Exhibit 10.30

THE WARRANTS  REPRESENTED BY THIS  CERTIFICATE AND THE SECURITIES  ISSUABLE UPON
EXERCISE  THEREOF HAVE NOT BEEN REGISTERED  UNDER THE SECURITIES ACT OF 1933, AS
AMENDED  (THE  "ACT"),  AND MAY NOT BE OFFERED OR SOLD EXCEPT (i) PURSUANT TO AN
EFFECTIVE  REGISTRATION  STATEMENT UNDER THE ACT, (ii) TO THE EXTENT APPLICABLE,
PURSUANT TO RULE 144 UNDER SUCH ACT (OR ANY SIMILAR RULE UNDER SUCH ACT RELATING
TO THE DISPOSITION OF  SECURITIES),  OR (iii) UPON THE DELIVERY BY THE HOLDER TO
THE COMPANY OF AN OPINION OF COUNSEL, REASONABLY SATISFACTORY TO COUNSEL FOR THE
COMPANY,  STATING  THAT  AN  EXEMPTION  FROM  REGISTRATION  UNDER  SUCH  ACT  IS
AVAILABLE.

                            EXERCISABLE ON OR BEFORE
                     5:00 P.M., NEW YORK TIME, APRIL 7, 2005

125,000 Warrants

                                     WARRANT


         This Warrant  certifies that JAMES  NICHOLSON,  4 Patrick Natale Court,
Stony Point,  New York,  10980,  or his  registered  assigns,  is the registered
holder of Warrants to purchase,  at any time from June 2, 2002,  until 5:00 P.M.
New York City  time on April 7,  2005  ("Expiration  Date"),  up to  one-hundred
twenty-five   thousand   (125,000)  shares  (the  "Shares")  of  fully-paid  and
non-assessable  common stock,  no par value per share (the "Common  Stock"),  of
Frontline  Communications  Corp., a Delaware corporation (the "Company") subject
to the terms and  conditions  set forth  herein.  This  Warrant  and any Warrant
resulting  from a  transfer  or  subdivision  of this  Warrant  shall  sometimes
hereinafter be referred to as a "Warrant" or, collectively, as the "Warrants".

              I. Exercise of Warrants.  Each Warrant is  exercisable to purchase
one share of Common Stock at a purchase price of $.08 per Share,  subject to the
adjustment  provisions  below,  payable  in cash or by check to the order of the
Company,  or any  combination of cash or check.  Upon surrender of this Warrant,


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along with a) the duly executed "Form of Election to Purchase" annexed hereto as
exhibit "A"; b) the duly executed  "Investment  Representation  Letter"  annexed
hereto as exhibit  "B";  and c) payment of the  Purchase  Price (as  hereinafter
defined) for the Shares purchased, at the Company's principal offices (presently
located at One Blue Hill Plaza,  P.O. Box 1548, Pearl River, New York 10965) the
registered  holder of a Warrant  ("Holder"  or  "Holders")  shall be entitled to
receive a certificate or certificates for the shares so purchased.  The purchase
rights  represented by this Warrant are  exercisable at the option of the Holder
hereof, in whole only (but not as to fractional shares of the Common Stock).


         2. Issuance of  Certificates.  Upon the exercise of the  Warrants,  the
issuance of  certificates  for the Shares  shall be made  forthwith  (and in any
event within five (5) business  days  thereafter)  without  charge to the Holder
thereof including,  without limitation,  any tax which may be payable in respect
of the issuance thereof,  and such certificates shall (subject to the provisions
of  Article  3 hereof)  be  issued  in the name of,  or in such  names as may be
directed by, the Holder thereof;  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.


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<PAGE>

         The certificates representing the Shares shall be executed on behalf of
the Company by the manual or facsimile  signature of those officers  required to
sign such certificates under applicable law.

         This Warrant  and,  upon  exercise of the  Warrants,  the  certificates
representing  the  Shares  shall  bear a  legend  substantially  similar  to the
following:


         "The  securities   represented  by  this   certificate  have  not  been
         registered  under the Securities Act of 1933, as amended  ("Act"),  and
         may  not be  offered  or  sold  except  (i)  pursuant  to an  effective
         registration  statement  under the Act, (ii) to the extent  applicable,
         pursuant to Rule 144 under the Act (or any similar  rule under such Act
         relating to the disposition of securities),  or (iii) upon the delivery
         by the  holder to the  Company of an  opinion  of  counsel,  reasonably
         satisfactory  to counsel to the issuer,  stating that an exemption from
         registration under such Act is available."



