EXHIBIT 10.19




                                 Agent's Warrant

Warrant No. __

         Void after 5:00 p.m. Toronto, Ontario time, on November 9, 2003
                                        -
                   Warrant to Purchase Shares of Common Stock

THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE UNITED STATES  SECURITIES AND
EXCHANGE  COMMISSION OR THE SECURITIES  COMMISSION OF ANY STATE.  THE SECURITIES
ARE BEING OFFERED PURSUANT TO A SAFE HARBOR FROM REGISTRATION UNDER REGULATION S
PROMULGATED  UNDER THE  SECURITIES  ACT OF 1933,  AS AMENDED  (THE  "ACT").  THE
SECURITIES ARE  "RESTRICTED" AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES
OR TO U.S.  PERSONS (AS SUCH TERM IS DEFINED IN REGULATION S  PROMULGATED  UNDER
THE ACT)  UNLESS  THE  SECURITIES  ARE  REGISTERED  UNDER THE ACT,  PURSUANT  TO
REGULATION  S  OR  PURSUANT  TO  AVAILABLE   EXEMPTIONS  FROM  THE  REGISTRATION
REQUIREMENTS  OF THE ACT AND THE SELLER WILL BE PROVIDED WITH OPINION OF COUNSEL
OR OTHER SUCH  INFORMATION  AS IT MAY  REASONABLY  REQUIRE TO CONFIRM  THAT SUCH
EXEMPTIONS ARE AVAILABLE.  FURTHER HEDGING TRANSACTIONS INVOLVING THE SECURITIES
MAY NOT BE MADE EXCEPT IN COMPLIANCE WITH THE ACT.


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

                WARRANT TO PURCHASE 25,000 SHARES OF COMMON STOCK
                                       OF

                               Power Kiosks, Inc.
        ----------------------------------------------------------------

           This it to certify that, FOR VALUE RECEIVED,  EIG Capital  Management
Ltd, as Agent,  is  entitled  to  purchase,  subject to the  provisions  of this
Warrant,  from Power Kiosks,  Inc., a Florida  corporation (the "Company"),  the
fully paid,  validly issued and non-assessable  shares of Common Stock,  $0.0001
par  value,  of the  Company  ("Common  Stock") at any time or from time to time
during the period from the date hereof, through and including July 13, 2003, but
not later than 5:00 p.m.  Toronto,  Ontario  time,  on  November  9, 2003,  (the
"Exercise  Period") at the price of US$0.0001 per share (the "Exercise  Price").
The total  number of shares of Common  Stock to be issued upon  exercise of this
Warrant  shall be 25,000  shares.  The price to be paid for each share of Common
Stock may be adjusted from time to time as hereinafter set forth.  The shares of
Common Stock deliverable upon such exercise,  and as adjusted from time to time,
are  hereinafter  sometimes  referred to as "Warrant  Shares" and the respective
exercise  price of a share of Common Stock in effect at any time and as adjusted
from time to time is hereinafter  sometimes referred to as the "Exercise Price".
This Warrant is being issued  pursuant to the Common Stock  Purchase  Agreement,
dated as of July 13, 2000,  between the Company and Equity  Investors  Group, as
Agent.


           A.        EXERCISE OF WARRANT

           This Warrant may be exercised in whole or in part at any time or from
time to time during the Exercise Period; provided, however, that (i) if the last
day of the Exercise Period is a day on which banking institutions in the City of
Toronto are authorized by law to close, then the Exercise Period shall terminate
on the next  succeeding day that shall not be such a day, and during such period
the  Holder  shall have the right to  exercise  this  Warrant  into the kind and
amount of shares of stock and other  securities  and property  (including  cash)
receivable by a holder of the

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<PAGE>



number of shares of  Common  Stock  into  which  this  Warrant  might  have been
exercisable  immediately  prior  thereto.  This  Warrant  may  be  exercised  by
presentation  and  surrender  hereof  to the  Company  of  this  Warrant  at the
Company's  principal office, with the Exercise Form annexed hereto duly executed
and  accompanied  by  payment  of the  Exercise  Price for the number of Warrant
Shares  specified in such form. As soon as practicable  after each such exercise
of the  Warrants,  but not  later  than  seven  (7)  days  from the date of such
exercise,  the Company  shall issue and deliver to the Holder a  certificate  or
certificates for the designee. 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  evidencing  the rights of the Holder  thereof to purchase
the  balance of  Warrant  Shares  purchasable  thereunder.  Upon  receipt by the
Company of this Warrant at its principal  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 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 physically delivered to the Holder.

