EXHIBIT 10.50

THIS  SECURITY HAS NOT BEEN  REGISTERED  UNDER THE  SECURITIES  ACT OF 1933,  AS
AMENDED (THE "ACT"),  OR ANY STATE  SECURITIES  LAWS.  THE SALE TO THE HOLDER OF
THIS  SECURITY  OF THE SHARES OF COMMON  STOCK  ISSUABLE  UPON  EXERCISE OF THIS
SECURITY  ARE  NOT  COVERED  BY  A  REGISTRATION  STATEMENT  UNDER  THE  ACT  OR
REGISTRATION  UNDER STATE SECURITIES LAWS. THIS SECURITY HAS BEEN ACQUIRED,  AND
SUCH SHARES OF COMMON STOCK MUST BE ACQUIRED, FOR INVESTMENT ONLY AND MAY NOT BE
SOLD,  TRANSFERRED  OR  ASSIGNED IN THE  ABSENCE OF  REGISTRATION  OF THE RESALE
THEREOF  OR AN  OPINION  OF COUNSEL  REASONABLY  ACCEPTABLE  IN FORM,  SCOPE AND
SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

No. 47

Right to Purchase 300,000 Shares of Common Stock of Vertical  Computer  Systems,
Inc.




                         VERTICAL COMPUTER SYSTEMS, INC.

                          Common Stock Purchase Warrant


         VERTICAL   COMPUTER   SYSTEMS,   INC.,  a  Delaware   corporation  (the
"Company"),  hereby certifies that, for value received,  Parker,  Mills & Patel,
LLP, or registered assigns (the "Holder"), is entitled, subject to the terms set
forth below, to purchase from the Company at any time or from time to time up to
and including  Three (3) years after the date hereof,  and before 5:00 p.m., Los
Angeles time, on November 26, 2004, Three Hundred Thousand  (300,000) fully paid
and nonassessable  shares of Common Stock , $.00001 par value, of the Company at
an Exercise Price per share initially equal to $0.014. The number of such shares
of Common Stock and the Exercise  Price are subject to adjustment as provided in
this Warrant.

         1.  EXERCISE AT OPTION OF HOLDER.  This Warrant may be exercised by the
Holder  hereof  in full or in part at any time or from time to time  during  the
exercise period  specified in the first paragraph  hereof,  by surrender of this
Warrant and the subscription  form annexed hereto (duly executed) by such Holder
to the Company and by making  payment,  in cash or by certified or official bank
check  payable to the order of the  Company or wire  transfer  to the  Company's
account or, with the prior written consent of the Company, through the surrender
of previously  acquired shares of Common Stock at their fair market value on the
exercise date or through the execution of a promissory  note  collateralized  by
the shares underlying the Warrant, in the amount obtained by multiplying (a) the
number of shares of Common Stock  designated  by the Holder in the  subscription
form by (b) the  Exercise  Price then in effect.  On any  partial  exercise  the


<PAGE>

Company  will  forthwith  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 as such Holder (upon payment by such Holder of any applicable transfer taxes)
may  request,  providing in the  aggregate on the face or faces  thereof for the
purchase  of 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
practicable  after the  exercise of this  Warrant,  and in any event within five
business days thereafter,  the Company at its expense  (including the payment by
it of any  applicable  issue or stamp taxes) will cause to be issued in the name
of and delivered to the Holder  hereof,  or as such Holder (upon payment by such
Holder  of  any  applicable   transfer  taxes)  may  direct,  a  certificate  or
certificates  for the  number of fully paid and  nonassessable  shares of Common
Stock  to  which  such  Holder  shall  be  entitled  on such  exercise,  in such
denominations  as  may be  requested  by  such  Holder,  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  fair market  value of one full
share, together with any other stock or other securities any property (including
cash,  where  applicable)  to which such Holder is entitled  upon such  exercise
pursuant to Section 1 or otherwise.