         3. Restriction on Transfer of Warrants.  The Holder of this Warrant, by
its acceptance thereof, covenants and agrees that the Warrants and the shares of
Common Stock  issuable  upon  exercise of the Warrants are being  acquired as an
investment and not with a view to the distribution thereof.

         4. Price.


              4.1.  Initial and Adjusted  Purchase Price.  The initial  purchase
price of each Warrant shall be $.08 per Share. The adjusted purchase price shall
be the price which shall  result from time to time from any and all  adjustments
of the initial  purchase  price in accordance  with the  provisions of Article 5
hereof.

         4.2.  Purchase Price.  The term "Purchase  Price" herein shall mean the
initial  purchase  price or the  adjusted  purchase  price,  depending  upon the
context.


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<PAGE>



         5. Adjustments of Purchase Price and Number of Shares.

              5.1. Dividends and Distributions. In case the Company shall at any
time pay a  dividend  in shares  of Common  Stock,  then upon such  dividend  or
distribution, the Purchase Price in effect immediately prior to such event shall
be reduced to a price determined by dividing an amount equal to the total number
of shares of Common  Stock  outstanding  immediately  prior to such  dividend or
distribution  multiplied by the Purchase  Price in effect  immediately  prior to
such  dividend or  distribution  by the total  number of shares of Common  Stock
outstanding immediately after such issuance or sale.


              5.2. Subdivision and Combination. In case the Company shall at any
time subdivide or combine the outstanding  shares of Common Stock,  the Purchase
Price shall forthwith be proportionately decreased in the case of subdivision or
increased in the case of combination.

              5.3.  Adjustment in Number of Shares.  Upon each adjustment of the
Purchase  Price  pursuant  to the  provisions  of this  Article 5, the number of
Shares  issuable  upon the  exercise  of each  Warrant  shall be adjusted to the
nearest full Share by multiplying a number equal to the Purchase Price in effect
immediately  prior to such  adjustment  by the  number of Shares  issuable  upon
exercise of the Warrants  immediately  prior to such adjustment and dividing the
product so obtained by the adjusted Purchase Price.

              5.4. Reclassification,  Consolidation, Merger, etc. In case of any
reclassification or change of the outstanding shares of Common Stock (other than

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<PAGE>

a change in par value to no par value,  or from no par value to par value, or as
a result of a subdivision or combination),  or in the case of any  consolidation
of the Company with, or merger of the Company into,  another  corporation (other
than a consolidation or merger in which the Company is the surviving corporation
and which does not result in any  reclassification  or change of the outstanding
shares  of  Common  Stock,  except a  change  as a result  of a  subdivision  or
combination of such shares or a change in par value,  as  aforesaid),  or in the
case of a sale or  conveyance  to another  corporation  of the  property  of the
Company as an entirety,  the Holder shall  thereafter have the right to purchase
the kind and  number  of  shares of stock  and  other  securities  and  property
receivable upon such reclassification,  change,  consolidation,  merger, sale or
conveyance  as if the  Holder  were the  owner of the  shares  of  Common  Stock
underlying the Warrants immediately prior to any such events at a price equal to
the product of (x) the number of shares  issuable  upon exercise of the Warrants
and (y) the Purchase  Price in effect  immediately  prior to the record date for
such reclassification,  change, consolidation,  merger, sale or conveyance as if
such Holder had exercised the Warrants.

              6.  Exchange  and   Replacement  of  Warrants.   Each  Warrant  is
exchangeable without expense, upon the surrender hereof by the registered Holder
at the  principal  executive  office of the  Company,  for a new Warrant of like
tenor and date  representing  in the  aggregate  the right to purchase  the same
number of Shares in such  denominations  as shall be  designated  by the  Holder
thereof at the time of such surrender.


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<PAGE>

         Upon receipt by the Company of evidence  reasonably  satisfactory to it
of the loss,  theft,  destruction or mutilation of any Warrant,  and, in case of
loss, theft or destruction,  of indemnity or security reasonably satisfactory to
it, and  reimbursement  to the  Company of all  reasonable  expenses  incidental
thereto, and upon surrender and cancellation of the Warrants, if mutilated,  the
Company will make and deliver a new Warrant of like tenor, in lieu thereof.

