WARRANT  NO.  ____

                      WARRANT FOR PURCHASE OF COMMON STOCK


          THIS  WARRANT AND THE COMMON STOCK PURCHASABLE HEREUNDER HAVE NOT
          BEEN  REGISTERED  UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR
          ANY  STATE  OR  OTHER  JURISDICTIONS SECURITIES LAW. NEITHER THIS
          WARRANT  NOR  THE COMMON STOCK PURCHASABLE HEREUNDER MAY BE SOLD,
          OFFERED  FOR  SALE,  PLEDGED  OR HYPOTHECATED IN THE ABSENCE OF A
          REGISTRATION  STATEMENT IN EFFECT WITH RESPECT TO SUCH SECURITIES
          UNDER  SUCH  ACT  AND  ANY APPLICABLE STATE OR OTHER JURISDICTION
          SECURITIES  LAWS  OR  AN  OPINION  OF COUNSEL SATISFACTORY TO THE
          COMPANY  THAT  SUCH  REGISTRATION  IS  NOT  REQUIRED.

                               theglobe.com, Inc.

                              Purchase Warrant for
                                  Common Stock

     THIS  INSTRUMENT  certifies that, FOR VALUE RECEIVED, E&C Capital Partners,
LLLP,  a  Florida limited liability limited partnership, with a business address
of  ___________________________  Florida  (the  "Holder"),  or  its  registered
assigns,  is  entitled,  subject  to  the terms and conditions set forth in this
Warrant  for  Purchase  of  Common  Stock  (this  "Warrant"),  to  purchase from
theglobe.com, Inc., a Delaware corporation (the "Company" or the "Corporation"),
Three Million Three Hundred Thirty Three Thousand Three Hundred and Thirty Three
(3,333,333)  shares  of  Common  Stock,  $.001  par  value,  of the Company (the
"Shares"), commencing immediately, and ending at 5:00 p.m., New York time, March
___,  2013,  for a purchase price of twelve and one-half cents ($.125) per Share
(the  "Exercise  Price"), such number of Shares and Exercise Price being subject
to  adjustment  from  time  to  time  as  set  forth  in Sections 3 and 4 below.

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

SECTION  1.     Warrant  Exercise.  This  Warrant may be exercised by the holder
hereof,  in  whole or in part, by the presentation and surrender of this Warrant
with  the form of the Purchase Form attached hereto as SCHEDULE A duly executed,
at  the  principal office of the Company, and upon payment to the Company of the
applicable  Warrant Exercise Price in cash or by cashier's check.  The Shares so
purchased  shall be deemed to be issued to the holder hereof as the record owner
of  such  Shares  as  of the close of business on the date on which this Warrant
shall have been surrendered and payment made for such Shares.  Upon the exercise
of this Warrant, the issuance of certificates for Shares shall be made forthwith
without charge to the holder hereof including, without limitation, any tax which
may  be  payable in respect of the issuance thereof, and such certificates shall
be  issued  in  the  name of, or in such names as may be directed by, the


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holder  hereof; provided, however, that the Company shall not be required to pay
any tax which may be payable in respect of any transfer involved in the issuance
and  delivery  of  any such certificates in a name other than that of the holder
and  the  Company  shall  not  be required to issue or deliver such certificates
unless or until the person or persons requesting the issuance thereof shall have
paid  to  the  Company  the  amount of such tax or shall have established to the
satisfaction  of  the  Company  that  such  tax  has been paid. Upon any partial
exercise  of this Warrant, there shall be countersigned and issued to the holder
hereof a new Warrant in respect of the Shares as to which this Warrant shall not
have  been  exercised.

SECTION 2. Reservation of Shares. The Company covenants and agrees:

(i)     That  all  Shares  which  may  be issued upon the exercise of the rights
represented by this Warrant will, upon issuance, be fully paid and nonassessable
and  free  from  all taxes, liens and charges with respect to the issue thereof;
and

(ii)     That  during  the  period  within  which the rights represented by this
Warrant  may  be  exercised,  the Company will at all times have authorized, and
reserved  for  the  purpose  of  issue  and delivery upon exercise of the rights
evidenced  by  this  Warrant,  a  sufficient number of shares of Common Stock to
provide  for  the  exercise  of  the  rights  represented  by  this  Warrant.

