Exhibit 4.3


THESE  SECURITIES HAVE NOT BEEN REGISTERED  UNDER THE SECURITIES ACT OF 1933, AS
AMENDED,  OR QUALIFIED UNDER STATE SECURITIES LAWS AND MAY NOT BE SOLD, PLEDGED,
OR OTHERWISE TRANSFERRED UNLESS EITHER (A) COVERED BY AN EFFECTIVE  REGISTRATION
STATEMENT  UNDER THE  SECURITIES  ACT OF 1933, AS AMENDED,  AND QUALIFIED  UNDER
APPLICABLE STATE SECURITIES LAWS, OR (B) THE CORPORATION HAS BEEN FURNISHED WITH
AN  OPINION OF  COUNSEL  ACCEPTABLE  TO THE  CORPORATION  TO THE EFFECT  THAT NO
REGISTRATION OR QUALIFICATION IS LEGALLY REQUIRED FOR SUCH TRANSFER. IN NO EVENT
MAY  THESE  SECURITIES  BE  TRANSFERRED  EARLIER  THAN THE FIRST TO OCCUR OF (A)
DECEMBER __, 2001 AND (B) A CHANGE-IN-CONTROL TRANSACTION (AS DEFINED HEREIN).

                    WARRANT TO PURCHASE UP TO 100,000 SHARES
                               OF COMMON STOCK OF

                        RECKSON SERVICE INDUSTRIES, INC.
                (VOID AFTER THE EXPIRATION DATE SET FORTH HEREIN)

                                                                             W-2

     This certifies that H. THACH PHAM or its permitted  assigns (the "Holder"),
for value  received,  is entitled to purchase from Reckson  Service  Industries,
Inc., a Delaware  corporation (the "Company"),  having a place of business at 10
East 50th Street - 27th Floor,  New York,  New York, a maximum of 100,000  fully
paid and nonassessable  shares of the Company's Common Stock, par value $.01 per
share (the  "Common  Stock")  for cash at a price of $15.00 per share (as may be
adjusted  from time to time in  accordance  with Section 3, the "Stock  Purchase
Price") at any time or from time to time up to and including 5:00 p.m. (New York
time), on the first to occur of (i) a Change-in-Control  Transaction (as defined
below),  and (ii)  December __, 2009 (the first of such dates in clauses (i) and
(ii) being referred to herein as the "Expiration Date"). Holder may purchase the
shares  hereunder upon  surrender to the Company at its principal  office (or at
such other  location  as the  Company  may advise the Holder in writing) of this
Warrant  properly  endorsed with the Form of  Subscription  attached hereto duly
filled in and signed and, if applicable, upon payment in cash or by check of the
aggregate  Stock  Purchase Price for the number of shares for which this Warrant
is being  exercised  determined in accordance  with the provisions  hereof.  The
Stock Purchase Price and the number of shares purchasable  hereunder are subject
to adjustment as provided in Section 3 of this Warrant.

<PAGE>

     This Warrant is subject to the following terms and conditions:

     1. EXERCISE; ISSUANCE OF CERTIFICATES; PAYMENT FOR SHARES.

     1.1  EXERCISE.  This  Warrant  is  exercisable  at any  time  prior  to the
Expiration  Date with  respect to all or any part of the shares of Common  Stock
set forth in the first  paragraph of this Warrant.  Any  unexercised  portion of
this Warrant shall terminate on the Expiration Date. The Company agrees that the
shares of Common Stock  purchased  under this Warrant shall be and are 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,
properly endorsed,  the completed,  executed Form of Subscription  delivered and
payment  made for such  shares.  Certificates  for the shares of Common Stock so
purchased,  together  with any other  securities or property to which the Holder
hereof is entitled upon such  exercise,  shall be delivered to the Holder hereof
by the  Company at the  Company's  expense  within a  reasonable  time after the
rights represented by this Warrant have been so exercised. In case of a purchase
of less than all the  shares  which may be  purchased  under this  Warrant,  the
Company  shall  cancel  this  Warrant  and  execute and deliver a new Warrant or
Warrants  of like  tenor for the  balance of the  shares  purchasable  under the
Warrant  surrendered upon such purchase to the Holder hereof within a reasonable
time.  Each stock  certificate so delivered  shall be in such  denominations  of
Common Stock as may be requested by the Holder hereof and shall be registered in
the name of such Holder.