           THIS WARRANT MAY BE EXERCISED  ONLY (i) BY A PERSON WHO IS NOT A U.S.
PERSON (AS  DEFINED IN  REGULATION  S  PROMULGATED  UNDER THE ACT),  (ii) IF NOT
EXERCISED ON BEHALF OF A U.S.  PERSON,  (iii) IF NO U.S. PERSON HAS ANY INTEREST
IN THE WARRANTS BEING  EXERCISED OR THE UNDERLYING  SECURITIES TO BE ISSUED UPON
EXERCISE,  AND (iv) OUTSIDE THE UNITED STATES AND THE WARRANT SHARES  UNDERLYING
THE WARRANTS ARE TO BE DELIVERED  OUTSIDE THE UNITED  STATES IF THE ABOVE CANNOT
BE COMPLIED WITH, THEN THE WARRANT CAN BE EXERCISED ONLY IF A WRITTEN OPINION OF
COUNSEL,  THE FORM AND  SUBSTANCE  OF WHICH IS  ACCEPTABLE  TO THE  COMPANY,  IS
DELIVERED TO THE COMPANY PRIOR TO EXERCISE OF THE WARRANTS BEING  EXERCISED THAT
REGISTRATION  IS NOT  REQUIRED,  OR THE  UNDERLYING  SECURITIES  DELIVERED  UPON
EXERCISE HAVE BEEN REGISTERED UNDER THE ACT.

B.         RESERVATION OF SHARES AND COVENANTS OF THE COMPANY

           The  Company  shall at all  times  have  allotted  and  reserved  for
issuance  and/or delivery upon exercise of this Warrant such number of shares of
its Common Stock as shall be required for issuance and delivery upon exercise of
the Warrant.

           The Company  covenants  with the Holder that so long as any  Warrants
remain outstanding and may be exercised:


          1. it will  cause  the  shares of  Common  Stock and the  certificates
          representing  the Common Stock subscribed and paid for pursuant to the
          exercise of the Warrants to be duly issued and delivered in accordance
          herewith and the terms hereof;


          2. all shares of Common  Stock that shall be issued  upon  exercise of
          the  right to  purchase  provided  for  herein,  upon  payment  of the
          prevailing  Exercise  Price herein  provided,  shall be fully paid and
          non-assessable;

          3. it will use its best efforts to maintain its  corporate  existence;
          and


          4. generally,  it will well and truly perform and carry out all of the
          acts or things to be done by it as provided herein.

C.         FRACTIONAL SHARES

           No fractional shares or script  representing  fractional shares shall
be issued upon the exercise of this  Warrant.  With respect to any fraction of a
share called for upon any exercise  hereof,  the Company shall pay to the Holder
an amount in cash equal to such fraction  multiplied by the current market value
of a share, determined as follows:


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<PAGE>




          1. If the Common Stock is listed on a National  Securities Exchange or
          admitted to unlisted trading privileges on such exchange or listed for
          trading on the NASDAQ  system,  the current  market value shall be the
          last  reported  sale price of the  Common  Stock on such  exchange  or
          system on the last  business day prior to the date of exercise of this
          Warrant  or, if no such sale is made (or  reported)  on such day,  the
          average  closing bid and asked prices for such day on such exchange or
          system; or


          2. If the  Common  Stock is not so  listed  or  admitted  to  unlisted
          trading privileges,  the current market value shall be the mean to the
          last reported bid and ask prices  reported by the Electronic  Bulletin
          Board or National  Quotation  Bureau,  Inc. on the last  business  day
          prior to the date of the exercise of this Warrant; or


          3. If the  Common  Stock is not so  listed  or  admitted  to  unlisted
          trading  privileges  and bid and ask prices are not so  reported,  the
          current  market  value  shall be an  amount,  not less than book value
          thereof as at the end of the most  recent  fiscal  year of the Company
          ending prior to the date of the exercise of the Warrant, determined in
          such reasonable  manner as may be prescribed by the Board of Directors
          of the Company.

