EXHIBIT 4.22

THE SECURITIES  REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES
ACT OF 1933, AS AMENDED (THE "1933 ACT") AND MAY NOT BE SOLD,  OFFERED FOR SALE,
ASSIGNED,  TRANSFERRED OR OTHERWISE  DISPOSED OF, UNLESS REGISTERED  PURSUANT TO
THE  PROVISIONS  OF THAT ACT OR A  SATISFACTORY  OPINION OF COUNSEL IS  OBTAINED
STATING THAT SUCH DISPOSITION IS IN COMPLIANCE WITH AN AVAILABLE  EXEMPTION FROM
SUCH REGISTRATION.

             VOID AFTER 5:00 P.M. EASTERN TIME ON SEPTEMBER 14, 2005

                          BIOKEYS PHARMACEUTICALS, INC.

             (Incorporated under the laws of the State of Delaware)


               WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK
               --------------------------------------------------

No. WA - 2A                           Originally issued as of September 15, 1998
                                      Re-Issued as of June 14, 2001 (Transfer)


      FOR VALUE  RECEIVED,  BIOKEYS  PHARMACEUTICALS,  INC. (the  "Company"),  a
Delaware  corporation,  hereby  certifies  that ROBERT J. NEBORSKY AND SANDRA S.
NEBORSKY,  JTWROS, or their permitted assigns  (collectively  referred to as the
"Holder") are entitled,  subject to the provisions of this Warrant,  to purchase
from the Company,  during the period  commencing on the date of this Warrant and
expiring at 5:00 p.m. Eastern Time on September 14, 2005 (the "Expiration Date")
up  to  FIFTY   THOUSAND  TWO  HUNDRED   FIFTY-FOUR   (50,254)  fully  paid  and
non-assessable  shares of the Company's Common Stock (the "Warrant Shares"),  at
an  exercise  price of $0.49  per  share  (the  "Exercise  Price"),  subject  to
adjustment as set forth below.

      The term "Common Stock" means, unless the context otherwise indicates, the
Common Stock of the Company as constituted on the date hereof (the "Base Date").
The number of shares of Common  Stock to be received  upon the  exercise of this
Warrant,  and the Exercise Price, may be subject to adjustment from time to time
as hereinafter set forth. The term "Company" means, unless the context otherwise
indicates,  the  corporation  named above as well as (i) any  immediate  or more
remote successor  corporation  resulting from the merger or consolidation of the
Company (or any immediate or more remote  successor  corporation of the Company)
with another  corporation,  or (ii) any corporation to which the Company (or any
immediate or more remote  successor  corporation of the Company) has transferred
its property or assets as an entirety or substantially as an entirety.


<PAGE>

      The Holder  agrees with the Company that this  Warrant is issued,  and all
the  rights  hereunder  shall  be  held  subject  to,  all  of  the  conditions,
limitations and provisions set forth herein.

      1.    Expiration of Warrant. The Warrant shall expire at 5:00 p.m. Eastern
Time  on  the  Expiration  Date  or,  if  such  day is a day  on  which  banking
institutions  in New  York  are  authorized  by law to  close,  then on the next
succeeding day that shall not be such a day.

      2.    Exercise of Warrant.

            a.    This  Warrant may be exercised in whole or in part at any time
after the date hereof or at any other time as specifically  provided for herein,
by  presentation  and  surrender of this Warrant to the Company at its principal
office,  or at the office of its stock transfer  agent, if any, with the Warrant
Exercise Form attached  hereto duly executed and  accompanied by payment (either
in cash or by  certified  or official  bank  check,  payable to the order of the
Company) of the Exercise Price for the number of shares  specified in such form,
together with  instruments  of transfer,  if  appropriate,  duly executed by the
Holder  or his or her  duly  authorized  attorney.  If this  Warrant  should  be
exercised in part only,  the Company  shall,  upon surrender of this Warrant for
cancellation,  execute  and  deliver  a new  Warrant,  subject  to  all  of  the
conditions,  limitations, and provisions set forth herein, evidencing the rights
of the  Holder  thereof  to  purchase  the  balance  of the  shares  purchasable
hereunder. Upon receipt by the Company of this Warrant, together with payment of
the Exercise Price, at its office, or by the stock transfer agent of the Company
at its office, in proper form for exercise, the Holder shall be deemed to be the
holder of record of the  shares of Common  Stock  issuable  upon such  exercise,
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 the  Holder.  The Holder  shall pay any and all
documentary  stamp or similar issue or transfer  taxes payable in respect of the
issue or delivery of shares of Common Stock on exercise of this Warrant.