     1.2 NET  ISSUE  EXERCISE.  Notwithstanding  any  provisions  herein  to the
contrary, if the fair market value of one share of the Company's Common Stock is
greater than the Stock  Purchase  Price (at the date of calculation as set forth
below),  in lieu of  exercising  this Warrant for cash,  the Holder may elect to
receive shares equal to the value (as determined  below) of this Warrant (or the
portion  thereof  being  canceled) by surrender of this Warrant at the principal
office of the Company  together with the properly  endorsed Form of Subscription
and notice of such election in which event the Company shall issue to the Holder
a number of shares of Common Stock computed using the following formula:

                           X = Y (A-B)
                               -------
                                  A

     Where X =  the number of shares of Common Stock to be issued to the Holder

               Y = the number of shares of Common  Stock  purchasable  under the
               Warrant or, if only a portion of the Warrant is being  exercised,
               the portion of the Warrant  being  exercised (at the date of such
               calculation)

               A = the fair market  value of one share of the  Company's  Common
               Stock (at the date of such calculation)

               B = the Stock  Purchase  Price (as  adjusted  to the date of such
               calculation)


<PAGE>

For purposes of the above calculation,  fair market value of one share of Common
Stock shall be equal to the closing  sales price for the Common  Stock as quoted
on the NASDAQ or any  successor  thereto or the  primary  exchange  on which the
Common Stock is then  quoted,  or, if the Common Stock is not then quoted on any
automated  quotation  system or exchange,  the price determined by the Company's
Board of Directors in good faith.

     2. SHARES TO BE FULLY PAID;  RESERVATION OF SHARES.  The Company  covenants
and agrees that all shares of Common Stock which may be issued upon the exercise
of the  rights  represented  by  this  Warrant  will,  upon  issuance,  be  duly
authorized,  validly  issued,  fully  paid and  nonassessable  and free from all
preemptive  rights of any stockholder  and free of all taxes,  liens and charges
with respect to the issue  thereof.  The Company  further  covenants  and agrees
that, during the period within which the rights evidenced by this Warrant may be
exercised,  the Company will at all times during such period have authorized and
reserved, for the purpose of issue or transfer upon exercise of the subscription
rights  evidenced by this Warrant,  a sufficient  number of shares of authorized
but  unissued  Common  Stock,  or other  securities  and  property,  when and as
required to provide for the exercise of the rights  evidenced  by this  Warrant.
The Company  will take all such action as may be  necessary  to assure that such
shares of Common Stock may be issued as provided herein without violation of any
applicable law or regulation,  or of any requirements of any domestic securities
exchange  upon which the  securities  of the  Company  may be listed;  provided,
however,  that the Company shall not be required to effect a registration  under
federal  or state  securities  laws  with  respect  to such  exercise  except as
otherwise  provided by that certain Warrant  Registration  Rights Agreement,  of
even date herewith, by and among the Company, Elliot S. Cooperstone and H. Thach
Pham.

     3.  ADJUSTMENT  OF STOCK  PURCHASE  PRICE AND NUMBER OF  SHARES.  The Stock
Purchase  Price and the number of shares  purchasable  upon the exercise of this
Warrant shall be subject to  adjustment  in  accordance  with this Section 3 and
from  time to time upon the  occurrence  of  certain  events  described  in this
Section 3. Upon each adjustment of the Stock Purchase Price,  the Holder of this
Warrant shall  thereafter be entitled to purchase,  at the Stock  Purchase Price
resulting from such adjustment, the number of shares obtained by multiplying the
Stock  Purchase  Price in effect  immediately  prior to such  adjustment  by the
number  of  shares  purchasable   pursuant  hereto  immediately  prior  to  such
adjustment,  and  dividing  the  product  thereof  by the Stock  Purchase  Price
resulting from such adjustment.

     3.1  SUBDIVISION OR COMBINATION OF STOCK.  In case the Company shall at any
time subdivide its  outstanding  shares of Common Stock into a greater number of
shares, the Stock Purchase Price in effect immediately prior to such subdivision
shall be proportionately reduced, and conversely, in case the outstanding shares
of Common  Stock of the  Company  shall be  combined  into a  smaller  number of
shares, the Stock Purchase Price in effect immediately prior to such combination
shall be proportionately increased.

