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                                                                   Exhibit 10.28

                               BIOLYNX.COM, INC.
                        AMENDED STOCK PURCHASE WARRANT
                            Expiring March 31, 2000


7,500 Shares                                                  San Antonio, Texas


     THIS IS TO CERTIFY that, for value received, TRAVIS MORGAN SECURITIES, INC.
(the "Holder") is entitled at any time from the date hereof, but prior to 2:00
p.m., San Antonio, Texas time on March 31, 2000, subject to and upon the terms
and conditions contained herein, to purchase up to 7,500 fully paid and non-
assessable shares of the common stock, par value $0.001 per share (the "Shares")
of BIOLYNX.COM, INC., a Texas corporation (the "Company"), at a purchase price
of $1.00 per Share (such number of the Shares and the purchase price being
subject to adjustment as provided herein). This Warrant shall be void and of no
effect and all rights hereunder shall cease at 2:00 p.m., San Antonio, Texas
time on March 31, 2000, except to the extent theretofore exercised; provided
that in the case of the earlier dissolution of the Company, this Warrant shall
become void on the date fixed for such dissolution.

     1. Warrant. This Warrant has been issued by the Company to the Holder in
connection with the offering of the Shares of the Company.

     2. Covenants of the Company. The Company covenants that, while this Warrant
is exercisable (a) it will reserve from its authorized and unissued Shares a
sufficient number of Shares to provide for the delivery of the Shares pursuant
to the exercise of this Warrant, and (b) that all Shares which may be issued
upon the exercise of this Warrant will upon issue be fully paid and non-
assessable.

     3. Protection Against Dilution, Etc. In any of the following events,
occurring after the date of the issuance of this Warrant, appropriate adjustment
shall be made in the number of Shares to be deliverable upon the exercise of
this Warrant and the purchase price per share to be paid, so as to maintain the
proportionate interest of the Holder as of the date hereof: (a) recapitalization
of the Company through a split-up or reverse split of the outstanding Shares
into a greater or lesser number, as the case may be, or (b) declaration of a
dividend on the Shares, payable in Shares or other securities of the Company
convertible into Shares, or (c) any of the events described in Paragraph 4
hereof.

     4. Merger, Etc. In case the Company, or any successor, shall be
consolidated or merged with another company, or substantially all of its assets
shall be sold to another company in exchange for stock, cash or other property
with the view to distributing such stock, cash or other property to its
shareholders, each of the Shares purchasable by this Warrant shall be replaced
for the purposes hereof by the securities of the Company or cash or property
issuable or distributable in respect of one Share of the Company, or its
successors, upon such consolidation, merger, or sale, and adequate provision to
that effect shall be made at the time thereof. Provided, however,
notwithstanding anything herein contained to the contrary, in the event that the
terms of any such consolidation, merger or sale call for the distribution of any
cash or property to the shareholders of the Company, no such cash or property
shall be distributable to the Holder in connection with any unexercised portion
of this Warrant, unless the Holder shall have exercised this Warrant pursuant to
the terms of Paragraph 7 hereof and all other terms of this Warrant.

     5. Notice of Certain Events. Upon the happening of any event requiring an
adjustment of the Warrant purchase price hereunder, the Company shall forthwith
give written notice thereof to the Holder stating the adjusted Warrant purchase
price and the adjusted number of Shares purchasable upon the exercise hereof
resulting from such event and setting forth in reasonable detail the method of
calculation and the facts upon which such calculation is based. The Board of
Directors of the Company shall determine the computation made hereunder. In the
case of (a) any consolidation, merger, or sale affecting the Company and calling
for the payment of cash or the delivery of property to shareholders of the
Company, or (b) any voluntary or involuntary dissolution, liquidation, or
winding up of the Company shall at any time be proposed, the Company

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shall give at least 20 days' prior written notice thereof to the Holder stating
the date on which such event is to take place and the date (which shall be at
least 20 days after the giving of such notice) as of which the holders of record
of Shares shall be entitled to participate in any such event. If the Holder does
not elect to exercise any part of this Warrant as a result of any such notice,
the Holder shall have no right with respect to any portion of this Warrant which
shall remain unexercised to participate in (i) any such cash or other property
resulting from any such consolidation, merger or sale, or (ii) any voluntary or
involuntary dissolution, liquidation, or winding up of the Company.