            b.    As an alternative  to payment of the aggregate  Exercise Price
in accordance  with  paragraph (a) above,  Holder may elect to effect a cashless
exercise by so  indicating  on the Warrant  Exercise  Form  attached  hereto and
including  a  calculation  of the number of shares of Common  Stock to be issued
upon such exercise in accordance with the terms hereof (a "Cashless  Exercise").
In the event of a Cashless Exercise, the Holder shall surrender this Warrant for
that number of shares of Common Stock  determined by (i)  multiplying the number
of Warrant  Shares for which this Warrant is being  exercised by the  difference
between the bid price of a share of Common Stock and the Exercise  Price,  as of
the trading day immediately  before the date of exercise,  and (ii) dividing the
product  by the bid  price of one  share of  Common  Stock  on the  trading  day
immediately preceding the date of exercise.

            c.    The Holder may not  exercise  this  Warrant to the extent that
the  number  of  Warrant  Shares  to be  received  pursuant  to  such  exercise,
aggregated  with all other  shares  of Common  Stock  then  owned by the  Holder
beneficially  or deemed  beneficially  owned by the Holder,  would result in the
Holder owning more than 9.9% of all of such Common Stock as would be outstanding
on such date, as  determined  in accordance  with Section 16 of the Exchange Ac:
and the rules and regulations promulgated thereunder.


                                       2
<PAGE>

      3.    Reservation  of Shares.  The Company  will at all times  reserve for
issuance and delivery  upon  exercise of this Warrant all shares of Common Stock
or other shares of capital stock of the Company (and other securities) from time
to time  receivable  upon exercise of this  Warrant.  All such shares (and other
securities) shall be duly authorized and, when issued upon such exercise,  shall
be validly  issued,  fully paid and  non-assessable  and free of all  preemptive
rights.

      4.    Fractional  Shares.  No  fractional  shares  or  scrip  representing
fractional shares shall be issued upon the exercise of this Warrant, but, if the
holder is entitled to any fractional share upon such exercise, the Company shall
pay the Holder an amount equal to the fair market value of such fractional share
of Common Stock, in lieu of each fraction of a share  otherwise  called for upon
any exercise of this Warrant, as determined by the Company's Board of Directors.

      5.    Exchange,  Transfer,  Assignment or Loss of Warrant. This Warrant is
exchangeable,  without expense,  at the option of the Holder,  upon presentation
and  surrender  hereof to the  Company  or at the  office of its stock  transfer
agent,  if any, for other  Warrants of different  denominations,  entitling  the
Holder or Holders thereof to purchase in the aggregate the same number of shares
of Common Stock  purchasable  hereunder.  Upon  surrender of this Warrant to the
Company  or at the  office  of its  stock  transfer  agent,  if  any,  with  the
Assignment  Form annexed  hereto duly  executed and funds  sufficient to pay any
transfer tax, the Company shall, without charge (but subject to the restrictions
on transfer  set forth in  Sections  11 and 12 below)  execute and deliver a new
Warrant in the name of the assignee named in such instrument of assignment,  and
this  Warrant  shall  promptly  be  cancelled.  This  Warrant  may be divided or
combined with other Warrants that carry the same rights upon presentation hereof
at the office of the Company or at the office of its stock  transfer  agent,  if
any,  together with a written notice  specifying the names and  denominations in
which new Warrants are to be issued and signed by the Holder hereof.

      6.    Rights of the Holder.  The Holder  shall not, by virtue  hereof,  be
entitled  to any rights of a  stockholder  in the  company,  either at law or in
equity,  and the  rights of the Holder are  limited to those  expressed  in this
Warrant.

      7.    Adjustment Provisions.

            a.    If the  Company,  at any time after the Base Date and prior to
exercise of this Warrant, shall have subdivided its outstanding shares of Common
Stock (or other  securities  at the time  receivable  upon the  exercise  of the
Warrant) by  recapitalization,  reclassification  or split-up thereof, or if the
Company shall have  declared a stock  dividend or  distributed  shares of Common
Stock to its stockholders,  the number of Warrant Shares  purchasable under this
Warrant  immediately prior to such exercise shall be proportionately  increased,
and if the Company, prior to such exercise,  shall have at any time combined the
outstanding  shares of Common  Stock by  recapitalization,  reclassification  or
combination  thereof,  the number of  Warrant  Shares  subject  to this  Warrant
immediately prior to exercise shall be proportionately decreased.


