EXHIBIT 10.61

         THIS WARRANT AND THE  UNDERLYING  SHARES OF COMMON STOCK  ISSUABLE UPON
ITS EXERCISE  HAVE NOT BEEN  REGISTERED  UNDER THE  SECURITIES  ACT OF 1933,  AS
AMENDED  (THE  "ACT"),  OR ANY STATE  SECURITIES  LAWS,  AND NO SALE OR TRANSFER
THEREOF  MAY BE  EFFECTED  WITHOUT AN  EFFECTIVE  REGISTRATION  STATEMENT  OR AN
OPINION  OF COUNSEL  FOR THE  HOLDER,  SATISFACTORY  TO THE  COMPANY,  THAT SUCH
REGISTRATION IS NOT REQUIRED UNDER THE ACT AND ANY APPLICABLE  STATE  SECURITIES
LAWS.

No. W-12

                          COMMON STOCK PURCHASE WARRANT
                          -----------------------------

         GENETIC VECTORS,  INC., a Florida  corporation (the "Company"),  hereby
certifies  that, for value received,  STERLING  TECHNOLOGY  PARTNERS,  LTD. (the
"Holder"),  or its registered  permitted  assigns,  is entitled,  subject to the
terms set forth below,  to purchase from the Company at any time or from time to
time before 5:00 P.M., Eastern Time, on October 5, 2003, Twenty Thousand Hundred
(20,000)  shares of fully paid and  non-assessable  shares of common stock,  par
value $0.001 per share (the "Common Stock"),  of the Company at a purchase price
per share of $3.00 (the  "Purchase  Price").  The number and  character  of such
shares of Common Stock are subject to adjustment as provided herein.

         As used  herein  the  following  terms,  unless the  context  otherwise
requires, have the following respective meanings:

         (a) The term "Company" shall include Genetic  Vectors,  Inc., a Florida
corporation,  and any  -------  corporation  which  shall  succeed or assume the
obligations of the Company hereunder.

         (b) The term "Common Stock"  includes the Company's  Common Stock,  par
value  $0.001  per  share,  as  authorized  on the  date  hereof  and any  other
securities  into which or for which any of such Common Stock may be converted or
exchanged pursuant to a plan of recapitalization,  reorganization,  merger, sale
of assets or otherwise.

         1. Exercise of Warrant.

            1.1.  Full  Exercise.  This  Warrant may be exercised in full by the
Holder by  surrender of this  Warrant,  with the form of  subscription  attached
hereto as Exhibit "A" (the "Subscription  Form") duly executed by the Holder, to
the Company at its  principal  office,  accompanied  by  payment,  in cash or by
certified or official  bank check or wire  transfer  payable to the order of the
Company,  in the amount  obtained by multiplying  the number of shares of Common
Stock for which this Warrant is then exercisable by the Purchase Price.

            1.2.  Partial  Exercise.  This  Warrant may be  exercised in part by
surrender of this Warrant in the manner and at the place provided in Section 1.1
except that the amount  payable by the Holder on such partial  exercise shall be


<PAGE>

the amount  obtained  by  multiplying  (a) the number of shares of Common  Stock
designated by the Holder in the Subscription  Form by (b) the Purchase Price. On
any such  partial  exercise  the  Company  will issue and deliver to or upon the
order of the Holder hereof a new Warrant or Warrants of like tenor,  in the name
of the  Holder  hereof  or such  Holder  (upon  payment  by such  Holder  of any
applicable transfer taxes) may request,  reflecting in the aggregate on the face
or faces thereof for the number of shares of Common Stock for which such Warrant
or Warrants may still be exercised.

         2.  Delivery  of  Stock  Certificates,  etc.  on  Exercise.  As soon as
practical after the exercise of this Warrant in full or in part, the Company, at
its expense  (including the payment by it of any applicable  issue taxes),  will
cause to be issued in the name of and  delivered to the Holder  hereof,  as such
Holder  (upon  payment by the Holder of any  applicable  transfer  taxes and, if
requested  by the  Company,  demonstration  by the  Holder  of  compliance  with
applicable  securities  laws) may direct,  a certificate or certificates for the
number of fully  paid and  non-assessable  shares of Common  Stock to which such
Holder shall be entitled on such exercise, plus, in lieu of any fractional share
to which such Holder would  otherwise be entitled,  cash equal to such  fraction
multiplied by the then-current market value of one full share, together with any
other stock or other securities and property  (including cash, where applicable)
to which such Holder is  entitled  upon such  exercise  pursuant to Section 1 or
otherwise.

