EXHIBIT 10.31


                              ______________ , 1999


                          SURGICAL SAFETY PRODUCTS, INC
                    Redeemable Common Stock Purchase Warrant
                       VOID AFTER 5:00 P.M., EASTERN TIME
                            ___________________, 2004

     FOR VALUE RECEIVED,  Surgical Safety Products, Inc., a New York corporation
(the  "Company"),  promises  to issue in the name of, and sell and  deliver  to,
__________________,  (the "Holder"),  or the Holder's  registered  transferee or
assignee (also the "Holder"),  a certificate or certificates for an aggregate of
________ shares (the "Shares") of Common Stock,  $0.001 par value per share (the
"Common  Stock"),  of the  Company,  at any time on or before  the later of 5:00
p.m., Eastern Time, on ___________,  2004 (the "Exercise Period"),  upon payment
therefore of $1.00 per Share in lawful funds of the United States of America.

     1. Exercise of the Warrant. In case the Holder of this Warrant shall desire
to exercise this Warrant in whole or in part,  the Holder shall  surrender  this
Warrant,  with the form of exercise notice on the last page hereof duly executed
by the Holder,  to the Company,  accompanied by payment of the Exercise Price of
$1.00 per Warrant. This Warrant may be exercised in whole or in part but not for
fractional  Shares.  In case of the  exercise  in part only,  the  Company  will
deliver  to the  Holder a new  Warrant  of like  tenor in the name of the Holder
evidencing  the right to purchase  the number of Shares as to which this Warrant
has not been exercised.

     2. Covenants of the Company.  The Company hereby  covenants and agrees that
prior to the expiration of this Warrant by exercise or by its terms:

            (a) The Company shall at all times reserve and keep  available,  out
of its  authorized  and  unissued  share  capital,  solely  for the  purpose  of
providing  for the  exercise,  forthwith  upon the  request of the Holder of the
Warrants then outstanding and in effect,  such number of shares of Common Stock,
as shall, from time to time, be sufficient for the exercise of the Warrants. The
Company  shall,  from time to time, in accordance  with the laws of the State of
Florida,  increase the authorized amount of its share capital if at any time the
number of shares of Common Stock  remaining  unissued and  unreserved  for other
purposes  shall not be  sufficient  to permit the exercise of the Warrants  then
outstanding and in effect.

            (b) The  Company  covenants  and agrees  that all shares that may be
issued upon the exercise of the rights  represented  by this Warrant will,  upon
issuance,  be validly issued,  fully paid and non-assessable,  and free from all
taxes, liens and charges with respect to the issue thereof.

     3. Loss,  Theft,  Destruction  or  Mutilation.  In case this Warrant  shall
become mutilated or defaced or be destroyed,  lost or stolen,  the Company shall
execute  and  deliver a new  Warrant  in  exchange  for and upon  surrender  and
cancellation  of  such  mutilated  or  defaced  Warrant  or in  lieu  of  and in
substitution for such warrant so destroyed,  lost, or stolen, upon the Holder of
such Warrant filing with the Company such evidence  satisfactory to it that such
Warrant has been so  mutilated,  defaced,  destroyed,  lost or stolen and of the
ownership thereof by the Holder;  provided,  however,  that the Company shall be
entitled,  as a condition to the execution and delivery of such new Warrant,  to
demand indemnity satisfactory to it and payment of expenses and charges incurred
in connection with the delivery of such new Warrant,  and may demand a bond from
the Holder. Any Warrant so surrendered to the Company shall be canceled.

     4. Record Owner.  At the time of the  surrender of this  Warrant,  together
with the form of  subscription  properly  executed  and payment of the  Exercise
Price,  the person  exercising  this Warrant shall be deemed to be the Holder of
record of the Common Stock deliverable upon such exercise,  in whole or in part,
notwithstanding  that the stock  transfer  books of the  Company  shall  then be
closed  or that  certificates  representing  such  securities  shall not then be
actually delivered to such person.



<PAGE>



     5. Mailing of Notices,  etc. All notices and other  communications from the
Company to the Holder of this Warrant shall be mailed by first-class  registered
or certified mail, return receipt  requested,  potage prepaid,  to the Holder at
the address set forth in the records of the  Company,  or to such other  address
furnished  to the  Company  in  writing  from time to time by the Holder of this
Warrant.