                                       3
<PAGE>

            b.    In case of any  reorganization  of the  Company  (or any other
corporation,  the securities of which are at the time receivable on the exercise
of this  Warrant)  after  the Base  Date,  or in case  after  such Base Date the
Company (or any such other  corporation)  shall  consolidate  with or merge into
another  corporation or convey all or substantially all of its assets to another
corporation,  then,  and in each such case,  the Holder of this Warrant upon the
exercise  thereof  as  provided  in  Section  2  above,  at any time  after  the
consummation of such reorganization,  consolidation, merger or conveyance, shall
be  entitled to receive the  securities  or property to which such Holder  would
have been entitled  upon such  consummation  if such Holder had  exercised  this
Warrant immediately prior thereto.

            c.    Whenever  the number of Warrant  Shares  purchasable  upon the
exercise of this Warrant is required to be subject to  adjustment,  the Exercise
Price shall be adjusted by multiplying the Exercise Price in effect  immediately
prior to such  adjustment  by a fraction (x) the numerator of which shall be the
amount of Warrant  Shares which would he purchasable  upon exercise  immediately
prior to such adjustment and (y) the denominator of which shall be the number of
Warrant Shares so purchasable immediately after such adjustment.

            d.    The  Company  will  not,  by  amendment  of  its  Articles  of
Incorporation or through  reorganization,  consolidation,  merger,  dissolution,
issue or sale of securities, sale of assets or any other voluntary action, avoid
or seek to  avoid  the  observance  or  performance  of any of the  teens 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  of this  Warrant.
Without  limiting  the  generality  of  the  foregoing,  while  any  Warrant  is
outstanding, the Company:

                  (i)   will not permit the par value,  if any, of the shares of
                        stock receivable upon the exercise of this Warrant to be
                        above the amount  payable  therefor upon such  exercise;
                        and

                  (ii)  will  take  all  such  action  as  may be  necessary  or
                        appropriate  in order that the  Company  may validly and
                        legally  issue or sell  fully  paid  and  non-assessable
                        stock  upon the  exercise  of all  Warrants  at the time
                        outstanding.

            e.    In case:

                  (i)   the  Company  shall take a record of the  holders of its
                        Common Stock (or other securities at the time receivable
                        upon the  exercise  of the  Warrant)  for the purpose of
                        entitling  them to receive  any  dividend  (other than a
                        cash  dividend  at the same rate as the rate of the last
                        cash dividend  theretofore paid) 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 to receive any other right; or

                  (ii)  of  any  capital  reorganization  of  the  Company,  any
                        reclassification  of the capital  stock of the  Company,
                        any  consolidation or merger of the Company with or into
                        another  corporation,  or any conveyance o(pound) all or
                        substantially  all  of the  assets  of  the  Company  to
                        another corporation; or


                                       4
<PAGE>

                  (iii) of any voluntary or involuntary dissolution, liquidation
                        or winding up of the Company; or

                  (iv)  any other event  specified  in this  Section 9 requiring
                        the taking of such a record.

         Then,  and in each such  case,  the  Company  shall mail or cause to be
mailed  to  each  holder  of  any  Warrant  at the  time  outstanding  a  notice
specifying,  as the case may be,  the date on which a 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;  or the date on which such
reorganization,    reclassification,    consolidation,    merger,    conveyance,
dissolution,  liquidation or winding up is to take place,  and the time, if any,
to be fixed,  as to which the  holders of record of Common  Stock (or such other
securities  at the time  receivable  upon the exercise of the Warrant)  shall be
entitled to exchange their shares of Common Stock (or such other securities) for
securities   or   other   property   deliverable   upon   such   reorganization,
reclassification, consolidation, merger, conveyance, dissolution, liquidation or
winding up. Such notice shall be mailed at least twenty days prior to the record
date therein  specified  and this  Warrant may then be  exercised  prior to said
record date  during the term of the  Warrant  and without  regard to any waiting
period which may be set forth under any other provision of this Warrant.