     6. Shareholders' Rights. Until the valid exercise of this Warrant, the
Holder shall not be entitled to any rights of a shareholder with respect to the
Shares covered by this Warrant; but immediately upon the exercise of this
Warrant and upon payment as provided herein, the Holder shall be deemed a record
holder of the Shares.

     7. Manner of Exercise. In order to exercise this Warrant, the Holder shall
surrender this Warrant, duly endorsed or assigned to the Company or, in blank,
at the office of the Company, accompanied by (a) written notice to the Company
that the Holder elects to exercise this Warrant or, if less than the entire
amount thereof is to be exercised, the portion thereof to be exercised, and (b)
payment of the purchase price of the Shares to be purchased on such exercise, in
cash or by cashier's or certified check.

     This Warrant shall be deemed to have been exercised immediately prior to
the close of business on the day of surrender of this Warrant for exercise in
accordance with the foregoing provisions, and at such time the person or persons
entitled to receive the Shares issuable upon exercise shall be treated for all
purposes as the record holder or holders of the Shares at such time. As promptly
as practicable on or after the exercise date, the Company shall issue and shall
deliver to the Holder a certificate or certificates for the number of full
Shares issuable upon exercise.

     In case this Warrant is exercised in part only, upon such exercise the
Company shall execute and deliver to the Holder thereof, at the expense of the
Company, a new Warrant to purchase, in the aggregate, in the number of Shares
covered by the unexercised portion of this Warrant.

     8. Covenants of the Holder. The Holder covenants that this Warrant has not
been registered under the Securities Act of 1933, as amended (the "Securities
Act"), or any other applicable securities law. This Warrant has been purchased
for investment only and not with a view to distribution or resale, and may not
be sold, pledged, hypothecated or otherwise transferred unless this Warrant or
the Shares represented hereby are registered under the Securities Act, and any
other applicable securities law, or the Company has received an opinion of
counsel satisfactory to it that registration is not required. A legend in
substantially the following form will be placed on any certificates or other
documents evidencing the Shares to be issued upon any exercise of this Warrant:

     THE SECURITIES REPRESENTED BY THIS INSTRUMENT OR DOCUMENT HAVE BEEN
ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF
1933, AS AMENDED, OR THE SECURITIES LAW OF ANY STATE OR FOREIGN JURISDICTION.
WITHOUT SUCH REGISTRATION, SUCH SECURITIES MAY NOT BE SOLD, PLEDGED,
HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT UPON DELIVERY TO THE COMPANY OF AN
OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED
FOR SUCH TRANSFER OR THE SUBMISSION TO THE COMPANY OF SUCH OTHER EVIDENCE AS MAY
BE SATISFACTORY TO THE COMPANY TO THE EFFECT THAT ANY SUCH TRANSFER SHALL NOT BE
IN VIOLATION OF THE SECURITIES ACT OF 1933, AS AMENDED, THE SECURITIES LAW OF
ANY STATE OR FOREIGN JURISDICTION, OR ANY RULE OR REGULATION PROMULGATED
THEREUNDER.

     Further, stop transfer instructions to the transfer agent of the Shares
have been or will be placed with respect to the Shares so as to restrict the
resale, pledge, hypothecation or other transfer thereof, subject to the further
items hereof, including the provisions of the legend set forth in this
paragraph.

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     9. Fractional Warrants. Upon the exercise of this Warrant, no fractions of
Shares shall be issued; but fractional Warrants shall be delivered, entitling
the Holder, upon surrender with other fractional Warrants aggregating one or
more full Shares, to purchase such full Shares.

     10. Registration Obligation. The Company has not agreed to file and the
Company does not anticipate the filing of a registration statement under the
Securities Act to allow a public resale of this Warrant or any Shares issued
upon the exercise of this Warrant.