SECTION 3. Adjustment of the Warrant Exercise Price.

               a.  Adjustments  for  Subdivision,  Dividends,  Combinations  or
                   ------------------------------------------------------------
          Consolidations of Common Stock.
          -------------------------------

                    (i)  If  the  Corporation  shall  at  any  time  or  from
          time to time after the date that this Warrant is issued (the "Original
          Issue  Date") effect a combination or consolidation of the outstanding
          Common  Stock,  by reclassification or otherwise, into a lesser number
          of  shares  of  Common Stock, the Exercise Price in effect immediately
          prior  to  such  combination or consolidation shall, concurrently with
          the  effectiveness  of  such  combination  or  consolidation,  be
          proportionately  increased.

                    (ii)  In  the  event  the  Corporation  shall  declare  or
          pay any dividend on the Common Stock payable in Common Stock or in the
          event  the  outstanding shares of Common Stock shall be subdivided, by
          reclassification  or otherwise than by payment of a dividend in Common
          Stock,  into  a greater number of shares of Common Stock, the Exercise
          Price  in  effect  immediately  prior  to such dividend or subdivision
          shall  be  proportionately  decreased.

                              a.  in  the case of any such dividend, immediately
     after  the  close  of  business on the record date for the determination of
     holders  of  any  class of securities entitled to receive such dividend, or

                              b.  in  the  case  of any such subdivision, at the
close  of  business  on  the  date immediately prior to the date upon which such
corporate  action  becomes  effective.


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<PAGE>
                    If  such record date shall have been fixed and such dividend
     shall  not  have been fully paid on the date fixed therefor, the adjustment
     previously  made  in the applicable Exercise Price that became effective on
     such  record  date  shall  be  canceled as of the close of business on such
     record date, and thereafter the applicable Exercise Price shall be adjusted
     as  of  the  time  of  actual  payment  of  such  dividend.

               b.  Adjustment  for  Other  Dividends  and  Distributions. If the
                   ------------------------------------------------------
     Corporation  at any time or from time to time after the Original Issue Date
     makes,  or  fixes  a record date for the determination of holders of Common
     Stock  entitled  to  receive,  a  dividend or other distribution payable in
     securities  of  the  Corporation other than shares of Common Stock, in each
     such  event provision shall be made so that the holder of the Warrant shall
     receive  upon  Exercise  thereof,  in  addition  to the number of shares of
     Common  Stock  receivable  thereupon, the amount of other securities of the
     Corporation  that it would have received had its Warrant been exercised for
     Common  Stock  on  the date of such event and had it thereafter, during the
     period  from  the  date  of  such event to and including the exercise date,
     retained  such  securities  receivable  by  them  as  aforesaid during such
     period,  subject  to  all  other  adjustments called for during such period
     under  this  Section  3  with  respect  to  the rights of the holder of the
     Warrant  or  with  respect  to  such  other  securities  by  their  terms.

               c. Adjustment for Reclassification, Exchange and Substitution. If
                  -----------------------------------------------------------
     at  any time or from time to time after the Original Issue Date, the Common
     Stock issuable upon the exercise of the Warrant is changed into the same or
     a  different  number of shares of any class or classes of stock, whether by
     recapitalization,  reclassification  or otherwise (other than a subdivision
     or  combination  of  shares  or stock dividend or a reorganization, merger,
     consolidation  or sale of assets provided for elsewhere in this Section 3),
     in  any  such  event  the  holder  of  this  Warrant  shall  have the right
     thereafter  to  exercise  this Warrant for the kind and amount of stock and
     other  securities  and  property  receivable  upon  such  recapitalization,
     reclassification or other change by holders of the maximum number of shares
     of  Common  Stock  into  which  this  Warrant  could  have  been  exercised
     immediately prior to such recapitalization, reclassification or change, all
     subject  to  further  adjustment as provided herein or with respect to such
     other  securities  or  property  by  the  terms  thereof.

