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10.18 Share Exchange Agreement

This is an actual contract by 9278 Communications.
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Sectors: Specialty Retail
Effective Date: January 01, 1999
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SHARE EXCHANGE AGREEMENT


THIS AGREEMENT is made as of the day of September, 1999.


BETWEEN:


ABDE HOLDINGS LTD., a company duly incorporated pursuant to
the laws of the Province of British Columbia and having its
registered office located at #1107 - 11871 Horseshoe Way
Richmond, British Columbia V7A 5H5


("ABDE")


AND:


ILINK TELECOM, INC., a body corporate with an office for
business located at Suite 1910, 1177 West Hastings Street,
Vancouver, British Columbia, Canada V6E 2K3


(the "Corporation")


WHEREAS:


A. Pursuant to the terms of a Share Purchase Agreement dated February
26, 1999 between the Corporation and ABDE the Corporation acquired
all of the issued and outstanding common shares of iLink Telecom (B.C.)
Inc. (formerly 579782 B.C. Ltd.) from ABDE in exchange for 145 shares
of Series A Convertible Preferred Stock at a price of $1,000 per share
(the "Preferred Shares");


B. On March 17, 1999 the Board of Directors of the Corporation approved an
amendment to the Corporation's Articles of Incorporation and the Board
of Directors adopted a Certificate of Designation regarding the
creation of Series A Convertible Preferred Stock;


C. On March 31, 1999 the Corporation issued to ABDE the Preferred Shares;


D. The Preferred Shares will convert into shares of the Corporation's
common stock on the date which is five business days after
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