Exhibit 10.11

      Warrant dated as of August 11, 2004 between Enhance Biotech, Inc. and
                              Bioaccelerate, Inc.


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
"SECURITIES  ACT"),  OR UNDER  ANY  STATE  SECURITIES  LAWS AND MAY NOT BE SOLD,
TRANSFERRED,  PLEDGED  OR  OTHERWISE  DISPOSED  OF  UNLESS  (1)  PURSUANT  TO AN
EFFECTIVE  REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND SUCH LAWS, OR (2)
AN  EXEMPTION  FROM  REGISTRATION  UNDER  THE  SECURITIES  ACT AND SUCH  LAWS IS
AVAILABLE AND THE COMPANY HAS RECEIVED EITHER AN OPINION OF COUNSEL, IN FORM AND
SUBSTANCE   REASONABLY   SATISFACTORY  TO  THE  COMPANY,   TO  THE  EFFECT  THAT
REGISTRATION  IS NOT  REQUIRED  IN  CONNECTION  WITH SUCH  DISPOSITION  OR OTHER
EVIDENCE THAT IS SATISFACTORY TO THE COMPANY,  WHICH EVIDENCE  ESTABLISHES  THAT
ANY SUCH  DISPOSITION WILL NOT VIOLATE THE SECURITIES ACT, SUCH LAWS OR ANY RULE
OR REGULATION PROMULGATED THEREUNDER.

Warrant No.______

                               Warrant to Purchase

                        1,500,000 Shares of Common Stock

                            of Enhance Biotech, Inc.

                            Exercisable on or before
                5:00 P.M, Eastern Standard Time, August 10, 2009

      FOR VALUE RECEIVED,  ENHANCE  BIOTECH,  INC., a corporation  organized and
existing  under the laws of the State of Delaware (the  "Company"),  promises to
issue  in the  name  of,  and sell  and  deliver  to  Bioaccelerate,  Inc or its
registered  assigns (in each case, the "Holder"),  a certificate or certificates
for an aggregate of One Million, Five hundred thousand,  (1,500,000) shares (the
"Warrant  Shares") of the Company's  common stock upon compliance with the terms
of this warrant (the  "Warrant")  and payment  therefor of the exercise price of
$3.00 per Warrant Share (the "Exercise Price"). The number of Warrant Shares and
the Exercise Price shall be adjusted from time to time as set forth below.  This
Warrant shall be exercisable  upon execution and at any time prior to 5:00 p.m.,
Eastern Standard Time, on August 10, 2009_ (the "Exercise  Period") and shall be
void  thereafter.  This  Warrant  is also  subject  to the  following  terms and
conditions.

      1. EXERCISE OF WARRANT.

            (a) General  Method of  Exercise.  This  Warrant may be exercised in
whole or in part at any time  during  the  Exercise  Period by  delivery  to the
Company's principal office (or such other office as the Company may designate by
written  notice to the Holder),  not later than two (2) business days before the
date on which this Warrant is to be exercised (the "Exercise  Date"),  of all of
the following:

                  (i) a Form of Exercise Notice (the "Form of Exercise") annexed
hereto, duly executed by the Holder and setting forth (A) the Exercise Date, (B)
the number of Warrant  Shares as to which this Warrant is to be exercised on the
Exercise Date;

                  (ii) either cash, a certified or official  bank check  payable
to the Company in funds  immediately  available on the  Exercise  Date or a wire
transfer  for the account of the  Company,  in an amount  equal to the  Exercise
Price  multiplied by the number of Warrant Shares of the Company's  common stock
as to which this Warrant is to be exercised on the Exercise Date; and

                  (iii) this Warrant.

            (b) Issuance of  Certificates  and New Warrant.  Within a reasonable
time not in excess of twenty  (20) days after the  Exercise  Date,  the  Company
shall deliver to the Holder:

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                  (i) a  certificate  for the number of shares of the  Company's
common stock such Holder elected to purchase on the Exercise Date; or

                  (ii) if this Warrant was not  exercised in full, a new Warrant
of like tenor in the name of the Holder  evidencing  the right to  purchase  the
number of Warrant Shares as to which this Warrant has not been  exercised,  both
of which shall be delivered to the Holder at the address  designated in the Form
of Exercise.  Any new Warrant shall be dated with this Warrant's  original issue
date.

      Any  certificates  so delivered shall be in such  denominations  as may be
      requested by the Holder  hereof,  shall be  registered in the name of such
      Holder and shall bear a restrictive legend if not registered.