               d.  Sale  of  Shares  Below  Exercise  Price.
                   -----------------------------------------

                    (i)  If  at  any  time  or from time to time the Corporation
     issues  or sells, or is deemed by the express provisions of this subsection
     (i)  to  have issued or sold, Additional Shares of Common Stock (as defined
     herein),  other  than as provided in Sections 3.a through 3.c above, for an
     Effective  Price  (as defined herein) less than the then effective Exercise
     Price, then and in each such case the then existing Exercise Price shall be
     reduced as of the opening of business on the date of such issue or sale, to
     a  price determined by multiplying the Exercise Price by a fraction (i) the
     numerator of which shall be (A) the number of


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<PAGE>
     shares  of  Common Stock Deemed Outstanding (as defined herein) immediately
     prior  to such issue or sale, plus (B) the number of shares of Common Stock
     that  the  Aggregate  Consideration  Received  (as  defined  herein) by the
     Corporation  for  the  total number of Additional Shares of Common Stock so
     issued  could  purchase at such Exercise Price, and (ii) the denominator of
     which  shall  be  the  number  of shares of Common Stock Deemed Outstanding
     immediately prior to such issue or sale plus the total number of Additional
     Shares  of  Common Stock so issued. For the purposes of this paragraph, the
     number  of  shares  of  Common  Stock Deemed Outstanding as of a given date
     shall  be  the  sum  of  (A)  the number of shares of Common Stock actually
     "Outstanding,"  (B)  the  number  of shares of Common Stock into which then
     outstanding  Warrants  could  be  exercised  if  fully exercised on the day
     immediately  preceding  the  given  date,  and  (C) the number of shares of
     Common  Stock which could be obtained through the exercise or conversion of
     all other rights, options and convertible securities on the day immediately
     preceding  the  given  date.

                    (ii) For the purpose of making any adjustment required under
     this  Section  3.d,  the consideration received by the Corporation from any
     issue or sale of securities shall (A) to the extent it consists of cash, be
     computed  at  the  net  amount  of  cash  received by the Corporation after
     deduction  of  any  underwriting  or  similar  commissions, compensation or
     concessions  paid  or  allowed  by  the Corporation in connection with such
     issue  or  sale  but  without  deduction  of  any  expenses  payable by the
     Corporation,  (B) to the extent it consists of property other than cash, be
     computed  at the fair value of that property as determined in good faith by
     the  Board,  and  (C)  if  Additional  Shares  of Common Stock, Convertible
     Securities  (as  defined  herein)  or  rights or options to purchase either
     Additional  Shares  of Common Stock or Convertible Securities are issued or
     sold  together  with  other  stock  or  securities  or  other assets of the
     Corporation  for  a  consideration  that  covers  both,  be computed as the
     portion  of the consideration so received that may be reasonably determined
     in  good  faith  by  the Board to be allocable to such Additional Shares of
     Common  Stock,  Convertible  Securities  or  rights  or  options.

                    (iii)  For the purpose of the adjustment required under this
     Section  3.d,  if the Corporation issues or sells any rights or options for
     the  purchase  of,  stock  or other securities convertible into, Additional
     Shares  of  Common Stock (such convertible stock or securities being herein
     referred to as "Convertible Securities") and if the Effective Price of such
     Additional  Shares of Common Stock is less than the Exercise Price, in each
     case  the  Corporation  shall  be  deemed to have issued at the time of the
     issuance  of  such  rights or options or Convertible Securities the maximum
     number  of  Additional  Shares  of  Common  Stock issuable upon exercise or
     conversion  thereof  and to have received as consideration for the issuance
     of such shares an amount equal to the total amount of the consideration, if
     any, received by the Corporation for the issuance of such rights or options
     or Convertible Securities, plus, in the case of such rights or options, the
     minimum  amounts  of consideration, if any, payable to the Corporation upon
     the  exercise  of  such  rights  or  options,  plus,  in  the  case  of