D.         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 for other warrants
of  different  denominations  entitling  the holder  thereof to  purchase in the
aggregate the same number of shares of Common Stock purchasable hereunder.  Upon
surrender  of this  Warrant to the  Company at its  principal  office,  with the
Assignment  Form annexed  hereto duly  executed and funds  sufficient to pay any
applicable transfer tax, the Company shall, without charge,  execute and deliver
a new Warrant in the name of the assignee named in such Assignment Form and this
Warrant shall promptly be canceled. This Warrant may be divided or combined with
other  warrants  that  carry the same  rights  upon  presentation  hereof at the
principal office of the Company,  together with a written notice  specifying the
names and denominations in which new Warrants are to be issued and signed by the
Holder  hereof.  The term  "Warrant" as used herein  includes any Warrants  into
which this Warrant may be divided or  exchanged.  Upon receipt of the Company of
evidence  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  will 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.

           This  Warrant and the Common  Stock  issuable  upon  exercise of this
Warrant were issued under Regulation S under the Act and may be transferred only
in  accordance  therewith  and as  provided  in the  legends  set  forth in this
Warrant.

E.         RIGHTS OF THE HOLDER

           The Holder shall not, by virtue hereof,  be entitled to any rights of
a  shareholder  in the Company,  either at law or equity,  and the rights of the
Holder are limited to those  expressed  in the  Warrant and are not  enforceable
against the Company except to the extent set forth herein.


           F.        ANTI-DILUTION PROVISIONS

           The  respective  Exercise  Price in effect at any time and the number
and kind of  securities  purchasable  upon the exercise of the Warrant  shall be
subject to adjustment from time to time upon the happening of certain events are
follows:


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<PAGE>




          1.  In case  the  Company  shall  (i)  declare  a  dividend  or make a
          distribution  on its  outstanding  shares of Common Stock in shares of
          Common Stock,  (ii) subdivide or reclassify its outstanding  shares of
          Common  Stock  into a greater  number of shares,  or (iii)  combine or
          reclassify  its  outstanding  shares  of Common  Stock  into a smaller
          number of shares, the respective  Exercise Price in effect at the time
          of the  record  date  for  such  dividend  or  distribution  or of the
          effective date of such  subdivision,  combination or  reclassification
          shall be  adjusted  so that it shall  equal  the price  determined  by
          multiplying  the  respective   Exercise  Price  by  a  fraction,   the
          denominator  of which  shall be the  number of shares of Common  Stock
          outstanding  after giving effect to such action,  and the numerator of
          which  shall be the  number  of shares  of  Common  Stock  outstanding
          immediately  prior  to such  action.  Such  adjustment  shall  be made
          successively whenever any event listed above shall occur.


          2.  Whenever the  respective  Exercise  Price payable upon exercise of
          each Warrant is adjusted  pursuant to Subsection (1) above, the number
          of  Shares   purchasable   upon   exercise  of  this   Warrant   shall
          simultaneously  be adjusted by multiplying  the  respective  number of
          Shares initially issuable upon exercise of this Warrant by a fraction,
          the  denominator  of which shall be the  Exercise  Price after  giving
          effect to such action and the numerator of which shall be the Exercise
          Price in effect immediately prior to such action.


