CLASS A COMMON STOCK PURCHASE WARRANT

NEITHER THE OFFER NOR THE SALE OF THIS CLASS A WARRANT OR THE SHARES ISSUABLE UPON THE EXERCISE OF THIS CLASS A WARRANT HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.  EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF JUNE 1, 2009, NEITHER THIS CLASS A WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER THE ACT OR AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER THE ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION D OR REGULATION S UNDER THE ACT.  FURTHER, HEDGING TRANSACTIONS WITH REGARD TO THE WARRANTS OR SHARES MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SECURITIES ACT.

THIS CERTIFIES THAT , for value received, _______________________________ , or its registered assigns, (the “ Holder ”) is entitled to purchase from TRESTLE HOLDING, INC. (to be renamed MoqiZone Holding Corporation) , a Delaware corporation, (the “ Company ”), at any time or from time to time during the period specified in Section 2 hereof, _____________ (  ), which represents that number of shares of the Company’s common stock, $0.001 par value per share (the “ Common Stock ”), as shall be equal to fifty percent (50%) of the number of shares of Common Stock that are issuable upon conversion of the shares of Series A Preferred Stock of the Company (the “ Conversion Shares ”)  to be received by the Holder in exchange for his or its Note (ie. 2,778 Conversion Shares for each $10,000 principal amount of Note purchased and $1,000 Stated Value of each share of Series A Preferred Stock received in exchange for such Note), all pursuant to the terms and conditions of the “ Securities Purchase Agreement ” (as hereinafter defined), at an exercise price of equal to (U.S.) $2.50 per share (the “ Exercise Price ”).

As used herein, the term “ Class A Warrant Shares ” shall mean the shares of Common Stock that are purchasable hereunder.  The number of Class A Warrant Shares and the Exercise Price per Class A Warrant Share are subject to adjustment as provided in Section 4 hereof.  The term “ Class A Warrants ” means this Class A Warrant and the other Class A Warrants issued pursuant to that certain Securities Purchase Agreement, dated as of June 1, 2009 (the “ Securities Purchase Agreement ”), by and among the Company, the “MoqiZone Group,” the other “Corporate Parties” (as defined therein), and the Investors listed on the execution page thereof.

Unless otherwise defined in this Class A Warrant, all capitalized terms, when used herein, shall have the same meaning as is defined in the Securities Purchase Agreement.

This Class A Warrant is subject to the following terms, provisions, and conditions:

1.             Manner of Exercise.

a.             Procedure .   Subject to the provisions hereof, this Class A Warrant may be exercised by the Holder, in whole or in part, by the surrender of this Class A Warrant, together with a completed exercise agreement in the form attached hereto (the “ Exercise Agreement ”), to the Company during normal business hours on any day that banks are generally open for business in New York City (a “ Business Day ”) at the Company’s principal executive offices (or such other office or agency of the Company as it may designate by notice to the Holder), and upon payment to the Company in cash, by certified or official bank check or by wire transfer for the account of the Company of the Exercise Price for the Class A Warrant Shares specified in the Exercise Agreement for the Class A Warrant Shares specified in the Exercise Agreement. Shares shall have been registered for resale pursuant to an effective registration statement.  The Class A Warrant Shares so purchased shall be deemed to be issued to the Holder or such Holder’s designee, as the record owner of such shares, as of the close of business on the date on which the completed Exercise Agreement shall have been delivered, and payment shall have been made for such shares as set forth above.  Certificates for the Class A Warrant Shares so purchased, representing the aggregate number of shares specified in the Exercise Agreement, shall be delivered to the Holder (without restrictive legend thereon when such exercise occurs while a registration statement registering under the Securities Act of 1933, as amended (the “ Securities Act ”) the resale of the Class A Warrant Shares so purchased is effective or such Class A Warrant Shares so purchased may be resold by the Holder pursuant to Rule 144 or any similar successor rule) within a reasonable time, not exceeding three (3) Business Days, after this Class A Warrant shall have been so exercised.  The certificates so delivered shall be in such denominations as may be requested by the Holder and shall be registered in the name of the Holder or such other name as shall be designated by the Holder.  If this Class A Warrant shall have been exercised only in part, then, at the option of the Holder (i) the Holder may surrender this Class A Warrant to the Company and, unless this Class A Warrant has expired, the Company shall, at its expense, within a reasonable time, not exceeding three (3) Business Days, after this Class A Warrant shall have been so exercised, deliver to the Holder a new Class A Warrant representing the number of shares with respect to which this Class A Warrant shall not then have been exercised, or (ii) the Holder may retain this Class A Warrant and the Class A Warrant Shares purchasable under this Class A Warrant shall be reduced by such number of Class A Warrant Shares so exercised by the Holder and properly delivered by the Company hereunder.

b.             Exercise Limit .

(i)           Notwithstanding anything to the contrary set forth in this Class A Warrant, at no time may a Holder of this Class A Warrant exercise their Class A Warrant if the number of shares of Common Stock to be issued pursuant to such exercise would cause the number of shares of Common Stock owned by such Holder at such time to exceed, when aggregated with all other shares of Common Stock owned by such Holder and its affiliates at such time, the number of shares of Common Stock which would result in such Holder, its affiliates, any investment manager having discretionary investment authority over the accounts or assets of such Holder, or any other persons whose beneficial ownership of Common Stock would be aggregated with such Holder’s for purposes of Section 13(d) and Section 16 of the Exchange Act, beneficially owning (as determined in accordance with Section 13(d) of the Exchange Act and the rules thereunder) in excess of 9.99% of the then issued and outstanding shares of Common Stock; provided, however, that upon a Holder of this Class A Warrant providing the Corporation with sixty-one (61) day Waiver Notice that such Holder would like to waive this Section (b)(i) with regard to any or all shares of Common Stock issuable upon exercise of this Class A Warrant, this Section (b)(i) shall be of no force or effect with regard to those shares of Common Stock referenced in the Waiver Notice; provided, further, that during the sixty-one (61) day period prior to the expiration of the Exercise Period, the Holder may waive this Section 1(b)(i) by providing a Waiver Notice at any time during such sixty-one (61) day period; provided, further, that any Waiver Notice provided during the sixty-one (61) day period prior to the expiration of the Exercise Period will not be effective until the last day of the Exercise Period.