     3.2 DIVIDENDS IN PREFERRED  STOCK,  PROPERTY,  RECLASSIFICATION.  If at any
time or from time to time the holders of Common Stock (or any shares of stock or
other securities at the time receivable upon the exercise of this Warrant) shall
have received or become entitled to receive, without payment therefor,

<PAGE>

     (a) Common  Stock or any shares of stock or other  securities  which are at
any time directly or indirectly  convertible  into or exchangeable for any other
shares of stock or other securities,  or any rights or options to subscribe for,
purchase or otherwise  acquire any of the  foregoing by way of dividend or other
distribution;

     (b)  Common  Stock or  additional  stock or other  securities  or  property
(including cash) by way of spinoff, split-up,  reclassification,  combination of
shares or similar corporate action, (other than shares of Common Stock issued as
a stock split or  adjustments  in respect of which shall be covered by the terms
of Section 3.1 above), then and in each such case, the Holder hereof shall, upon
the exercise of any portion of this Warrant, be entitled to receive, in addition
to the  number of  shares of Common  Stock  receivable  thereupon,  and  without
payment of any additional  consideration therefor, the amount of stock and other
securities and property  (including cash in the cases referred to in this clause
(b)) which such Holder  would hold on the date of such  exercise  had the Holder
been the holder of record of such Common  Stock as of the date on which  holders
of Common Stock received or became  entitled to receive such shares or all other
additional stock and other securities and property.

     3.3 REORGANIZATION, RECLASSIFICATION, CONSOLIDATION, MERGER OR SALE. If any
recapitalization, reclassification or reorganization of the capital stock of the
Company, or any consolidation or merger of the Company with another corporation,
or the sale of all or substantially all of its assets or other transaction shall
be  effected,   in  each  case  in  such  a  way  that  does  not  constitute  a
Change-in-Control  Transaction  (an "Organic  Change"),  then, as a condition of
such Organic Change, lawful and adequate provisions shall be made by the Company
whereby  the Holder  hereof  shall  thereafter  have the right to  purchase  and
receive (in lieu of the shares of the Common  Stock of the  Company  immediately
theretofore   purchasable  and  receivable  upon  the  exercise  of  the  rights
represented hereby) such shares of stock, securities or other assets or property
as may be issued or  payable  with  respect  to or in  exchange  for a number of
outstanding  shares of such  Common  Stock equal to the number of shares of such
stock  immediately  theretofore  purchasable and receivable upon the exercise of
the rights  represented  hereby. In the event of any Organic Change, the Company
shall make appropriate provision with respect to the rights and interests of the
Holder of this Warrant to the end that the provisions hereof (including, without
limitation,  provisions  for  adjustments of the Stock Purchase Price and of the
number of shares  purchasable  and receivable upon the exercise of this Warrant)
shall thereafter be applicable,  in relation to any shares of stock,  securities
or assets thereafter  deliverable upon the exercise hereof. The Company will not
effect any such consolidation,  merger or sale unless, prior to the consummation
thereof,  the successor  corporation (if other than the Company)  resulting from
such  consolidation  or the  corporation  purchasing such assets shall assume by
written instrument reasonably  satisfactory in form and substance to the Holders
of a majority  of the  warrants  to  purchase  Common  Stock  then  outstanding,
executed  and mailed or delivered to the  registered  Holder  hereof at the last
address of such Holder appearing on the books of the Company,  the obligation to
deliver  to such  Holder  such  shares of  stock,  securities  or assets  as, in
accordance  with the  foregoing  provisions,  such  Holder  may be  entitled  to
purchase.  The Company  shall  notify the Holder of this Warrant of any proposed
Organic  Change  or  Change-in-Control   Transaction  reasonably  prior  to  the
consummation  of such Organic Change or  Change-in-Control  Transaction so as to
provide such Holder with a reasonable  opportunity prior to such consummation to
exercise  this  Warrant  in  accordance  with the terms and  conditions  hereof;
provided,  however,  that in the case of a transaction  which requires notice be
given to the holders

<PAGE>

of Common Stock of the Company, the Holder of this Warrant shall be provided the
same notice given to the holders of Common Stock of the Company.