         3. Adjustment for Reorganization, Consolidation, Merger, etc.

            3.1.   Reorganization.   If  the   Company   shall   (a)   effect  a
reorganization, (b) consolidate with or merge into any other person or party, or
(c) transfer all or  substantially  all of its properties or assets to any other
person  under  any plan or  arrangement  contemplating  the  dissolution  of the
Company,  then, in each such case,  the Holder of this Warrant,  on the exercise
hereof as  provided  in  Section 1 at any time  after the  consummation  of such
reorganization,   consolidation   or  merger  or  the  effective  date  of  such
dissolution  as the case may be,  shall  receive,  in lieu of the  Common  Stock
issuable on such exercise prior to such consummation or such effective date, the
stock and other  securities and property  (including  cash) to which such Holder
would have been  entitled  upon such  consummation  or in  connection  with such
dissolution,  as the case may be, if such Holder had so  exercised  this Warrant
immediately  prior  thereto,  all subject to further  adjustment  thereafter  as
provided herein.

            3.2. Continuation of Terms. Upon any reorganization,  consolidation,
merger or transfer (and any dissolution  following any transfer)  referred to in
this  Section 3, this  Warrant  shall  continue in full force and effect and the
terms hereof shall be applicable to the shares of stock and other securities and
property  receivable on the exercise of this Warrant after the  consummation  of
such   reorganization,   consolidation  or  merger  or  the  effective  date  of
dissolution  following  any such  transfer,  as the case  may be,  and  shall be
binding upon the issuer of any such stock or other securities, including, in the
case of any such transfer,  the person acquiring all or substantially all of the
properties  or assets of the  Company,  whether  or not such  person  shall have
expressly assumed the terms of this Warrant as provided herein.

         4. No Dilution or Impairment. The Company will not, by amendment of its
Articles of  Incorporation  or through any  reorganization,  transfer of assets,
consolidation,  merger,  dissolution,  issue or sale of  securities or any other


                                       2
<PAGE>

voluntary action, avoid or seek to avoid the observance or performance of any of
the  terms of the  Warrant,  but will at all times in good  faith  assist in the
carrying  out of all such terms and in the  taking of all such  action as may be
necessary or  appropriate  in order to protect the rights of the Holder  against
dilution or other impairment.

         5. Notices of Record Date, etc. In the event of:

            (a) any  taking by the  Company  of a record of the  holders  of any
class or securities for the purpose of determining  the holders  thereof who are
entitled  to  receive  any  dividend  or  other  distribution,  or any  right to
subscribe for, purchase or otherwise acquire any shares of stock of any class or
any other securities or property, or to receive any other right, or

            (b) any capital  reorganization of the Company, any reclassification
or  recapitalization  of the capital stock of the Company or any transfer of all
or substantially  all the assets of the Company to or consolidation or merger of
the Company with or into any other person, or

            (c)  any  voluntary  or  involuntary  dissolution,   liquidation  or
winding-up of the Company, or

            (d) any  proposed  issue or grant by the  Company  of any  shares of
stock of any class or any other securities,  or any right or option to subscribe
for, purchase or otherwise acquire any shares of stock of any class or any other
securities  (other than this issue of Common Stock on exercise of the  Warrant),
then and in each such event the  Company  will mail or cause to be mailed to the
Holder a notice  specifying (i) the date on which any such record is to be taken
for the purpose of such dividend  distribution or right,  and stating the amount
and character of such dividend,  distribution  or right;  (ii) the date on which
any   such   reorganization,   reclassification,   recapitalization,   transfer,
consolidation, merger, dissolution, liquidation or wind-up is to take place, and
the time,  if any is to be fixed,  as of which the  holders  of record of Common
Stock shall be entitled to exchange  their shares of Common Stock for securities
or  other  property  deliverable  on  such   reorganization,   reclassification,
recapitalization,  transfer, consolidation,  merger, dissolution, liquidation or
winding-up; and (iii) the amount and character of any stock or other securities,
or rights or options with respect thereto, proposed to be issued or granted, the
date of such proposed issue or grant and the persons or class of persons to whom
such  proposed  issue or grant is to be offered or made.  Such  notice  shall be
mailed at least  twenty (20) days prior to the date  specified in such notice on
which any such action is to be taken.