      8.    Registration Rights.

            a.    If the Company  proposes,  at any time prior to the Expiration
Date,  to  file a  registration  statement  with  the  Securities  and  Exchange
Commission  (the  Commission")  on a Form  S-1 or  comparable  general  form for
registration  under  the 1933 Act and  relating  to  securities  issued or to be
issued by it, then it shall give written  notice of such proposed  filing to the
Holder. If, within thirty days after the giving of such notice, the Holder shall
request in writing  that all or any of the  Warrant  Shares be  included in such
proposed registration,  the Company will also register such shares as shall have
been requested in writing.  While the  registration  of such Warrant Shares will
not require the  exercise of the  Warrant  prior to the  effective  date of such
registration,  the Holder will be required to  demonstrate  a bona fide  present
intention  to sell the  Warrant  Shares  being  registered  promptly  after  the
registration  statement  becomes  effective,  failing which the Company may take
steps to withdraw  such Warrant  Shares from  registration.  If all such Warrant
Shares  have been so  registered,  the rights  described  in Section 8 (b) below
shall be of no force or effect.  The  provisions of this  paragraph a. shall not
apply to a  registration  statement  filed in connection  with an initial public
offering by the Company.

            b.    In  addition,  if by September  15, 2000,  the Company has not
filed with the Commission a  registration  statement  covering  shares of Common
Stock,  Holder may give  notice to the Company at any time after  September  15,
2000 and prior to the Expiration  Date to the effect that such holder desires to
register,  for sale under the 1933 Act,  any Warrant  Shares,  in which case the
Company will promptly, on one occasion only, no later than 90 days after receipt
of such notice,  file a  post-effective  amendment  to any current  registration
statement or a new  registration  statement,  to the end that the Warrant Shares
designated in such notice may be publicly sold under the 1933 Act as promptly as
practicable  thereafter,  and the Company will use its best effort to cause such
registration  statement to become and remain effective  (including the taking of
such steps as are  necessary to obtain the removal of any stop order);  provided
however,  that the  Holder  shall  furnish  the  Company  with such  appropriate
information  in connection  therewith as the Company may  reasonably  request in
writing.


                                       5
<PAGE>

            c.    The  Holder  may give the  notice  requiring  the  filing of a
registration  statement  under the Act as set forth in Subsection b above on not
more than one occasion prior to the Expiration Date.

            d.    In  connection  with the  filing of a  registration  statement
pursuant to this Section 8, the Company shall:

                  (i)   notify such  Holder as to the filing and status  thereof
                        and  of  all  amendments  thereto  filed  prior  to  the
                        effective date of said registration statement;

                  (ii)  notify such Holder promptly after it shall have received
                        notice  of the  time  when  the  registration  statement
                        becomes  effective or any  supplement to any  prospectus
                        forming a part of the  registration  statement  has been
                        filed;

                  (iii) prepare  and file  without  expense  to such  Holder any
                        necessary  amendment or supplement to such  registration
                        statement  or  prospectus  as may be necessary to comply
                        with the 1933 Act or  advisable in  connection  with the
                        proposed distribution of the securities by such Holder;

                  (iv)  take all reasonable  steps to qualify the Warrant Shares
                        for sale under the  securities  or blue sky laws of such
                        reasonable number of states as such Holder may designate
                        in writing and to register or obtain the approval of any
                        federal  or state  authority  which may be  required  in
                        connection with the proposed  distribution,  except,  in
                        each case,  in  jurisdictions  in which the Company must
                        either qualify to do business or file a general  consent
                        to   service  of   process   as  a   condition   of  the
                        qualification of such securities;

                  (v)   notify  such  Holder of any stop  order  suspending  the
                        effectiveness of the registration  statement and use its
                        reasonable best efforts to remove such stop order;

                  (vi)  undertake  to  keep  such  registration   statement  and
                        prospectus  effective for a period of one year after its
                        effective date;

                  (vii) furnish to such Holder as soon as  available,  copies of
                        any such registration  statement and each preliminary or
                        final   prospectus   and  any  supplement  or  amendment
                        required  to  be  prepared  pursuant  to  the  foregoing
                        provisions  of this Section,  all in such  quantities as
                        such Holder may from time to time reasonably request.


                                       6
<PAGE>

            e.    The  Holder  agrees  to pay  any  underwriting  discounts  and
commissions, transfer taxes, registration fees and the Holder's own counsel fees
with respect to the Warrant  Shares being  registered.  The Company will pay all
other costs and expenses in connection with a registration statement to be filed
pursuant to this Section 8, including, without limitation, the fees and expenses
of counsel for the Company,  the fees and expenses of its  accountants,  and all
other costs and expenses incident to the preparation,  printing and filing under
the Act of any such registration  statement,  each prospectus and all amendments
and supplements thereto, the costs incurred in connection with the qualification
of such  securities for sale in such  reasonable  number of states as the Holder
have  designated,  including fees and  disbursements of counsel for the Company,
and the costs of  supplying a  reasonable  number of copies of the  registration
statement, each preliminary prospectus,  final prospectus and any supplements or
amendments thereto to such Holder.