      2. ADJUSTMENTS.

            (a)  Subdivision  or  Combination  of  Shares.  If  the  Company  is
recapitalized  through the subdivision or combination of its outstanding  shares
of common stock into a larger or smaller number of shares, the number of Warrant
Shares  shall  be  increased  or  reduced,  as  of  the  record  date  for  such
recapitalization,  in the same  proportion  as the  increase  or decrease in the
outstanding  shares of common stock, and the Exercise Price shall be adjusted so
that the aggregate  amount payable for the purchase of all of the Warrant Shares
issuable hereunder  immediately after the record date for such  recapitalization
shall equal the aggregate amount so payable immediately before such record date.

            (b) Dividends in Common Stock or Securities  Convertible into Common
Stock.  If the  Company  declares a dividend  or  distribution  on common  stock
payable in common stock or securities  convertible into common stock, the number
of shares of common  stock for which  this  Warrant  may be  exercised  shall be
increased,  as of the record date for determining  which holders of common stock
shall be entitled to receive such dividend, in proportion to the increase in the
number  of  outstanding  shares  (and  shares  of  common  stock  issuable  upon
conversion of all such securities convertible into common stock) of common stock
as a result of such dividend or  distribution,  and the Exercise  Price shall be
adjusted  so that the  aggregate  amount  payable  for the  purchase  of all the
Warrant Shares  issuable  hereunder  immediately  after the record date for such
dividend or distribution shall equal the aggregate amount so payable immediately
before such record date.

            (c) Notice of  Adjustment.  Whenever  the  number of Warrant  Shares
purchasable  upon the  exercise  of the  Warrant  or the  Exercise  Price of the
Warrant  Shares is adjusted as provided  herein,  the Company  shall mail to the
Holder a notice of such  adjustment or  adjustments,  prepared and signed by the
Chief Executive  Officer,  Chief Financial  Officer or Secretary of the Company,
which sets forth the number of Warrant Shares  purchasable  upon the exercise of
the Warrant and the Exercise Price of such Warrant Shares after such adjustment,
a brief statement of the facts requiring such adjustment, and the computation by
which such adjustment was made. Upon an adjustment described herein, the Company
may elect to issue a new Warrant reflecting such adjustment,  and if the Company
so elects,  the Holder will return this  Warrant to the Company in exchange  for
such new Warrant.

            (d) The  provisions  of this  Section 2 are for the  purpose of, and
shall be interpreted to the effect that, upon any exercise of this Warrant,  the
Holder shall be entitled to receive the same amount and kind of  securities  and
other  property  that it would have been entitled to receive as the owner at all
times  subsequent  to the date  hereof of the  number of shares of common  stock
issuable upon conversion of the Warrant Shares purchased upon any such exercise.

            (e) It is agreed and understood  that no  adjustments  shall be made
hereunder  solely as a result of the issuance by the Company of (i) common stock
issued  pursuant  to any future  public or private  issuance  of stock,  or (ii)
common  stock  issued  upon the  exercise  of  warrants  or  options  and  other
convertible securities granted by the Company.

            (f) No adjustment  of the Exercise  Price shall be made in an amount
of less than 1% of the Exercise  Price in effect at the time such  adjustment is
otherwise  required to be made, but any such lesser  adjustment shall be carried
forward  and  shall be made at the time and  together  with the next  subsequent
adjustment which, together with any adjustments so carried forward, shall amount
to not less than 1% of such Exercise Price.

            (g)  Irrespective of any adjustment or change in the Exercise Price,
or the number of shares of common stock actually  purchasable under each Warrant
of like tenor,  the Warrants  theretofore and thereafter  issued may continue to
express  the  Exercise  Price  per  Share  and  the  number  of  Warrant  Shares
purchasable thereunder as the Exercise Price per Share and the number of Warrant
Shares purchasable were expressed on the Warrants when initially issued.

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      3. COVENANTS OF THE COMPANY. The Company hereby covenants and agrees that,
prior to the expiration of this Warrant by exercise or by its term:

            (a)  The  Company   will  not  by   amendment  of  its  Articles  of
Incorporation or through reorganization,  consolidation,  merger, dissolution or
sale of assets,  or by any other  voluntary act or deed,  avoid or seek to avoid
the  observance  or  performance  of  any  of  the  covenants,  stipulations  or
conditions to be observed or performed hereunder by the Company, but will at all
times in good faith  assist,  insofar as it is able,  in the carrying out of all
provisions  of this  Warrant and in the taking of all other  actions that may be
necessary to protect the rights of the Holder hereunder; provided, however, that
the proposed  merger of the Company or a  subsidiary  of the Company with Ardent
Pharmaceuticals, Inc. shall be deemed not to violate this subsection (a).