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<PAGE>
     Convertible  Securities,  the  minimum  amounts  of  consideration, if any,
     payable  to  the  Corporation (other than by cancellation of liabilities or
     obligations  evidenced  by such Convertible Securities) upon the conversion
     thereof,  provided  that,  if  in  the  case  of Convertible Securities the
     minimum  amounts  of  such  consideration  cannot  be ascertained but are a
     function  of  antidilution  or  similar protective clauses, the Corporation
     shall  be  deemed  to  have  received  the minimum amounts of consideration
     without  reference  to such clauses; provided further, that, if the minimum
     amount  of  consideration  payable  to the Corporation upon the exercise or
     conversion  of  rights,  options  or Convertible Securities is reduced over
     time  or on the occurrence or non-occurrence of specified events other than
     by  reason  of  antidilution  adjustments,  the  Effective  Price  shall be
     recalculated using the figure to which such minimum amount of consideration
     is  reduced; provided further, that, if the minimum amount of consideration
     payable  to the Corporation upon the exercise or conversion of such rights,
     options  or Convertible Securities is subsequently increased, the Effective
     Price  shall  be  again  recalculated using the increased minimum amount of
     consideration payable to the Corporation upon the exercise or conversion of
     such  rights,  options  or Convertible Securities. No further adjustment of
     the  Exercise  Price, as adjusted upon the issuance of such rights, options
     or Convertible Securities, shall be made as a result of the actual issuance
     of  Additional Shares of Common Stock on the exercise of any such rights or
     options  or  the conversion of any such Convertible Securities. If any such
     rights  or  options  or  the  conversion  privilege represented by any such
     Convertible  Securities  shall  expire  without  having been exercised, the
     Exercise  Price  as  adjusted  upon the issuance of such rights, options or
     Convertible  Securities  shall  be  readjusted  to the Exercise Price which
     would have been in effect had an adjustment been made on the basis that the
     only Additional Shares of Common Stock so issued were the Additional Shares
     of  Common  Stock,  if any, actually issued or sold on the exercise of such
     rights  or  options or rights of conversion of such Convertible Securities,
     and such Additional Shares of Common Stock, if any, were issued or sold for
     the  consideration actually received by the Corporation upon such exercise,
     plus  the  consideration,  if any, actually received by the Corporation for
     the  granting of all such rights or options, whether or not exercised, plus
     the  consideration  received  for  issuing  or  selling  the  Convertible
     Securities  actually  converted,  plus  the consideration, if any, actually
     received  by  the Corporation (other than by cancellation of liabilities or
     obligations  evidenced by such Convertible Securities) on the conversion of
     such  Convertible  Securities,  provide  Securities,  provided  that  such
     readjustment  shall  not  apply  to  prior  exercises  of  the  Warrant.

                         (iv) "Additional Shares of Common Stock" shall mean all
     shares  of  Common  Stock  issued by the Corporation or deemed to be issued
     pursuant  to  this  Section  3.d, whether or not subsequently reacquired or
     retired  by  the  Corporation, other than (A) shares of Common Stock issued
     upon  exercise  of  the Warrant; (B) shares of Common Stock and/or options,
     warrants or other Common Stock purchase rights, and the Common Stock issued
     pursuant  to  such  options,  warrants or other rights (as adjusted for any
     stock  dividends,  combinations,  splits,  recapitalizations  and the like)
     issued  or  to  be  issued  to