     6. Registration Under the Securities Act of 1933, as amended.  Neither this
Warrant nor the Shares  underlying it have been registered  under the Securities
Act of 1933, as amended (the "Act").  Unless and until registered under the Act,
this Warrant and all replacement Warrants shall bear the following legend:

     This  Warrant,  and the  securities  issuable  upon  the  exercise  of this
     Warrant,  have not been  registered  under the  Securities  Act of 1933, as
     amended  (the  "Act")  or  applicable  state  law  and  may  not  be  sold,
     transferred or otherwise  disposed of unless  registered  under the Act and
     any  applicable  state act or unless  the  Company is  satisfied  that this
     Warrant  and  the  underling   securities   may  be   transferred   without
     registration under the Act.

     The  Shares  issuable  upon  exercise  of this  Warrant  shall  be Rule 144
     restricted  shares (the  "Restricted  Securities").  After  issuance of the
     Shares,  Company  agrees  to use its  best  efforts  to  assist  Holder  in
     registering  the Shares or to register  the Shares under the Act subject to
     the rules, regulations, and other provisions of said Act.

     7. Piggyback Registration.

            (a)  At any  time  that  the  Company  proposes  to  file a  Company
registration statement on Form S-1 or other appropriate  registration form under
the Act (the "Registrations  Statement"),  either for its own account or for the
account of a  stockholder  or  stockholders,  the Company  shall give the Holder
written notice of its intention to do so and of the intended method of sale (the
"Registration  Notice") within a reasonable time prior to the anticipated filing
date  of  the   Company's   Registration   Statement   effecting   such  Company
registration.  Holder may request inclusion of any Restricted Securities in such
Registration  Statement by delivering  to the Company,  within ten (10) Business
Days after receipt of the Registration  Notice, a written notice (the "Piggyback
Notice") stating the number of Restricted Securities proposed to be included and
that such shares are to be included in any  underwriting  only on the same terms
and  conditions  as the shares of Common  Stock  otherwise  being  sold  through
underwriters under such Company  Registration  Statement.  The Company shall use
its best efforts to cause all Restricted  Securities  specified in the Piggyback
Notice to be  included  in the Company  Registration  Statement  and any related
offering,  all to the extent  requisite  to permit the sale by the Holder of its
Restricted  Securities in accordance  with the method of sale  applicable to the
other shares of Common Stock  included in such Company  Registration  Statement;
provided,  however,  that if, at any time  after  giving  written  notice of its
intention  to register any  securities  and prior to the  effective  date of the
Company Registration  Statement filed in connection with such registration,  the
Company shall determine for any reason not to register or to delay  registration
of Holder's  Restricted  Securities,  the Company  may,  at its  election,  give
written notice of such determination to Holder and, thereupon:

                  (i) in the ease of a determination  not to register,  shall be
relieved  of its  obligation  to  register  Holder's  Restricted  Securities  in
connection  with  such  registration  (but not from  its  obligation  to pay the
registration expenses in connection therewith), and

                  (ii) in the case of a delay in registering, shall be permitted
to delay registering  Holder's Restricted  Securities for the same period as the
delay in registering such other securities.

            (b) The Company's  obligation to include Restricted  Securities in a
Company's  Registration  Statement  pursuant to Section 7(a) shall be subject to
the following limitations:


<PAGE>



                  (i) The  Company  may  elect,  at its sole  option and for any
reason, not to register Holder's Restricted Shares,  provided however, that this
right is  limited to one (1) time and  relative  to one (1)  particular  Company
Registration Statement.

                  (ii)  The  Company  shall  not be  obligated  to  include  any
Restricted Securities in a registration statement filed on Form S-4, Form S-8 or
such other similar successor forms then in effect under the Securities Act.
                  (iii)  If  a  Company   Registration   Statement  involves  an
underwritten  offering  and the  managing  underwriter  advises  the  Company in
writing that in its opinion,  the number of securities  requested to be included
in such Company  Registration  Statement exceeds the number which can be sold in
such  offering  without  adversely  affecting  the  offering,  the Company shall
include in such Company  Registration  Statement  the number of such  securities
which the Company is so advised can be sold in such offering  without  adversely
affecting the offering, determined as follows:

     (A) first,  the  securities  proposed  by the Company to be sold for it own
account, and

     (B) second,  any  Restricted  Securities  requested  to be included in such
registration  and any other  securities  of the Company in  accordance  with the
priorities,  if and then existing among the holders of such  securities pro rata
among the  holders  thereof  requesting  such  registration  on the basis of the
number of shares of such securities requested to be included by such holders.