          3. No adjustment in the  respective  Exercise  Price shall be required
          unless  such  adjustment  would  require an increase or decrease of at
          least one cent  ($0.01) in such  price;  provided,  however,  that any
          adjustment that by reason of this Subsection (3) is not required to be
          made shall be carried forward and taken into account in any subsequent
          adjustment required to be made hereunder.  All calculations under this
          Section  (F)  shall  be made  to the  nearest  cent or to the  nearest
          one-hundredth of a share, as the case may be. Anything in this Section
          (F) to the contrary  notwithstanding,  the Company  shall be entitled,
          but shall not be  required,  to make such  changes  in the  respective
          Exercise  Price, in addition to those required by this Section (F), as
          it shall determine,  in its sole discretion,  to be advisable in order
          that any dividend or  distribution  in shares of Common Stock,  or any
          subdivision,   reclassification   or   combination  of  Common  Stock,
          hereafter  made by the Company shall not result in any federal  income
          tax liability to the holders of Common Stock or securities convertible
          into Common Stock (including the Warrants).


          4. In the event that at any time,  as a result of an  adjustment  made
          pursuant  to  Subsection  (1)  above,   the  Holder  of  this  Warrant
          thereafter shall become entitled to receive any shares of the Company,
          other than Common Stock, thereafter the number of such other shares so
          receivable   upon  exercise  of  this  Warrant  shall  be  subject  to
          adjustment  from  time to time in a  manner  and on  terms  as  nearly
          equivalent as practicable to the provisions with respect to the Common
          Stock contained in Subsections (1) to (3) inclusive above.


          5. Irrespective of any adjustments in the respective Exercise Price or
          the related number or kind of shares purchasable upon exercise of this
          Warrant,  Warrants  theretofore  or thereafter  issued may continue to
          express  the same price and number and kind of shares as are stated in
          the similar Warrants initially issuable pursuant to this Warrant.

G.         OFFICER'S CERTIFICATE

           Whenever the respective  Exercise Price shall be adjusted as required
by the provisions of the foregoing Section (F), the Company shall forthwith file
in the custody of its  Secretary  or an  Assistant  Secretary  at its  principal
office, an officer's  certificate showing the adjusted Exercise Price determined
as herein provided,  setting forth in reasonable detail the facts requiring such
adjustment,  including a statement of the number of related additional shares of
Common  Stock,  if any,  and such other facts as shall be  necessary to show the
reason for and the manner of  computing  such  adjustment.  Each such  officer's
certificate  shall be made available at all  reasonable  times for inspection by
the holder or any holder of a Warrant executed and delivered pursuant to Section
(A) and the Company

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<PAGE>



shall,  forthwith after each such  adjustment,  mail a copy by certified mail of
such certificate to the Holder or any such holder.

H.         NOTICES TO WARRANT HOLDERS

           So long as this  Warrant  shall be  outstanding,  (i) if the  Company
shall pay any dividend or make any distribution upon the Common Stock or (ii) if
the  Company  shall  offer to the holders of Common  Stock for  subscription  or
purchase by them any share of any class or any other rights, options or warrants
(other than this Warrant) or (iii) if a capital  reorganization  of the Company,
reclassification of the capital stock of the Company, consolidation or merger of
the Company with or into another corporation,  sale, lease or transfer of all or
substantially  all  of  the  property  and  assets  of the  Company  to  another
corporation, or voluntary or involuntary dissolution,  liquidation or winding up
of the Company shall be effected, then in any such case, the Company shall cause
to be mailed by certified  mail to the Holder,  at least fifteen (15) days prior
to the  date  specified,  as the  case  may  be,  a  notice  containing  a brief
description  of the proposed  action and stating the date on which a record date
is to be determined for the purpose of such dividend,  distribution  or issue of
rights,   options,  or  warrants  or  such   reclassification,   reorganization,
consolidation, merger, conveyance, lease, dissolution, liquidation or winding up
is to take place and the date,  if any is to be fixed as of which the holders of
Common  Stock  or  other   securities  shall  receive  cash  or  other  property
deliverable upon such reclassification,  reorganization,  consolidation, merger,
conveyance,  dissolution,  liquidation  or winding  up. The failure to give such
notice shall not otherwise affect the action take by the Company.