2.            Period of Exercise .

3.             Certain Agreements of the Company .

The Company hereby covenants and agrees as follows:

a.             Shares to be Fully Paid .   All Class A Warrant Shares will, upon issuance in accordance with the terms of this Class A Warrant, be validly issued, fully paid, and non-assessable and free from all taxes, liens, and charges with respect to the issue thereof.

b.             Reservation of Shares .   During the Exercise Period, the Company shall at all times have authorized, and reserved for the purpose of issuance upon exercise of this Class A Warrant, a sufficient number of shares of Common Stock to provide for the exercise of this Class A Warrant.

c.             Listing .   If the Company’s Common Stock is listed as of the date of this Class A Warrant, or if so listed in the future, the Company shall maintain its listing of its Common Stock on each national securities exchange or automated quotation system, as the case may be, and shall maintain such listing of any other shares of capital stock of the Company issuable upon the exercise of this Class A Warrant if and so long as any shares of the same class shall be listed on such national securities exchange or automated quotation system.

d.             Certain Actions Prohibited .   The Company will not, by amendment of its charter or through any reorganization, transfer of assets, consolidation, merger, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed by it hereunder, but will at all times in good faith assist in the carrying out of all the provisions of this Class A Warrant and in the taking of all such action as may reasonably be requested by the Holder of this Class A Warrant in order to protect the exercise privilege of the Holder of this Class A Warrant against dilution or other impairment, consistent with the tenor and purpose of this Class A Warrant.  Without limiting the generality of the foregoing, the Company (i) will not increase the par value of any shares of Common Stock receivable upon the exercise of this Class A Warrant above the Exercise Price then in effect, and (ii) will take all such actions as may be necessary or appropriate in order that the Company may validly and legally issue fully paid and nonassessable shares of Common Stock upon the exercise of this Class A Warrant.

e.             Successors and Assigns .   This Class A Warrant will be binding upon any entity succeeding to the Company by merger, consolidation, or acquisition of all or substantially all the Company’s assets.

f.             Delivery of Common Stock by Electronic Transfer .  In lieu of delivering physical certificates representing the Common Stock issuable upon exercise, provided the Company’s transfer agent is participating in the Depository Trust Company (“ DTC ”) Fast Automated Securities Transfer program and the Company has activated such programs, upon request of the Holder and its compliance with the provisions contained in Section 1, the Company shall use its best efforts to cause its transfer agent to electronically transmit the Common Stock issuable upon exercise to the Holder by crediting the account of Holder’s Prime Broker with DTC through its Deposit Withdrawal Agent Commission system.

4.             Antidilution Provisions .   The Exercise Price and the number of Class A Warrant Shares, as the case may be, shall be subject to adjustment from time to time as provided in this Section 4 ; provided, that the anti-dilution adjustments contemplated by Section 4e below shall expire on a date which shall be the twelve (12) month anniversary of the effective date of the Registration Statement.   In the event that any adjustment of the Exercise Price as required herein results in a fraction of a cent, such Exercise Price shall be rounded down to the nearest cent.

a.             Reorganization, Consolidation, Merger, etc.; Reclassification .  In case at any time or from time to time, the Company shall effect any merger, reorganization, restructuring, reverse stock split, consolidation, sale of all or substantially all of the Company’s assets or any similar transaction or related transactions (each such transaction, a “ Fundamental Change ”), then, in each such case, as a condition to the consummation of such a transaction, proper and adequate provision shall be made by the Company whereby the Holder of this Warrant, on the exercise hereof, at any time after the consummation of such Fundamental Change, shall receive, in lieu of the Warrant Shares issuable on such exercise prior to such consummation or such effective date, the stock and other securities and property (including cash) to which such Holder would have been entitled upon such consummation of a Fundamental Change if such Holder had so exercised this Warrant, immediately prior thereto.

If the Company at any time shall, by reclassification or otherwise, change the Common Stock into the same or a different number of securities of any class or classes that may be issued or outstanding, this Warrant shall thereafter be deemed to evidence the right to purchase an adjusted number of such securities and kind of securities as would have been issuable as the result of such change with respect to the Common Stock immediately prior to such reclassification or other change.

b.             Dissolution .   In the event of any dissolution of the Company following the transfer of all or substantially all of its properties or assets, the Company, prior to such dissolution, shall at its expense deliver or cause to be delivered the stock and other securities and property (including cash, where applicable) receivable by the Holder of this Warrant after the effective date of such dissolution pursuant to this Article to a bank or trust company (a “ Trustee ”) as trustee for the Holder of this Warrant.

c.             Continuation of Terms .   Upon any Fundamental Change or transfer (and any dissolution following any transfer) referred to in this Article, this Warrant shall continue in full force and effect and the terms hereof shall be applicable to any other securities and property receivable on the exercise of this Warrant after the consummation of such Fundamental Change or transfer or the effective date of dissolution following any such transfer, as the case may be, and shall be binding upon the issuer of any other securities, including, in the case of any such transfer, the person acquiring all or substantially all of the properties or assets of the Company, whether or not such person shall have expressly assumed the terms of this Warrant as provided in Section 4(d). In the event this Warrant does not continue in full force and effect after the consummation of the transaction described in this Section, th