         7.  Elimination  of  Fractional  Interests.  The  Company  shall not be
required to issue certificates  representing fractions of shares of Common Stock
and  shall  not be  required  to issue  scrip or pay cash in lieu of  fractional
interests,  it being the intent of the  parties  that all  fractional  interests
shall be  eliminated  by rounding any fraction up to the nearest whole number of
shares of Common Stock.

         8. Reservation of Shares.  The Company has reserved a sufficient number
of shares of Common  Stock for  issuance  upon  exercise  of the  Warrants.  The
Company  covenants and agrees that, upon exercise of the Warrants and payment of
the  Purchase  Price  therefor,  all shares of Common Stock  issuable  upon such
exercise shall be duly and validly  issued,  fully paid,  nonassessable  and not
subject to the preemptive rights of any shareholder.

         9. Notices to Warrant  Holders.  Nothing  contained  in this  Agreement
shall be construed as conferring upon the Holder or Holders the right to vote or
to consent or to receive  notice as a shareholder  in respect of any meetings of
shareholders for the election of directors or any other matter, or as having any
rights  whatsoever as a shareholder  of the Company.  If,  however,  at any time
prior to the expiration of the Warrants and their exercise, any of the following
events shall occur:


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<PAGE>

                                     (a) the Company  shall take a record of the
                  holders  of its  shares of Common  Stock  for the  purpose  of
                  entitling them to receive a dividend or  distribution  payable
                  otherwise  than in cash,  or a cash  dividend or  distribution
                  payable otherwise than out of current or retained earnings, as
                  indicated  by the  accounting  treatment  of such  dividend or
                  distribution on the books of the Company; or

                                     (b)  the  Company  shall  offer  to all the
                  holders of its Common Stock any  additional  shares of capital
                  stock  of  the  Company  or  securities  convertible  into  or
                  exchangeable  for shares of capital  stock of the Company,  or
                  any option, right or warrant to subscribe therefor; or

                                     (c) a  dissolution,  liquidation or winding
                  up  of  the  Company   (other  than  in   connection   with  a
                  consolidation or merger) or a sale of all or substantially all
                  of its property,  assets and business as an entirety  shall be
                  proposed;

then, in any one or more of said events,  the Company shall give written  notice
of such  event at least  fifteen  (15) days  prior to the date fixed as a record
date or the date of closing  the  transfer  books for the  determination  of the
shareholders   entitled  to  such   dividend,   distribution,   convertible   or
exchangeable securities or subscription rights, options or warrants, or entitled
to vote on such  proposed  dissolution,  liquidation,  winding up or sale.  Such
notice shall specify such record date or the date of closing the transfer books,
as the case may be.  Failure to give such notice or any defect therein shall not
affect the validity of any action taken in connection  with the  declaration  or
payment of any such dividend or distribution, or the issuance of any convertible
or exchangeable  securities or subscription rights,  options or warrants, or any
proposed dissolution, liquidation, winding up or sale.


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<PAGE>

         10. Notices. All notices,  requests,  consents and other communications
hereunder  shall be in  writing  and shall be deemed to have been duly made when
delivered, or mailed by registered or certified mail, return receipt requested:

                                     (a)  If  to  a  registered  Holder  of  the
                  Warrants,  to the address of such Holder as shown on the books
                  of the Company; or

                                     (b) If to the  Company,  to the address set
                  forth in Section 1 of this  Agreement or to such other address
                  as the Company may designate by notice to the Holders.

         11.  Successors.  All the covenants and provisions of this Agreement by
or for the benefit of the Company and the Holders  inure to the benefit of their
respective successors and assigns hereunder.

         IN WITNESS  WHEREOF,  the Company  has caused  this  Warrant to be duly
executed, as of the day and year first above written.


[SEAL]                          Frontline Communications Corporation


                                By: /s/
                                    ---------------------------------------
                                    Name: Stephen J. Cole-Hatchard
                                    Title: CEO


Attest:

-------------------------


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<PAGE>



                                    EXHIBIT A

To:    Frontline Communications Corp.
       One Blue Hill Plaza
       POB 1548
       Pearl River, New York 10965



ELECTION TO EXERCISE


       The  undersigned   hereby   exercises  his  or  its  rights  to  purchase
________________  Shares  covered  by the within  Warrant  and  tenders  payment
herewith in the amount of $_______________ in accordance with the terms thereof,
certifies that he owns this Warrant free and clear of any and all claims,  liens
and/or encumbrances and requests that certificates for such securities be issued
in the name of, and delivered to:


                           ------------------------------------------

                           ------------------------------------------

                           ------------------------------------------
                           Print  Name,  Address,  and  Social  Security  or Tax
                           Identification Number of Person Receiving Shares


