in
person  or  by  Attorney  upon surrender of this Certificate properly endorsed.

      IN WITNESS WHEREOF, the said Corporation has
      caused this Certificate to be signed by its
      duly authorized officers and its Corporate Seal
      to be hereunto affixed

(SEAL)

            ---------------------------            -------------------------
            President                              Secretary

                                   par value
                                     $.001


<PAGE>
PURSUANT  TO  SECTION  ___  OF  THE  WYOMING CODE, THE CORPORATION SHALL FURNISH
WITHOUT  CHARGE  TO  EACH STOCKHOLDER WHO SO REQUESTS A STATEMENT OF THE POWERS,
DESIGNATIONS,  PREFERENCES  AND  RELATIVE,  PARTICIPATING,  OPTIONAL,  OR  OTHER
SPECIAL  RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF AND THE QUALIFICATIONS,
LIMITATIONS  OR  RESTRICTIONS  OF  SUCH  PREFERENCES  AND/OR  RIGHTS.

THE  SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES
ACT  OF  1933  (THE  "ACT"),  OR  THE  SECURITIES  LAWS  OF  ANY  STATE.

                           _________________


                              CERTIFICATE

                                  FOR

                                SHARES

                                OF THE

                             CAPITAL STOCK

                               ISSUED TO

                                 DATE
                           _________________


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.

     For  Value  Received,  ____,  hereby  sell,  assign,  and  transfer
unto  __________________________________________________________________

_________________________________________________________________ Shares

of  the  Capital  Stock  represented  by  the  within  Certificate,
and  to  hereby  irrevocably  constitute  and  appoint
______________________________________________________ Attorney
to  transfer  the  said  Stock  on  the  books  of  the  within  named
Company  with  full  power  of  substitution  in  the  premises.

    Dated_____________________      ________________
          In  presence  of


<PAGE>


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