                                        5
<PAGE>
     employees,  officers  or  directors  of, or consultants or advisors to, the
     Corporation  or  any  subsidiary pursuant to stock purchase or stock option
     plans  or  other arrangements that are approved by the Board; (C) shares of
     Common  Stock issued pursuant to the exercise or conversion, as applicable,
     of  options,  warrants  or  convertible  securities  outstanding  as of the
     Original  Issue  Date  and (D) shares of Common Stock issued in a Qualified
     Offering.  The "Effective Price" of Additional Shares of Common Stock shall
     mean  the  quotient  determined  by dividing the total number of Additional
     Shares  of  Common  Stock  issued or sold, or deemed to have been issued or
     sold  by  the  Corporation  under  this  Section  3.d,  into  the aggregate
     consideration  received, or deemed to have been received by the Corporation
     for such issue under this Section 3.d, for such Additional Shares of Common
     Stock.  The  term  "Qualified  Offering"  shall  mean the closing of a firm
     commitment  underwritten  public  offering  pursuant  to  an  effective
     registration  statement  under  the  Securities  Act  of  1933, as amended,
     covering the offer and sale of Common Stock (whether for the account of the
     Corporation  or  for  the  account  of  one  or  more  stockholders  of the
     Corporation)  to the public at an aggregate offering price of not less than
     fifteen  million  dollars  ($15,000,000).

                    e.  Certificate  as  to  Adjustments. Upon the occurrence of
                        ---------------------------------
     each  adjustment  or  readjustment  of the Exercise Prices pursuant to this
     Section  3,  the  Corporation  at  its  expense shall promptly compute such
     adjustment  or readjustment in accordance with the terms hereof and furnish
     to each holder of a Warrant, a certificate setting forth such adjustment or
     readjustment  and showing in detail the facts upon which such adjustment or
     readjustment  is  based. The Corporation shall, upon the written request at
     any  time  of  any holder of a Warrant, furnish or cause to be furnished to
     such  holder  a  like  certificate  setting  forth (i) such adjustments and
     readjustments,  (ii)  the  Exercise Prices at the time in effect, and (iii)
     the  number  of  shares  of  Common  Stock and the amount, if any, of other
     property  which  at  the  time  would  be received upon the exercise of the
     Warrant.

SECTION  4.     Adjustments  of  Number  of Shares Issuable Upon Exercise.  Upon
each  adjustment  of the Exercise Price pursuant to Section 3 hereof, the holder
of  this Warrant shall thereafter (until another such adjustment) be entitled to
purchase,  at  the adjusted Exercise Price in effect on the date purchase rights
under  this  Warrant  are  exercised,  the  number  of  Shares  of Common Stock,
calculated  to  the  nearest number of shares, determined by (a) multiplying the
number  of Shares of Common Stock purchasable hereunder immediately prior to the
adjustment  of  the  Exercise  Price by the Exercise Price in effect immediately
prior  to  such  adjustment,  and  (b)  dividing  the product so obtained by the
adjusted  Exercise  Price  in  effect  on  the  date  of  such  exercise.

SECTION  5.     Fractional Interests.  If any fraction of a Share is issuable on
the  exercise  of this Warrant, the Company shall be required to and shall issue
such  fractional  Share  on  the  exercise  of  this  Warrant.

SECTION  6.     No  Rights  as  Shareholder.  Nothing  contained in this Warrant
shall  be  construed as conferring upon the Holder or his transferees any rights
as  a  shareholder  of  the  Company.


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<PAGE>
SECTION  7.     Successors.  All the covenants and provisions of this Warrant by
or  for  the  benefit  of  the Company or the Holder shall bind and inure to the
benefit  of  their  respective  successors  and  assigns  hereunder.

SECTION  8.     Applicable  Law.  This  Warrant shall be deemed to be a contract
made  under  and construed in accordance with the laws of the State of Delaware.

SECTION  9.     Benefits.  This  Warrant  shall  not be construed to give to any
person  or  corporation  other  than  the  Company  and  the Holder any legal or
equitable  right,  remedy or claim under this Warrant, and this Warrant shall be
for  the  sole  and  exclusive  benefit  of  the  Company  and  the  Holder.