            f.    The   Company    agrees   to   enter   into   an   appropriate
cross-indemnity  agreement with any underwriter (as defined in the 1933 Act) for
such Holder in connection with the filing of a registration  statement  pursuant
to this Section.

            g.    If the Company shall file any registration statement including
therein all or any part of the shares of the Company's  Common Stock held by the
Holder,   the  Company  and  each  Holder   shall  enter  into  an   appropriate
cross-indemnity  agreement whereby the Company shall indemnify and hold harmless
the Holder against any losses,  claims,  damages or  liabilities  (or actions in
respect  thereof)  arising out of or based upon any untrue  statement or alleged
untrue statement of any material fact contained in such registration  statement,
or any omission or alleged omission to state therein a material fact required to
be stated therein or necessary to make statements  therein not misleading unless
such  statement or omission  was made in reliance  upon and in  conformity  with
written  information  furnished  or required to be furnished by any such Holder,
and each such Holder shall indemnify and hold harmless the Company,  each of its
directors  and  officers  who have signed the  registration  statement  and each
person,  if any, who  controls  the Company,  within the meaning of the 1933 Act
against  any  losses,  claims,  damages or  liabilities  (or  actions in respect
thereof)  arising out of or based upon any untrue  statement  or alleged  untrue
statement of any material fact contained in such registration  statement, or any
omission or alleged  omission to state  therein a material  fact  required to be
stated therein or necessary to make statements  therein not  misleading,  if the
statement or omission was made in reliance upon and in  conformity  with written
information  furnished or required to be furnished by such Holder  expressly for
use in such registration statement.

            h.    Anything to the contrary herein notwithstanding, if all of the
shares of the Company's  Common Stock then held by the Holder may be sold by the
Holder thereof in a transaction  pursuant to Rule 144 promulgated under the 1933
Act,  the Holder  shall not be entitled to require the Company to register  such
securities pursuant to any registration statement filed under the 1933 Act.


                                       7
<PAGE>

            i.    For a  period  of one year  after  the  effective  date of the
registration  statement  filed  pursuant  to this  Section 8, the Company at its
expense  will file such  post-effective  amendments  as may be necessary to make
available  for use a prospectus  meeting the  requirements  of the 1933 Act. The
Company  wilt cause  copies of such  prospectus  to be  delivered  to any person
selling  the shares of Common  Stock as may be  required by the 1933 Act and the
rules and regulations of the Commission.

            j.    If a managing underwriter acting in good faith determines that
the  inclusion  of all or any  part  of the  Warrant  Shares  in a  registration
statement  would  adversely  affect the marketing of  securities  intended to be
underwritten,  the  amount  of such  Warrant  Shares to be  registered  shall be
reduced  or  limited to the amount  which the  underwriter,  in its  discretion,
reasonably  exercised in good faith,  determines  would not adversely affect the
successful  marketing of the underwritten  securities.  As an alternative,  such
underwriter  may  request  that the sale of any  Warrant  Shares  included  in a
registration  statement  on behalf of a Holder be delayed  for a period of up to
nine months after the conclusion of the distribution of securities to be offered
on behalf of the Company,  and, upon receipt of such request,  such Holder shall
execute  an  agreement  to such  effect  as a  condition  of  inclusion  in such
registration statement.

      9.    Restrictions  on Transfer All Transfers to Comply with the 1933 Act,
etc. Prior to the  registration of the Warrant Shares as set forth in Section 8,
or the sale of such Warrant Shares pursuant to Rule 144 of the Commission,  this
Warrant and any Warrant Shares may not be sold, assigned, transferred,  pledged,
hypothecated or otherwise  disposed of except to members of the immediate family
of Anthony  Kamin,  unless  otherwise  agreed by the Board of  Directors  of the
Company.  Until such registration or sale pursuant to Rule 144, this Warrant and
the  Warrant  Shares  may be  transferred  to other  persons,  but only with the
approval of the Board of  Directors  of the  Company.  Each  transferee  of this
Warrant or any  Warrant  Shares  must be: (1) a person  who,  in the  opinion of
counsel to the Company,  is a person to whom this Warrant or the Warrant  Shares
may legally be transferred  without  registration  and without the delivery of a
current  prospectus  under  the 1933 Act with  respect  thereto,  and then  only
against  receipt  of (i)  requested  information  concerning  the status of such
person and such transfer  under federal and state  securities  laws and (ii) the
agreement  of such person to comply with the  provisions  of this Section 9 with
respect to any resale or other  disposition of such securities;  or (2) a person
to whom delivery is made of a prospectus  then meeting the  requirements  of the
1933 Act relating to such  securities and the offering  thereof for such sale or
disposition,  and thereafter to all successive  assignees.  The Company reserves
the right to require an opinion of counsel  for the Holder  with  respect to any
proposed transfer other than transfers made pursuant to a registered  securities
offering.