            (b) The Company shall at all times reserve and keep  available,  out
of its authorized and unissued  capital stock,  such numbers of shares of common
stock as  shall,  from  time to time,  be  sufficient  for the  exercise  of the
Warrants.

            (c) All Warrant  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   (other   than  taxes  in  respect  of  any   transfer
contemporaneously with such issue).

      4.  COMPLIANCE WITH LAWS. If, at the time of the surrender of this Warrant
in connection  with any exercise,  transfer,  or exchange of this Warrant,  this
Warrant or the Warrant Shares are not  registered  under both the Securities Act
and applicable state securities laws, the Company may require, as a condition of
allowing such exercise,  transfer or exchange,  a  representation  by the Holder
that the transferee of this Warrant, in whole or in part, or any Warrant Shares,
is an  "accredited  investor"  as defined in Rule 501(a)  promulgated  under the
Securities Act.

      5. TRANSFER AND EXCHANGE.

            (a) Transfer. This Warrant is not transferable without the Company's
prior  written  consent.   Upon  receipt  of  such  consent,   this  Warrant  is
transferable  on  the  books  of the  Company  at its  principal  office  by the
registered Holder hereof only upon surrender of this Warrant properly  endorsed.
The Company shall issue and deliver to the  transferee a new Warrant or Warrants
representing the Warrant so transferred.  Upon any partial transfer, the Company
will issue and deliver to the Holder a new Warrant or Warrants  with  respect to
the Warrants not so  transferred.  Until due  presentment  for  registration  of
transfer  on the books of the  Company,  the  Company  may treat the  registered
Holder hereof as the owner and Holder  hereof for all purposes,  and the Company
shall not be affected by any notice to the contrary.

            (b)  Exchange.  This  Warrant,  at any time  prior  to the  exercise
hereof,  upon presentation and surrender to the Company may be exchanged,  along
with other Warrants of like tenor registered in the name of the same Holder, for
another  Warrant  or other  Warrants  of like  tenor in the name of such  Holder
exercisable  for the same  aggregate  number of Warrant Shares as the Warrant or
Warrants surrendered.

      6. 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 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. All Warrants so surrendered to
the Company shall be canceled.

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<PAGE>

      7. NO RIGHTS AS SHAREHOLDER.  This Warrant shall not entitle the Holder to
any rights as a  stockholder  of the  Company,  either at law or in equity.  The
rights of the Holder are limited to those  expressed in this Warrant and are not
enforceable against the Company except to the extent set forth herein.

      8. RECORD OWNER.  At the time of the  surrender of this Warrant,  together
with the Form of Exercise  properly  executed and payment of the Exercise Price,
the person exercising this Warrant shall be deemed to be the holder of record of
the shares of 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 shares of common stock shall not
then be actually delivered to such person.

      9. FRACTIONAL  SHARES.  The Company shall not issue any fractional Warrant
Shares or scrip representing fractional Warrant Shares upon the exercise of this
Warrant.  With respect to any  fraction of a share called for on such  exercise,
the Holder may elect to  receive,  and the Company  shall pay to the Holder,  an
amount in cash equal to such fraction  multiplied by the Exercise  Price. In the
alternative,  the  Holder  may elect to remit to the  Company  an amount in cash
equal  to the  difference  between  such  fraction  and one,  multiplied  by the
Exercise Price,  and the Company will issue the Holder one share of common stock
in addition to the number of whole  Warrant  Shares  required by the exercise of
the Warrant.

      10.  MAILING OF NOTICES.  All notices  and other  communications  required
hereunder  shall  be sent by  registered  or  certified  mail,  (return  receipt
requested) or delivered  personally or by courier or by confirmed telecopy,  and
shall be effective  five (5) days after being placed in the mail, if mailed,  or
upon receipt or refusal of receipt, if delivered personally or by courier, or by
confirmed  telecopy,  in each case addressed to a party.  The addresses for such
communications shall be:

      If to the Company:

            Attention:  Andrew J. Cosentino
            Enhance Biotech, Inc.
            712 Fifth Avenue
            New York, NY, 10019

      Or such other  addresses as the Company  furnishes by notice to the Holder
in accordance with this Section 10.

      If to the Holder,  at such address as such Holder  shall have  provided in
writing to the  Company,  or at such other  address as such Holder  furnishes by
notice given in accordance with this Section 10.

      11. PIGGYBACK REGISTRATION.  If the Company determines, in its discretion,
to register any of its securities  under the Act,  either for its own account or
the account of a security  holder on a form in which the shares  underlying  the
Warrants may be  included,  other than (i) a  registration  relating to employee
benefit plans, (ii) a registration  relating to a Rule 145 of the Act or similar
transaction,  or  (iii)  a  registration  on any  form  that  does  not  include
substantially  the same  information  as could be  required  to be included in a
registration  statement covering the sale of the shares underlying the Warrants,
the Company will  include in such  registration  (and any related  qualification
under  blue sky  laws or other  compliance),  and in any  underwriting  involved
therein, all of the shares underlying the Warrants.

