D LANZ DEVELOPMENT GROUP INC
8-A12G, EX-4.1, 2000-11-01
INVESTORS, NEC
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                                  eWeb21 Corp.
             (INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE)

                                  COMMON STOCK

This certifies that


is the registered owner of


FULLY PAID AND NON-ASSESSABLE SHARES$.001 PAR VALUE EACH OF THE COMMON STOCK OF


                                  eWeb21 Corp.


transferable  on the books of the  Corporation  in person  or by  attorney  upon
surrender of this  Certificate  duly endorsed or assigned.  This Certificate and
the shares  represented hereby are subject to the laws of the State of Delaware,
and to the Certificate of Incorporation  and By-laws of the Corporation,  as now
or hereafter amended.  This certificate is not valid unless countersigned by the
Transfer Agent

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

Dated: ----------------



                                  eWeb21 Corp.
/s/Hyo-Syng Choi                 CORPORATE SEAL              /s/Sea-Hyong Oh
---------------------                1972                    -----------------
 Secretary                         DELAWARE                    President


                                                                  Countersigned:
                                          Olde Monmouth Stock Transfer Co., Inc.
                                                             77 Memorial Parkway
                                            Atlantic Highlands, New Jersey 07716
                                                                  Transfer Agent

                                                    ----------------------------
                                                         AUTHORIZED SIGNATURE


<PAGE>

     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
TEN ENT - as tenants by the  entireties
JT TEN -  as joint tenants with right of
          survivorship and not as tenants
          in common and not as community property



UNIFORM GIFTS TO MINORS ACT



( Custodian)                       (Minor)
under the Uniform Gifts of Minors Act of  the State of ------------------


FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto:

Please insert social security or other identifying number: -----------------

(Insert name and address, including zip code):

----------------------------------------------------

----------------------------------------------------

--------------------------------------------- shares

of the Common Stock represented by the within Certificate and does hereby
irrevocably constitute and appoint


----------------------------------------------------

to transfer  the said shares 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 it is
written upon the face of the Certificate in every particular  without alteration
or enlargement or any change whatever.

SIGNATURE GUARANTEE:







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