                  (iv) The Company shall not be obligated to include  Restricted
Securities in more than one (1) Company Registration Statement.

            (c) To the extent Holder's Restricted  Securities are intended to be
included  in a Company  Registration  Statement,  Holder may  include any of its
Restricted  Securities in such Company  Registration  Statement pursuant to this
Agreement  only if Holder  furnishes to the Company in writing,  within ten (10)
business  days after receipt of a written  request  therefor,  such  information
specified in Item 507 of Regulation S-K under the Act or such other  information
as the Company may  reasonably  request for use in  connection  with the Company
Registration  Statement or Prospectus or preliminary Prospectus included therein
and in any application to the NASD. Holder as to which the Company  Registration
Statement  is being  effected  agrees to furnish  promptly  to the  Company  all
information required to be disclosed in order to make all information previously
furnished to the Company by Holder not materially misleading.

     8. Antidilution  Provision.  The Exercise Price in effect from time to time
shall be,  subject to  adjustment  in  accordance  with the  provisions  of this
Section 8.

            (a)  Adjustments for Stock Splits and  Combinations.  If the Company
shall at any time or from  time to time  after the date  hereof,  effect a stock
split of the outstanding  Common Stock, the applicable  Exercise Price in effect
immediately prior to the stock split shall be proportionately  decreased. If the
Company  shall at any time or from time to time after the date  hereof,  combine
the outstanding shares of Common Stock, the applicable  Exercise Price in effect
immediately prior to the combination  shall be  proportionately  increased.  Any
adjustments  under this Section 8(a) shall be effective at the close of business
on the date the stock split or combination occurs.

            (b)  Adjustments  for Certain  Dividends and  Distributions.  If the
Company  shall at any time or from time after the date hereof,  make or issue or
set a record date for the  determination  of holders of Common Stock entitled to
receive a dividend  or other  distribution  payable  in shares of Common  Stock,
then,  and in each event,  the applicable  Exercise Price in effect  immediately
prior to such event shall be decreased as of the time


<PAGE>



of such  issuance or, in the event such a record date shall have been fixed,  as
of the close of business on such record date, by multiplying, as applicable, the
applicable Exercise Price then in effect by a fraction;

                  (i) the numerator of which shall be the total number of shares
of Common Stock  issued and  outstanding  immediately  prior to the time of such
issuance or the close of business on such record date; and
                  (ii) the  denominator  of which  shall be the total  number of
shares of Common Stock issued and outstanding  immediately  prior to the time of
such  issuance  or the close of  business on such record date plus the number of
shares of Common Stock issuable in payment of such dividend or distribution.

            (c) Adjustment for Other Dividends and Distributions. If the Company
shall at any time or from time to time after the date  hereof,  make or issue or
set a record date for the  determination  of holders of Common Stock entitled to
receive a dividend or other distribution  payable in other than shares of Common
Stock,  then, and in each event,  an appropriate  revision to the Exercise Price
shall be made and provision  shall be made (by adjustments of the Exercise Price
or  otherwise)  so that the holder of this Note shall  receive upon  conversions
thereof, in addition to the number of shares of Common Stock receivable thereon,
the number of  securities of the Company which they would have received had this
Note  been  converted  into  Common  Stock  on the  date of such  event  and had
thereafter,  during the period from the date of such event to and  including the
date hereof,  retained such securities (together with any distributions  payable
thereon during such period),  giving  application to all adjustments  called for
during such period  under this  Section  8(c) with  respect to the rights of the
holders of the Warrant.