SECTION 10.     Transferability.  No transfer of this Warrant shall be effective
unless  and  until  registered  on  the books of the Company maintained for such
purpose,  and  the Company may treat the registered holder as the absolute owner
of  this Warrant for all purposes and the person entitled to exercise the rights
represented  hereby.  No such transfer of this Warrant shall be effective unless
prior  to any transfer or attempted transfer of Warrant, or any interest herein,
the Holder shall give the Company written notice of his or its intention to make
such  transfer,  describing the manner of the intended transfer and the proposed
transferee.  Promptly  after  receiving  such  written notice, the Company shall
present  copies  thereof  to  counsel for the Company and to any special counsel
designated  by  the  Holder.  If  in  the  opinion  of  each of such counsel the
proposed  transfer may be effected without registration of either the Warrant or
the  Common  Stock  purchasable  hereunder  under  applicable  federal  or state
securities  laws  (or  other  applicable  jurisdiction's  law),  the Company, as
promptly  as  practicable,  shall  notify the Holder of such opinions, whereupon
this  Warrant  (or  the  interests  therein) proposed to be transferred shall be
transferred  in accordance with the terms of said notice.  The Company shall not
be  required  to effect any such transfer prior to the receipt of such favorable
opinion(s); provided, however, the Company may waive the requirement that Holder
obtain  an  opinion  of  counsel,  in  its  sole  and absolute discretion.  As a
condition  to  such  favorable  opinion,  counsel for the Company may require an
investment  letter to be executed by the proposed transferee.  Any transferee of
this  Warrant,  by acceptance hereof, agrees to be bound by all of the terms and
conditions  of  this  Warrant.

SECTION 11.     Investment Representation and Legend.  Each Holder by acceptance
of  this  Warrant  represents  and  warrants  to  the Company that the Holder is
acquiring  this  Warrant,  and  unless  at  the  time of exercise a registration
statement  under  the  Securities  Act  of  1933,  as amended, is effective with
respect to the Shares, that upon the exercise hereof the Holder will acquire the
Shares  issuable upon such exercise, for investment purposes only and not with a
view  towards  the  resale  or  other  distribution  thereof.

The  Holder  by  acceptance  of  this Warrant agrees that the Company may affix,
unless  the  Shares issuable upon exercise of this Warrant are registered at the
time  of  exercise,  the  following  legend  to certificates for Shares upon the
exercise  of  this  Warrant:

     The  securities  represented  by  this certificate have not been registered
under  the  Securities  Act  of  1933  (the "Securities Act"), and have not been
registered  under  any state or other


                                        7
<PAGE>
jurisdiction's  securities  law,  and  may  not  be  offered, sold, transferred,
encumbered  or  otherwise  disposed of unless there is an effective registration
statement  under the Securities Act and any applicable state securities laws, or
other  jurisdiction,  relating  thereto  or  unless,  in  the opinion of counsel
acceptable  to  the  Company,  such  registration  is  not  required.

     IN  WITNESS  WHEREOF,  the Company has duly authorized the issuance of this
Warrant  as  of  _____________,  2002.


                              theglobe.com,  Inc.


                              By:__________________________________________
                              Name:________________________________________
                              Title:_______________________________________


                                        8
<PAGE>
                                   SCHEDULE A

                               THEGLOBE.COM, INC.

                                  PURCHASE FORM



theglobe.com, Inc.
110 East Broward Blvd.
Suite 1400
Ft. Lauderdale, FL 33301

The  undersigned  hereby  irrevocably  elects  to exercise the right of purchase
represented by the attached Warrant for, and to purchase thereunder, ____ of the
Shares provided for therein (originally, _____ of the ___________ Shares, and as
presently  adjusted  pursuant  to Section 3 thereof, ______ of the _____Shares),
and  requests  that  certificates  for  such Shares be issued in the name of the
undersigned  and  addressed  as  follows:


                    __________________________________________

                    __________________________________________

                    __________________________________________

                    __________________________________________
                        (Please Print Name, Address, and
                  Social Security or Tax Identification Number)


Dated:  ______________________,  200__.


Name of Warrantholder:__________________________________________________________
                      (Must be the same as that on the books and records of the
Company)


Signature:            __________________________________________________________


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