      10.   Legend.  Unless the Warrant  Shares have been  registered  under the
1933 Act,  upon  exercise of the Warrant and the  issuance of any of the Warrant
Shares, all certificates representing such shares shall bear on the face thereof
substantially the following legend:

            The  securities  represented  by  this  certificate  have  not  been
            registered under the Securities Act of 1933, as amended, and may not
            be sold,  offered  for  sale,  assigned,  transferred  or  otherwise
            disposed of, unless  registered  pursuant to the  provisions of that
            Act or unless an opinion of counsel to the  Corporation  is obtained
            stating that such  disposition  is in  compliance  with an available
            exemption from such registration.


                                       8
<PAGE>

      11.   Notices.  All  notices  required  hereunder  shall be in writing and
shall be deemed  given  when  transmitted  (with  verified  receipt),  delivered
personally or mailed by certified or registered mail, return receipt  requested,
to the Company or Holder,  as the case may be, for whom such notice is intended,
to the address of such party of which the Company or Holder has been  advised by
written notice.

      12.   Applicable  Law.  The  Warrant  is  issued  under  and shall for all
purposes be governed by and construed in  accordance  with the laws of the State
of Delaware.

      13.   Loss of Warrant Certificate. Upon receipt by the Company of evidence
reasonably  satisfactory to it of the loss, theft,  destruction or mutilation of
this  Warrant,  and (in the case of loss,  theft or  destruction)  of reasonably
satisfactory  indemnification,  and  upon  surrender  and  cancellation  of this
Warrant,  if  mutilated,  the company shall execute and deliver a new Warrant of
like  tenor  and  date.  Any such  new  Warrant  executed  and  delivered  shall
constitute  an  additional  contractual  obligation  on the part of the Company,
whether or not this Warrant so lost, stolen,  destroyed or mutilated shall be at
any time enforceable by anyone.

      IN WITNESS  WHEREOF,  the Company has caused this  Warrant to be signed on
its behalf,  in its corporate name , by its duly authorized  officer,  all as of
the day and year first above written.

Reissued:  June 14, 2001               BIOKEYS PHARMACEUTICALS, INC.,
                                       a Delaware corporation

                                       By: /s/ Warren Lau
                                          -------------------------------------
                                                       President


                                       9
<PAGE>


                              WARRANT EXERCISE FORM

      The undersigned  hereby  irrevocably elects to exercise the within Warrant
to the  extent  of  purchasing  __________  shares of  Common  Stock of  Biokeys
Pharmaceuticals,  Inc. and hereby makes payment of $__________  representing the
aggregate Exercise Price required in connection therewith.  The undersigned also
surrenders the Warrant  certificate to be processed in accordance with the terms
set forth therein.



                                       -----------------------------------------
                                       Signature


                                       -----------------------------------------
                                       Signature, if jointly held


                                       -----------------------------------------
                                       Print Name or Names


                                       -----------------------------------------
                                       Date


                       INSTRUCTIONS FOR ISSUANCE OF STOCK
                       ----------------------------------
         (if other than to the registered holder of the within Warrant)

Name
    ----------------------------------------------------------------------------
         (Please typewrite or print in block letters)


Address
       -------------------------------------------------------------------------



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

Social Security or Taxpayer
Identification Number
                     -----------------------------------------------------------


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<PAGE>

                                 ASSIGNMENT FORM

      FOR VALUE RECEIVED,  ______________________________  hereby sells, assigns
and transfers unto

Name
    ----------------------------------------------------------------------------
         (Please typewrite or print in block letters)

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

the right to purchase Common Stock of Biokeys Pharmaceuticals,  Inc. represented
by this  Warrant  to the extent of  __________  shares as to which such right is
exercisable    and   does   hereby    irrevocably    constitute    and   appoint
____________________  Attorney, to transfer the same on the books of the Company
with full power of substitution in the premises.


DATED: ____________________


                                       -----------------------------------------
                                       Signature


                                       -----------------------------------------
                                       Signature, if jointly held


                                       11