         3. DILUTION.

            a.  DIVIDENDS,  ETC. If the Company  shall pay to the holders of its
Common Stock a dividend in shares of Common Stock or in  securities  convertible
into Common Stock, the Exercise Price in effect  immediately prior to the record
date fixed for the determination of the holders of Common Stock entitled to such
dividend  shall  be  proportionately  decreased,  effective  at the  opening  of
business on the next following full business day.

            b.  SPLITS,  COMBINATIONS,  ETC.  If the  Company  shall  split  the
outstanding  shares  of its  Common  Stock  into a  greater  number of shares or
combine the  outstanding  shares into a smaller  number,  the Exercise  Price in
effect  immediately prior to such action shall be  proportionately  decreased in
the case of a split or increased in the case of a combination,  effective at the
opening of business on the full business day next  following the day such action
becomes effective.

         4.  PROTECTION  IN  CASE  OR  RECLASSIFICATION,  ETC.  In  case  of any
reclassification  or change of the terms of the outstanding  shares of the class
of Common Stock  issuable upon the exercise of this Warrant,  then upon exercise
of this Warrant (other than a change  relating to par value, or as a result of a
subdivision or  combination),  or in case of any  consolidation or merger of the
Company with or into another  company  (other than a merger in which the Company
is the continuing  company or which does not result in any  reclassification  or
change of outstanding shares of Common Stock of the class issuable upon exercise
of this Warrant, other than a split or combination of shares), or in case of any
sale or conveyance to any other person or entity of all or substantially  all of
the assets of the Company,  the Company shall use its best efforts to execute an
agreement  providing  that the  holder  of this  Warrant  shall  have the  right
thereafter  to exercise  this Warrant for the kind and amount of shares of stock

                                      -2-
<PAGE>

and other securities and property receivable upon such reclassification, change,
dividend, distribution, consolidation, merger, sale or conveyance by a holder of
the number of shares of Common Stock of the Company for which this Warrant might
have  been  exercised  immediately  prior  to  such  reclassification,   change,
dividend, distribution,  consolidation, merger, sale or conveyance. This Section
4 shall apply to successive  reclassifications  and changes of and dividends and
distributions  on  shares  of Common  Stock  and to  successive  consolidations,
mergers,  sales  or  conveyances.  Notice  of the  execution  of  any  agreement
pertaining   to   such   reclassification,   change,   dividend,   distribution,
consolidation,  merger,  sale or conveyance shall be given to the holder of this
Warrant as soon as practicable  and in any event not less than ten (10) business
days before any such transaction is consummated.

         5. RESERVATION OF STOCK,  ETC.,  ISSUABLE ON EXERCISE OF WARRANTS.  The
Company will at all times  reserve and keep  available,  solely for issuance and
delivery on the exercise of this  Warrant,  all shares of Common Stock from time
to time issuable on the exercise of this Warrant.

         6. REGISTER OF WARRANTS.  The Company shall maintain,  at the principal
office of the Company (or such other office as it may designate by notice to the
Holder  hereof),  a  register  in which the  Company  shall  record the name and
address of the person in whose name this Warrant has been issued, as well as the
name and address of each successor and prior owner of such Warrant.  The Company
shall  be  entitled  to treat  the  person  in whose  name  this  Warrant  is so
registered as the sole and absolute owner of this Warrant for all purposes.

         7.  EXCHANGE  OF  WARRANT.  This  Warrant  is  exchangeable,  upon  the
surrender  hereof by the Holder  hereof at the  office or agency of the  Company
referred  to in  Section  6,  for  one  or  more  new  Warrants  of  like  tenor
representing in the aggregate the right to subscribe for and purchase the number
of shares of Common Stock which may be subscribed for purchase  hereunder,  each
of such new Warrants to represent  the right to subscribe  for and purchase such
number of shares as shall be  designated  by said  Holder  hereof at the time of
such surrender.