Dated:_________________, 200__


Your Name: _____________________________
                  (Print)

Address:     ______________________________


Signature:  ______________________________


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<PAGE>



                                    EXHIBIT B


                        Investment Representation Letter


                                                         ________________, 200__

Frontline Communications Corp.
One Blue Hill Plaza
POB 1548
Pearl River, New York 10965


Gentlemen:

                  In  connection   with  the  issuance  to  the  undersigned  of
____________  shares (the  "Shares")  of common  stock (the  "Common  Stock") of
Frontline  Communications  Corp.  (the  "Company") upon exercise of that certain
warrant  issued by the  Company  in favor of the  undersigned,  the  undersigned
hereby represents, warrants to, and covenants with the Company as follows:

                  The undersigned  understands that (A) the Shares have not been
registered  under the  Securities  Act of 1933,  as amended (the "Act"),  or the
securities  laws of any  state,  based  upon  applicable  exemptions  from  such
registration  requirements;  (B) the Shares are "restricted securities," as said
term is defined in Rule 144 of the Rules and Regulations  promulgated  under the
Act;  (C) the Shares may not be sold or otherwise  transferred  unless they have
been first registered under the Act and all applicable state securities laws, or
unless exemptions from such  registration  provisions are available with respect
to said resale or transfer;  (D) a legend to the foregoing effect will be placed
on the  certificate  or  certificates  representing  the  Shares;  and (E)  stop
transfer  instructions  with  respect to the  foregoing  will be placed with the
transfer agent for the Common Stock with respect to the Shares;

         The  undersigned  is acquiring the Shares solely for the account of the
undersigned  for  investment  purposes only, and not with a current view towards
the distribution thereof;

                  (iii) The  undersigned  agrees that the  undersigned  will not
sell,  transfer,  hypothecate  or  otherwise  dispose of the  Shares  other than
pursuant  to an  effective  registration  statement  under the Act unless  prior
thereto the Company receives either an opinion, in form and substance reasonably
acceptable  to  the  Company,  of the  Company's  counsel  or  counsel  for  the
undersigned  reasonably acceptable to the Company, that the proposed transaction
may be effected without compliance with the registration provisions of the Act;


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<PAGE>

                  (iv) The undersigned (or the representative of the undersigned
if the  undersigned  is an  entity)  has  had a  reasonable  opportunity  to ask
questions of and receive answers from the Company, or a person or persons acting
on behalf of the Company,  concerning  the Company and its financial  condition,
and all such questions,  if any, have been answered to the full  satisfaction of
the undersigned (or such representative);

                  (v) The undersigned (or the  representative of the undersigned
if the  undersigned  is an entity) has the financial and business  expertise and
experience  required to make an informed investment decision with respect to the
Company and the Shares;

                  (vi) The  undersigned  hereby  agrees to indemnify the Company
and hold it harmless from and against any and all losses, damages,  liabilities,
costs and expenses  which it may sustain or incur in connection  with the breach
by the  undersigned  of any  representation,  warranty or  covenant  made by the
undersigned herein; and

                  (vii) In rendering  any opinion to the transfer  agent for the
Common Stock with respect to the issuance of the Shares, counsel for the Company
may rely on the  representations of the undersigned  contained herein as if they
were made directly to them.


                                     ----------------------------------
                                     Name of Investor [please print]


                                     ----------------------------------
                                     Signature of Investor


                                     ----------------------------------
                                     Title(if signed on behalf of an entity)


                                     ----------------------------------
                                     Address of Investor



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<PAGE>

                                    EXHIBIT C


                               FORM OF ASSIGNMENT

(To be executed by the registered  holder if such holder desires to transfer the
attached Warrant.)


         FOR VALUE RECEIVED,  ___________________________ hereby sells, assigns,
and  transfers   unto   _____________________________   a  Warrant  to  purchase
_____________  shares of Common  Stock,  $.01 par value per share,  of Frontline
Communications  Corp.  (the  "Company"),  together  with all right,  title,  and
interest   therein,   and  does  hereby   irrevocably   constitute  and  appoint
______________________  attorney  to transfer  such  Warrant on the books of the
Company, with full power of substitution.


Dated: ________________, 200__


Signature _________________________________


Signature Guaranteed:



NOTICE


         The signature on the foregoing  Assignment  must correspond to the name
as written upon the face of this Warrant in every particular, without alteration
or enlargement or any change whatsoever.


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