     11. Loss, Theft, Destruction of Warrant. Upon receipt of evidence
satisfactory to the Company of the loss, theft, destruction, or mutilation of
this Warrant and, in the case of any such loss, theft, or destruction, upon
receipt of indemnity reasonably satisfactory to the Company, or, in the case of
any such mutilation, upon surrender and cancellation of this Warrant, the
Company will make and deliver, in lieu of such lost, stolen, destroyed or
mutilated Warrant, a new Warrant of like tenor.

     12. Arbitration. All disputes arising or related to this Agreement must
exclusively be resolved by binding arbitration under the Commercial Arbitration
Rules of the American Arbitration Association in effect at the time the
arbitration proceeding commences; except that (a) Texas law and the Federal
Arbitration Act must govern construction and effect, (b) the locale of any
arbitration must be in San Antonio, Texas, and (c) the arbitrator must with the
award provide written findings of fact and conclusions of law. Any party may
seek from a court of competent jurisdiction any provisional remedy that may be
necessary to protect its rights or assets pending the selection of the
arbitrator or the arbitrator's determination of the merits of the controversy.
The exercise of such arbitration rights by any party will not preclude the
exercise of any self-help remedies (including without limitation, setoff rights)
or the exercise of any non-judicial foreclosure rights. An arbitration award may
be entered in any court having jurisdiction.

     13. Benefit. All the terms and provisions of this Warrant shall be binding
upon and inure to the benefit of and be enforceable by the parties hereto, and
their respective heirs, executors, administrators, personal representatives,
successors and permitted assigns.

     14. Notices. All notices, requests, demands, and other communications
hereunder shall be in writing and delivered personally or sent by registered or
certified United States mail, return receipt requested with postage prepaid, if
to the Company, addressed to the Company at 5617 Grissom Road, San Antonio,
Texas 78238; and if to the Holder, addressed to Travis Morgan Securities, Inc.,
18952 MacArthur Boulevard, Suite 360, Irvine, California 92612. Any party hereto
may change its address upon 10 days' written notice to any other party hereto.

     15. Construction. Words of any gender used in this Warrant shall be held
and construed to include any other gender, and words in the singular number
shall be held to include the plural, and vice versa, unless the context requires
otherwise. In addition, the pronouns used in this Warrant shall be understood
and construed to apply whether the party referred to is an individual,
partnership, joint venture, corporation or an individual or individuals doing
business under a firm or trade name, and the masculine, feminine and neuter
pronouns shall each include the other and may be used interchangeably with the
same meaning.

     16. Headings. The headings used in this Warrant are for convenience and
reference only and in no way define, limit, simplify or describe the scope or
intent of this Warrant, and in no way effect or constitute a part of this
Warrant.

     17. Law Governing. This Warrant shall be construed and governed by the laws
of the State of Texas, and all obligations hereunder shall be deemed performable
in Bexar County, Texas.

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     IN WITNESS WHEREOF, this Warrant has been issued on January 1, 2000.

                                            BIOLYNX.COM, INC.



                                            By /s/ John D. Walker II
                                               ---------------------------------
                                               John D. Walker II, President

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                                 EXERCISE FORM
         (To be Executed If The Owner Desires to Exercise the Warrant)


To:  BioLynx.Com, Inc.
     5617 Grissom Road
     San Antonio, Texas 78238

     The undersigned hereby exercises, according to the terms and conditions
thereof ______ (number of Shares to be purchased) of the Warrant evidenced
hereby, and herewith makes payment of the purchase price at a price of $1.00 per
share in full in the amount of $_________________. Kindly issue all Shares to
the undersigned and deliver them to the undersigned at the address stated below.
If such number of shares shall not be all of the shares purchasable by this
Warrant, please issue a new Warrant of like tenor for the balance of the
remaining Shares purchasable hereunder to be delivered to the undersigned at the
address stated below.



                               ________________________________________
                               (Printed Name)


                               _______________________________________
                               Address


                               _______________________________________
                               City               State       Zip Code



                               _______________________________________
                               Signature

Dated:____________________

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