         6.  Reservation of Stock  Issuable on Exercise of Warrant.  The Company
will at all times reserve and keep  available,  solely for issuance and delivery
on the  exercise of the  Warrant,  all shares of Common  Stock from time to time
issuable on the exercise of the Warrant.

         7. Exchange of Warrant. On surrender of the Warrant, properly endorsed,
to the  Company,  the Company at its expense will issue and deliver to or on the
order of the Holder thereof a new Warrant or Warrants of like tenor, in the name
of such Holder or as such Holder (upon payment by such Holder of any  applicable
transfer taxes and, if requested by the Company, demonstration by such Holder of
compliance with applicable securities laws) may direct, calling in the aggregate

                                       3
<PAGE>

on the face or faces thereof for the number of shares of Common Stock called for
on the face or faces of the Warrant or Warrants so surrendered.

         8.   Replacement  of  Warrant.   On  receipt  of  evidence   reasonably
satisfactory to the Company of the loss, theft, destruction or mutilation of the
Warrant and, in the case of any such loss,  theft or destruction of the Warrant,
on delivery of an indemnity  agreement or security  reasonably  satisfactory  in
form and  amount  to the  Company  or,  in the case of any such  mutilation,  on
surrender  and  cancellation  of such  warrant,  the Company at its expense will
execute and deliver, in lieu thereof, a new Warrant of like tenor.

         9.  Negotiability.  This Warrant is issued upon the following terms, to
all of which each  Holder or owner  hereof by the  taking  hereof  consents  and
agrees:

            (a) subject to compliance with all applicable securities laws, title
to  this  Warrant  may be  transferred  by  endorsement  (by the  Holder  hereof
executing the Form of Assignment attached hereto as Exhibit "B") and delivery in
the  same  manner  as in the case of a  negotiable  instrument  transferable  by
endorsement and delivery;

            (b) any person in  possession of this Warrant  properly  endorsed is
authorized  to  represent  himself as absolute  owner hereof and is empowered to
transfer absolute title hereto by endorsement and delivery hereof to a bona fide
purchaser  hereof for value;  each prior taker or owner waives and renounces all
of his  equities  or  rights  in this  Warrant  in favor of each  such bona fide
purchaser, and each such bona fide purchaser shall acquire absolute title hereto
and to all rights represented hereby; and

            (c) until this Warrant is  transferred  on the books of the Company,
the Company may treat the registered  Holder hereof as the absolute owner hereof
for all purposes, notwithstanding any notice to the contrary.

         10. Notices. All notices or other communications  required or permitted
to be  given  pursuant  to this  Agreement  shall  be in  writing  and  shall be
considered as duly given on (a) the date of delivery, if delivered in person, by
nationally  recognized overnight delivery service or (b) five days after mailing
if mailed from within the  continental  United States by registered or certified
mail,  return receipt requested to the party entitled to receive the same, if to
the Company, to Genetic Vectors,  Inc., 5201 N.W. 77th Avenue, Suite 100, Miami,
Florida 33166 Attention:  Mead M. McCabe, Jr., with a copy to Clayton E. Parker,
Esq., Kirkpatrick & Lockhart LLP, 201 S. Biscayne Boulevard,  20th Floor, Miami,
Florida 33131, and if to the Holder,  at the address of such Holder shown on the
books of the Company.  Any party may change his or its address by giving  notice
to the other party  stating his or its new address.  Commencing  on the 10th day
after the giving of such  notice,  such  newly  designed  address  shall be such
party's address for the purpose of all notices or other communications  required
or permitted to be given pursuant to this Agreement.

         11.  Governing  Law.  This  Agreement  and the  rights  of the  parties
hereunder  shall be governed by and construed in accordance with the laws of the
State of Florida, without regard to its conflicts of law principles. All parties

                                       4
<PAGE>

hereto (i) agree that any legal  suit,  action or  proceeding  arising out of or
relating to this Agreement  shall be instituted only in a federal or state court
in Miami-Dade  County,  Florida;  (ii) waive any objection which they may now or
hereafter  have  to the  laying  of  the  venue  of any  such  suit,  action  or
proceeding;  and (iii) irrevocably submit to the jurisdiction of such federal or
state  court  in  Miami-Dade  County,  Florida  in  any  such  suit,  action  or
proceeding,  but such consent  shall not  constitute a general  appearance or be
available to any other person who is not a party to this Agreement.  All parties
hereto agree that the mailing of any processing  any suit,  action or proceeding
in accordance  with the notice  provisions of this  Agreement  shall  constitute
personal service thereof.

