NOT VALID UNLESS COUNTERSIGNED BY TRANSFER AGENT
              INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE


                                                           CUSIP NO. 741586 10 5

- NUMBER -                                                        - SHARES -

                            PRIMEHOLDINGS.COM, INC.
        AUTHORIZED COMMON STOCK: 50,000,000 SHARES * PAR VALUE of $0.666


THIS CERTIFIES THAT



IS THE RECORD HOLDER OF



                 Shares of PRIMEHOLDINGS.COM, INC Common Stock

transferable  on the  books of the  Corporation  in  person  or duly  authorized
attorney upon surrender of this Certificate properly endorsed.  This Certificate
is not valid unless  countersigned  by the Transfer  Agent and registered by the
Registrar.

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

Dated:


                            [COMPANY SEAL]

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



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