     3.4 CERTAIN EVENTS.  If any change in the  outstanding  Common Stock or any
other event  occurs as to which the other  provisions  of this Section 3 are not
strictly  applicable  or if  strictly  applicable  would not fairly  protect the
purchase rights of the Holder of the Warrant in accordance with such provisions,
then the Board of  Directors  of the  Company  shall make an  adjustment  in the
number and class of shares available under the Warrant, the Stock Purchase Price
or the application of such provisions,  so as to protect such purchase rights as
aforesaid.  The adjustment  shall be such as will give the Holder of the Warrant
upon  exercise for the same  aggregate  Stock  Purchase  Price the total number,
class and kind of shares as the Holder  would have  owned had the  Warrant  been
exercised  prior to the event and had the Holder  continued  to hold such shares
until after the event requiring adjustment.

     3.5 NOTICES OF CHANGE.

     (a)  Immediately  upon any  adjustment  in the  number  or class of  shares
subject to this Warrant and of the Stock Purchase Price,  the Company shall give
written  notice  thereof to the Holder,  setting forth in reasonable  detail and
certifying the calculation of such adjustment.

     (b) The  Company  shall  give  written  notice  to the  Holder  at least 10
business days prior to the date on which the Company closes its books or takes a
record for determining rights to receive any dividends or distributions.

     (c) The Company  shall also give  written  notice to the Holder at least 30
business days prior to the date on which an Organic Change shall take place.

     4. ISSUE TAX. The issuance of certificates  for shares of Common Stock upon
the exercise of any portion of this Warrant shall be made without  charge to the
Holder of the Warrant for any issue tax (other than any applicable income taxes)
in respect 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  certificate  in a name other than that of the then
Holder of the Warrant being exercised.

     5. CLOSING OF BOOKS.  The Company will at no time close its transfer  books
against the  transfer of any warrant or of any shares of Common  Stock issued or
issuable  upon the exercise of any warrant in any manner which  interferes  with
the timely exercise of any portion of this Warrant.

     6. NO VOTING OR DIVIDEND RIGHTS; LIMITATION OF LIABILITY. Nothing contained
in this  Warrant  shall be construed as  conferring  upon the Holder  hereof the
right to vote or to consent or to receive notice as a stockholder of the Company
or any other matters or any rights  whatsoever as a stockholder  of the Company.
No dividends or interest  shall be payable or accrued in respect of this Warrant
or the interest  represented hereby or the shares  purchasable  hereunder until,
and only to the  extent  that,  this  Warrant  shall  have  been  exercised.  No
provisions  hereof,  in the  absence  of  affirmative  action  by the  Holder to
purchase shares of Common Stock, and no mere enumeration herein of the rights or
privileges of the Holder, shall

<PAGE>

give rise to any liability of such Holder for the Stock  Purchase  Price or as a
stockholder of the Company, whether such liability is asserted by the Company or
by its creditors.

     7.  TRANSFER.  Until the end of the Restricted  Period (as defined  below),
neither this Warrant, the rights hereunder nor the shares of Common Stock issued
upon  exercise  of this  Warrant,  shall be  transferable,  in whole or in part,
except to the Holder's estate,  heirs,  administrators or executors and, whether
by gift or otherwise,  from the Holder to the Holder's spouse, siblings,  lineal
descendants  or ancestors  (or to a trustee of a trust which upon such  transfer
and at all  times  thereafter  is  maintained  solely  for the  benefit  of such
persons). Commencing at the end of the Restricted Period and thereafter, subject
to compliance with applicable  federal and state  securities  laws, this Warrant
and all rights  hereunder shall be  transferable,  in whole or in part,  without
charge to the holder hereof (except for transfer taxes),  upon surrender of this
Warrant properly endorsed.