            (d) Adjustments for Reclassification,  Exchange or Substitution.  If
the Common Stock  issuable  upon  conversion of this Warrant at any time or from
time to time after the date hereof  shall be changed  into the same or different
number of shares of any class or classes of stock,  whether by reclassification,
exchange,  substitution  or  otherwise  (other  than by way of a stock  split or
combination of shares or stock dividends  provided for in Sections 8(a), (b) and
(c), or a reorganization,  merger, consolidation, or sale of assets provided for
in Section  8(e),  then,  and in each  event,  an  appropriate  revision  to the
Exercise Price shall by made and provisions shall be made (by adjustments of the
Exercise  Price of  otherwise) so that the holder of this Warrant shall have the
right  thereafter  to convert such Warrant into the kind and amount of shares of
stock  and  other  securities   receivable  upon   reclassification,   exchange,
substitution or other change, by holders of the number of shares of Common Stock
into which such  Warrant  might have been  converted  immediately  prior to such
reclassification, exchange, substitution or other change, all subject to further
adjustment as provided herein.

            (e) Adjustments for Reorganization,  Merger,  Consolidation or Sales
of Assets. If at any time or from time to time after the date hereof there shall
be a capital  reorganization  of the Company (other than by way of a stock split
or combination  of shares or stock  dividends or  distributions  provided for in
Section 8(a), (b), and (c), or a  reclassification,  exchange or substitution of
shares provided for in Section 8(d), or a merger or consolidation of the Company
with or into another corporation, or the sale of all or substantially all of the
Company's  properties  or  assets to any  other  person,  then as a part of such
reorganization,  merger, consolidation,  or sale, an appropriate revision to the
Exercise Price shall be made and provision  shall be made (by adjustments of the
Exercise  Price or  otherwise) so that the holder of this Warrant shall have the
right  thereafter  to convert this Warrant into the kind and amount of shares of
stock  and  other  securities  or  property  of the  Company  or  any  successor
corporation resulting from such reorganization,  merger, consolidation, or sale,
to which a holder of Common Stock  deliverable  upon  conversion  of such shares
would have been entitled upon such  reorganization,  merger,  consolidation,  or
sale,  to which a holder of Common Stock  deliverable  upon  conversion  of such
shares would have been entitled upon such reorganization, merger, consolidation,
or  sale.  In any  such  case,  appropriate  adjustment  shall  be  made  in the
application of the provisions of this Section 8(e) with respect to the rights of
the


<PAGE>



holders of this Warrant after the reorganization, merger, consolidation, or sale
to the end that the provisions of this Section 8(e) (including any adjustment in
the applicable conversion ratio then in effect and the number of shares of stock
or other  securities  deliverable  upon  conversion  of this  Warrant)  shall be
applied  after  that  event  in  as  nearly  an  equivalent  manner  as  may  be
practicable.

      9.  Laws of the State of  Florida.  This  Warrant  shall be  governed  by,
interpreted  under and construed in all respects in accordance with, the laws of
the State of Florida,  irrespective of the place of domicile or residence of any
party.

      10. Entire Agreement and Modification.  The Company and the Holder of this
Warrant  hereby  represent and warrant that this Warrant is intended to and does
contain and embody all of the  understandings  and agreements,  both written and
oral, of the parties  hereto with respect to the subject matter of this Warrant,
and that there exists no oral  agreement or  understanding,  express or implied,
whereby  the  absolute,  final and  unconditional  character  and nature of this
Warrant shall be in any way invalidated,  empowered or affected.  A modification
or waiver of any of the terms, conditions or provisions of this Warrant shall be
effective  only if made in writing and executed with the same  formality as this
Warrant.


      This  Warrant  will  become  wholly  void and of no effect  and the rights
evidenced  hereby will terminate  unless  exercised in accordance with the terms
and  provisions  hereof at or before 5:00 p.m.,  Eastern Time, on the Expiration
Date.


      IN WITNESS  WHEREOF,  the Company,  by its duly  authorized  officer,  has
executed this Warrant this ____ day of _____________, 1999.

Attest:                             Surgical Safety Products, Inc.

____________________________        By:   ______________________________
                                          Frank Clark, President
(CORPORATE SEAL)


<PAGE>



                                FORM OF EXERCISE




      The undersigned  hereby irrevocably elects to exercise the purchase rights
represented by this Warrant for, and to purchase  thereunder,  _________________
Shares of Common Stock, $0.001 par value per share, of Surgical Safety Products,
Inc.,  and  herewith   makes  payment  of  $1.00  per  Share,   or  a  total  of
$____________________ therefore, and request that such Shares be issued to:



(print name)



---------------------------------
(address)

---------------------------------
(social security number)

Dated:

                 (signature must conform in all respects to name
               of Holder as specified on the face of this Warrant)