      12. NO REGISTRATION UNDER THE SECURITIES ACT. Because this Warrant has not
been registered  under the Securities  Act, it and all replacement  Warrants and
the Warrant Shares 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,  OR UNDER ANY
            STATE SECURITIES LAWS AND MAY NOT BE SOLD,  TRANSFERRED,
            PLEDGED OR OTHERWISE  DISPOSED OF UNLESS (1) PURSUANT TO


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            AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES
            ACT AND SUCH LAWS, OR (2) AN EXEMPTION FROM REGISTRATION
            UNDER THE  SECURITIES ACT AND SUCH LAWS IS AVAILABLE AND
            THE COMPANY HAS  RECEIVED  EITHER AN OPINION OF COUNSEL,
            IN FORM AND  SUBSTANCE  REASONABLY  SATISFACTORY  TO THE
            COMPANY, TO THE EFFECT THAT REGISTRATION IS NOT REQUIRED
            IN  CONNECTION   WITH  THE  DISPOSITION  OR  SUCH  OTHER
            EVIDENCE  THAT IS  SATISFACTORY  TO THE  COMPANY,  WHICH
            EVIDENCE  ESTABLISHES THAT ANY SUCH DISPOSITION WILL NOT
            VIOLATE  THE  SECURITIES  ACT,  SUCH LAWS OR ANY RULE OR
            REGULATION PROMULGATED THEREUNDER.

      13.  GOVERNING  LAW;  JURISDICTION.  This Warrant shall be governed by and
construed in  accordance  with the laws of the State of New York  applicable  to
contracts made and to be performed in the State of New York. Each of the Company
and the Holder  irrevocably  consents to the  jurisdiction  of the United States
federal  courts and state courts located in the State of New York in any suit or
proceeding based on or arising under this Warrant.

      14. ENTIRE  AGREEMENT.  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.

      15. AMENDMENT; NO WAIVERS. Any provision of this Warrant may be amended or
waived only if such amendment or waiver is in writing and signed, in the case of
an amendment,  by the Company and the Holder or, in the case of a waiver, by the
party against whom the waiver is to be effective.  No failure or delay by either
party in exercising any right,  power or privilege  hereunder shall operate as a
waiver  thereof nor shall any single or partial  exercise  thereof  preclude any
other or further exercise  thereof or the exercise of any other right,  power or
privilege.  The rights and remedies  herein provided shall be cumulative and not
exclusive of any rights or remedies provided by law.

      16.  HEADINGS.  The headings and captions in this Warrant are included for
convenience  of  reference  only and shall be  ignored in the  construction  and
interpretation thereof.

      IN WITNESS  WHEREOF,  the Company,  by its duly  authorized  officer,  has
executed  this Amended  Warrant  which was  originally  executed on 31st October
2003, on this the 26th day of July, 2004.

                              ENHANCE BIOTECH, INC.,
                              a Delaware corporation

                              By: /s/ Christopher Every
                                  ------------------------
                              Its: President and CEO

                              Address: 712 Fifth Avenue
                                       New York, NY, 10019

Acknowledged and Accepted:

WARRANT HOLDER

By:  /s/ Lee Cole
Its:  CEO of Bioaccelerate, Inc.

Address:  712 Fifth Avenue

        New York, NY  10019


                                      -5-
<PAGE>

                             FORM OF EXERCISE NOTICE

To:   Enhance Biotech, Inc.
      712 Fifth Avenue
      New York, NY, 10019

      Pursuant to the terms of the  attached  Warrant,  the  undersigned  hereby
irrevocably  exercises  the right to  purchase  _________________  shares of the
common stock of Enhance Biotech, Inc., a corporation organized under the laws of
the State of  Delaware  (the  "Company"),  and tenders  herewith  payment of the
Exercise Price in full, in the amount of $____________, in cash, by certified or
official bank check or by wire transfer for the account of the Company.

      The undersigned agrees not to offer,  sell,  transfer or otherwise dispose
of  any  common  stock  obtained  on  exercise  of  the  Warrant,  except  under
circumstances that will not result in a violation of the Securities Act of 1933,
as amended, or any state securities laws.

Exercise Date:__________________________  ___________________________________
                                          Signature of Holder

                                          ____________________________________
                                          Name of Holder (Print)
                                          Address:

                                          ____________________________________



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