         12. Entire Agreement;  Waiver of Breach. This Agreement constitutes the
entire  agreement  among the  parties  and  supersedes  any prior  agreement  or
understanding  among them with respect to the subject matter hereof,  and it may
not be modified or amended in any manner other than as provided  herein,  and no
waiver of any  breach or  condition  of this  Agreement  shall be deemed to have
occurred  unless  such waiver is in writing,  signed by the party  against  whom
enforcement  is  sought,  and no waiver  shall be  claimed to be a waiver of any
subsequent breach or condition of a like or different nature.

         13.  Severability.  If any  provision of this  Agreement  shall be held
invalid or unenforceable,  such invalidity or unenforceability shall attach only
to such  provision  and shall not in any  manner  affect  or render  invalid  or
unenforceable  any  other  severable  provision  of  this  Agreement,  and  this
Agreement shall be carried out as if any such invalid or unenforceable provision
were not contained herein.

         14. Amendment. This Warrant and any term hereof may be changed, waived,
discharged  or terminated  only by an instrument in writing  signed by the party
against which  enforcement of such change,  waiver,  discharge or termination is
sought.

         15.  Attorneys' Fees and Costs. In the event of any litigation  arising
under or relating to this Warrant, the prevailing party in such dispute shall be
entitled to recover its costs and expenses,  including reasonable attorney fees,
from the other.

         16.  Restrictions on  Transferability;  Restrictive  Legend. The Holder
acknowledges  that the shares of Common  Stock  issuable  upon  exercise of this
Warrant  are  subject  to  restrictions   under  applicable  Federal  and  state
securities  laws. Each  certificate  representing  shares of Common Stock issued
shall, upon the exercise of this Warrant, bear the following legends in addition
to such other restrictive legends as may be required by law:

         "The shares  represented by this  certificate  have not been registered
under  the  Securities  Act of  1933,  as  amended  (the  "Act"),  or any  state
securities  laws,  and no sale or transfer  thereof  may be effected  without an
effective  registration  statement  or an  opinion of  counsel  for the  Holder,
satisfactory  to the Company,  that such  registration is not required under the
Act and any applicable state securities laws."

                                       5
<PAGE>




     Dated:   October 6, 1999

                                     GENETIC VECTORS, INC.

                                     By:
                                              ----------------------------------

                                     Title:
                                              ----------------------------------




AGREED TO AND ACCEPTED:

STERLING TECHNOLOGY PARTNERS, LTD.

By:
   ---------------------------

Its:
    --------------------------

Date:
     -------------------------





                                       6
<PAGE>

                                   EXHIBIT "A"

                                FORM OF EXERCISE

                   (To be signed only on exercise of Warrant)

TO:

         The undersigned,  the Holder of the within Warrant,  hereby irrevocably
elects to exercise this Warrant for, and to purchase  thereunder _____ shares of
Common Stock of  ____________________,  herewith  makes  payment of  $__________
therefor,  and requests that the  certificates  for such shares be issued in the
name of, and delivered to, whose address is:


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

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

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


         Dated:   ___________________.




                                           -------------------------------------
                                           Signature
                                           (Signature must conform to name
                                           of holder as specified on the
                                           face of the Warrant)

                                           -------------------------------------
                                           Print Name


                                           -------------------------------------
                                           Street Address


                                           -------------------------------------
                                           City, State and Zip Code



                                           -------------------------------------
                                           Person's Social Security Number or
                                           Tax Identification Number



                                      A-1
<PAGE>


                                   EXHIBIT "B"

                               FORM OF ASSIGNMENT

                   (To be signed only on transfer of Warrant)

         For  value  received,   the  undersigned  hereby  sells,  assigns,  and
transfers unto  ___________________  the right represented by the within Warrant
to purchase  shares of Common Stock of  ___________________  to which the within
Warrant relates,  and appoints  ___________________  as its attorney to transfer
such right on the books of _________________  with full power of substitution in
the premises.

         Dated:   _________________.



                                           -------------------------------------
                                           Signature
                                           (Signature must conform to name
                                           of holder as specified on the
                                           face of the Warrant)

                                           -------------------------------------
                                           Print Name


                                           -------------------------------------
                                           Street Address


                                           -------------------------------------
                                           City, State and Zip Code



                                           -------------------------------------
                                           Person's Social Security Number or
                                           Tax Identification Number



Signed in the presence of:





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