         8.   REPLACEMENT  OF  WARRANT.   On  receipt  of  evidence   reasonably
satisfactory  to the Company of the loss,  theft,  destruction  or mutilation of
this Warrant  and, in the case of any such loss,  theft or  destruction  of this
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 this Warrant,  the Company at its
expense will execute and deliver, in lieu thereof, a new Warrant of like tenor.

         9. WARRANT AGENT. The Company will act as the exercise agent for the
purpose of issuing Common Stock on the exercise of this Warrant pursuant to
Section 1. The Company may, by written notice to the Holder, appoint an agent
having an office in the United States of America, for the purpose of issuing
Common Stock on the exercise of this Warrant pursuant to Section 1, redeeming
this Warrant pursuant to Section 2, exchanging this Warrant pursuant to Section
7, and replacing this Warrant pursuant to Section 8, or any of the foregoing,
and thereafter any such issuance, exchange or replacement, as the case may be,
shall be made at such office by such agent.

                                      -3-
<PAGE>

         10. NO RIGHTS OR LIABILITIES  AS A STOCKHOLDER.  This Warrant shall not
entitle the Holder  hereof to any voting rights or other rights as a stockholder
of the Company, until properly exercised.

         11. NOTICES, ETC. All notices and other communications from the Company
to the  registered  Holder  of this  Warrant  shall be  mailed  by  first  class
certified mail,  postage prepaid,  at such address as may have been furnished to
the Company in writing by such Holder or at the address shown for such Holder on
the register of Warrants referred to in Section 7.

         12.  MISCELLANEOUS.  This  Warrant and any terms hereof may be changed,
waived,  discharged or terminated only by an instrument in writing signed by the
party against which enforcement or such change, waiver, discharge or termination
is sought.  This Warrant shall be construed and enforced in accordance  with and
governed by the  internal  laws of the State of  Delaware.  The headings in this
Warrant are for  purposes of  reference  only,  and shall not limit or otherwise
affect  any of the terms  hereof.  The  invalidity  or  unenforceability  of any
provision  hereof shall in no way affect the validity or  enforceability  of any
other provision.



IN WITNESS WHEREOF,  Vertical Computer Systems,  Inc. has caused this Warrant to
be executed on its behalf by one of its officers thereunto duly authorized.

Dated: November 26, 2001                VERTICAL COMPUTER SYSTEMS, INC.



                                        By:
                                            ------------------------------------
                                              Richard Wade


                                      -4-
<PAGE>


                              FORM OF SUBSCRIPTION

                          COMMON STOCK PURCHASE WARRANT
                       OF VERTICAL COMPUTER SYSTEMS, INC.

(To be signed only on exercise of Warrant)

TO:      VERTICAL COMPUTER SYSTEMS, INC.
         6336 Wilshire Boulevard
         Los Angeles, California 90048

      1. The  undersigned  Holder of the  attached  original,  executed  Warrant
hereby elects to exercise its purchase  right under such Warrant with respect to
________ shares of Common Stock, as defined in the Warrant, of Vertical Systems,
Inc., a Delaware corporation (the "Company").

      2. The  undersigned  Holder  pays the  aggregate  purchase  price for such
shares of Common Stock (i) by lawful money of the United  States or the enclosed
certified or official bank check  payable in United States  dollars to the order
of the Company in the amount of $___________, or (ii) by wire transfer of United
States funds to the account of the Company in the amount of $____________, which
transfer has been made before or  simultaneously  with the delivery of this Form
of Subscription pursuant to the instructions of the Company.

      3. Please  issue a stock  certificate  or  certificates  representing  the
appropriate  number of shares of Common Stock in the name of the  undersigned or
in such other names as is specified below:

                  Name:
                                 -----------------------------------------------

                  Address:
                                 -----------------------------------------------



Dated:
      -----------------------                 (Signature must conform to name of
                                              Holder as specified on the face of
                                              the Warrant)

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

                                              ----------------------------------
                                                              (Address)

                                      -5-