     For purposes of this Warrant, a "Change-in-Control  Transaction" shall mean
any merger or  consolidation  of the Company into or with  another  corporation,
sale, transfer or other disposition of all or substantially all of the assets or
capital stock of the Company,  or any  reorganization,  recapitalization or like
transaction or series of transactions having substantially equivalent effect and
purpose, at the conclusion of which such merger, consolidation,  sale, transfer,
disposition, reorganization, recapitalization or like transaction the holders of
the voting capital stock of the Company immediately prior to such transaction or
series of  transactions  own less than a majority of the voting capital stock of
the acquiring  entity or entity  surviving or resulting from such transaction or
series of transactions immediately thereafter.

     For purposes of this Warrant, the "Restricted Period" shall mean the period
commencing  on the date of this  Warrant and ending on the first to occur of (a)
two  (2)  years  from  the  date  of this  Warrant  and (b) a  Change-in-Control
Transaction.

     8. RIGHTS AND  OBLIGATIONS  SURVIVE  EXERCISE  OF  WARRANT.  The rights and
obligations  of the Company,  of the Holder of this Warrant and of the holder of
shares of Common  Stock  issued  upon  exercise of this  Warrant  referred to in
Section 7 shall survive the exercise of this Warrant.

     9.  MODIFICATION  AND WAIVER.  This Warrant and any provision hereof may be
changed,  waived,  discharged  or  terminated  only by an  instrument in writing
signed by the party against which enforcement of the same is sought.

     10. NOTICES. Any notice, request or other document required or permitted to
be given or delivered to the Holder  hereof or the Company shall be delivered or
shall be sent by certified mail, postage prepaid,  to the Holder at the Holder's
address as shown on the books of the  Company or to the  Company at the  address
indicated  therefor in the first paragraph of this Warrant or such other address
as either may from time to time provide to the other.

     11. BINDING  EFFECT ON  SUCCESSORS.  This Warrant shall be binding upon any
corporation  succeeding the Company by merger,  consolidation  or acquisition of
all or substantially all of the Company's assets.  All of the obligations of the
Company  relating to the Common Stock issuable upon the exercise of this Warrant
shall survive the exercise and


<PAGE>

termination of this Warrant.  All of the covenants and agreements of the Company
shall inure to the benefit of the successors and assigns of the Holder hereof.

     12. DESCRIPTIVE HEADINGS AND GOVERNING LAW. The description headings of the
several  sections and  paragraphs  of this Warrant are inserted for  convenience
only  and do not  constitute  a part of this  Warrant.  This  Warrant  shall  be
construed and enforced in accordance  with,  and the rights of the parties shall
be governed by, the internal  laws of the State of New York,  without  regard to
its rules concerning conflicts of law.

     13. LOST WARRANTS. The Company represents and warrants to the Holder hereof
that upon  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,  upon  receipt  of an  indemnity  reasonably
satisfactory  to  the  Company,  or in the  case  of any  such  mutilation  upon
surrender and cancellation of such Warrant,  the Company,  at its expense,  will
make and  deliver a new  Warrant,  of like tenor,  in lieu of the lost,  stolen,
destroyed or mutilated Warrant.

     14.  FRACTIONAL  SHARES. No fractional shares shall be issued upon exercise
of this  Warrant.  The Company  shall pay to the Holder,  in lieu of issuing any
fractional  share,  a sum in cash equal to such fraction  multiplied by the then
effective Stock Purchase Price.


<PAGE>

     IN WITNESS WHEREOF, the Company has caused this Warrant to be duly executed
by its officer thereunto duly authorized.

Dated:  As of December 7, 1999        Reckson Service Industries, Inc.,
                                      a Delaware corporation


                                      By __________________________________
                                         Name:  Jeffrey D. Neumann
                                         Title: Executive Vice President






<PAGE>

                                    EXHIBIT A

                                SUBSCRIPTION FORM

                                                       Date: ____________, _____

Reckson Service Industries, Inc.
225 Broadhollow Road
Melville, New York 11747
Attn:  Chief Executive Officer

Ladies and Gentlemen:

/  /              The  undersigned  hereby elects to exercise the warrant issued
                  to it by Reckson Service Industries,  Inc. (the "Company") and
                  dated December __, 1999 Warrant No. W-1 (the "Warrant") and to
                  purchase  thereunder  ___________  shares of the Common Stock,
                  par value $.01 per share,  of the Company (the  "Shares") at a
                  purchase  price of $___ per  Share  or an  aggregate  purchase
                  price of  ______________________  Dollars  ($__________)  (the
                  "Purchase Price").

/  /              The      undersigned      hereby     elects     to     convert
                  _______________________  percent  (____%)  of the value of the
                  Warrant  pursuant  to the  provisions  of  Section  1.1 of the
                  Warrant.

Pursuant to the terms of the Warrant the  undersigned has delivered the Purchase
Price  herewith  in full in cash or by  certified  check or wire  transfer.  The
undersigned also makes the  representations  set forth on the attached Exhibit B
of the Warrant.

                                Very truly yours,



                                By:

                                Title:




                                        9

<PAGE>

                                    EXHIBIT B

                            INVESTMENT REPRESENTATION

THIS  AGREEMENT  MUST BE  COMPLETED,  SIGNED AND  RETURNED  TO  RECKSON  SERVICE
INDUSTRIES,  INC.,  ALONG WITH THE  SUBSCRIPTION  FORM  BEFORE THE COMMON  STOCK
ISSUABLE UPON EXERCISE OF THE WARRANT DATED DECEMBER __, 1999, WILL BE ISSUED.

------------, ----

Reckson Service Industries, Inc.
225 Broadhollow Road
Melville, New York 11747
Attn:  Chief Executive Officer

Ladies and Gentlemen:

The undersigned, ________________ ("Purchaser"), intends to acquire up to ______
shares of the Common  Stock,  $0.01 par value per share (the "Common  Stock") of
Reckson Service  Industries,  Inc. (the "Company") from the Company  pursuant to
the exercise or conversion of certain  Warrants to purchase Common Stock held by
Purchaser.  The Common Stock will be issued to Purchaser  in a  transaction  not
involving a public offering and pursuant to an exemption from registration under
the  Securities  Act of 1933, as amended (the "1933 Act") and  applicable  state
securities  laws. In  connection  with such purchase and in order to comply with
the  exemptions  from  registration  relied  upon  by  the  Company,   Purchaser
represents, warrants and agrees as follows:

Purchaser  is  acquiring  the  Common  Stock  for its own  account,  to hold for
investment, and Purchaser shall not make any sale, transfer or other disposition
of the  Common  Stock in  violation  of the 1933 Act or the  General  Rules  and
Regulations  promulgated  thereunder by the Securities  and Exchange  Commission
(the "SEC") or in violation of any applicable state securities law.

Purchaser has been advised that the Common Stock has not been  registered  under
the 1933 Act or state  securities  laws on the ground that this  transaction  is
exempt from registration, and that reliance by the Company on such exemptions is
predicated in part on Purchaser's representations set forth in this letter.

Purchaser  has been  informed  that under the 1933 Act, the Common Stock must be
held  indefinitely  unless it is subsequently  registered  under the 1933 Act or
unless an exemption from such registration  (such as Rule 144) is available with
respect to any  proposed  transfer or  disposition  by  Purchaser  of the Common
Stock.  Purchaser further agrees that the Company may refuse to permit Purchaser
to sell, transfer or dispose of the Common Stock (except as permitted under Rule
144) unless there is in effect a registration  statement  under the 1933 Act and
any applicable state securities laws covering such transfer, or unless Purchaser
furnishes  an opinion  of counsel  reasonably  satisfactory  to counsel  for the
Company, to the effect that such registration is not required.

                                       10

<PAGE>

Purchaser  also  understands  and  agrees  that  there  will  be  placed  on the
certificate(s)  for the Common  Stock or any  substitutions  therefor,  a legend
stating in substance:

     "The shares  represented by this certificate have not been registered under
     the Securities Act of 1933, as amended (the "Securities Act"), or any state
     securities laws. These shares have been acquired for investment and may not
     be  sold  or  otherwise   transferred   in  the  absence  of  an  effective
     registration  statement  for  these  shares  under the  Securities  Act and
     applicable state securities laws, or an opinion of counsel  satisfactory to
     the  Company  that  registration  is not  required  and that an  applicable
     exemption is available."

Purchaser has carefully read this letter and has discussed its  requirements and
other applicable  limitations  upon Purchaser's  resale of the Common Stock with
Purchaser's counsel.

                                      Very truly yours,



                                       By:

                                       Title:



                                       11