I.         RECLASSIFICATION, REORGANIZATION OR MERGER

           In case of any  reclassification,  capital  reorganization  or  other
change of  outstanding  shares  Common Stock of the  Company,  or in case of any
consolidation or merger of the Company with or into another  corporation  (other
than a merger with a subsidiary  in which  merger the Company is the  continuing
corporation  and  that  does  not  result  in  any   reclassification,   capital
reorganization  or other  change of  outstanding  shares of Common  Stock of the
class  issuable upon exercise of this Warrant) or in case of any sale,  lease or
conveyance to another corporation of the property of the Company as an entirety,
the Company shall, as a condition precedent to such transaction, cause effective
provisions  to be made so that the Holder  shall have the right  thereafter,  by
exercising  this Warrant at any time prior to the expiration of the Warrant,  to
purchase the kind and amount of shares of stock an other securities and property
receivable upon such reclassification,  capital reorganization and other change,
consolidation,  merger,  sale or conveyance by a holder of such number of shares
of Common  Stock that might have been  purchased  upon  exercise of this Warrant
immediately prior to such reclassification,  change, consolidation, merger, sale
or conveyance.  Any such provision shall include  provision for adjustments that
shall be as nearly equivalent as may be practicable to the adjustments  provided
for in this  Warrant.  The  foregoing  provisions  of  this  Section  (I)  shall
similarly apply to successive  reclassifications,  capital  reorganizations  and
changes of shares of Common  Stock and to  successive  consolidations,  mergers,
sales or  conveyances.  In the event that in  connection  with any such  capital
reorganization or reclassification,  consolidation,  merger, sale or conveyance,
additional  shares of Common  Stock  shall be  issued in  exchange,  conversion,
substitution  or  payment,  in whole or in part,  for a security  of the Company
other than Common  Stock,  any such issue shall be treated as an issue of Common
Stock covered by the provisions of Subsection (1) of Section (F) hereof.


           J.        WARRANTS TO RANK PARI PASSU

           All Warrants  shall rank pari passu,  whatever may be the actual date
of issue of the same.


           K.        GOVERNING LAW; JURISDICTION AND VENUE

           This Warrant shall be governed by and  interpreted in accordance with
the laws of the State of Florida;  provided,  however,  that if any provision of
this Agreement is unenforceable  under the laws of the State of Florida,  but is
enforceable  under  the laws of the  Province  of  Ontario,  Canada,  then  such
provision  shall be governed by and  interpreted in accordance  with the laws of
the Province of Ontario. The parties agree that the courts of the Province

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of  Ontario,  Canada,  shall  have  exclusive  jurisdiction  and  venue  for the
adjudication  of any civil  action  between them arising out of relating to this
Agreement, and hereby irrevocably consent to such jurisdiction and venue.




           IN WITNESS WHEREOF,  the Company has caused this Warrant to be signed
and  attested by the  undersigned,  each being duly  authorized,  as of the date
below.

                                             Power Kiosks, Inc .


                                             By:/s/ Terry Cooke
                                             Its: President

DATED: November   9 , 2000

ATTEST:

/s/ Evelyn Armstrong
----------------------------

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


                                        6

<PAGE>




                           FORM OF NOTICE OF EXERCISE


THIS WARRANT MAY BE EXERCISED ONLY (i) BY A PERSON WHO IS NOT A U.S.  PERSON (AS
DEFINED  IN  REGULATION  S  PROMULGATED  UNDER THE  SECURITIES  ACT OF 1933,  AS
AMENDED),  (ii) IF NOT  EXERCISED ON BEHALF OF A U.S.  PERSON,  (iii) IF NO U.S.
PERSON HAS ANY  INTEREST  IN THE  WARRANTS  BEING  EXERCISED  OR THE  UNDERLYING
SECURITIES  TO BE ISSUED UPON  EXERCISE,  AND (iv) OUTSIDE THE UNITED STATES AND
THE WARRANT  SHARES  UNDERLYING  THE WARRANTS  ARE TO BE  DELIVERED  OUTSIDE THE
UNITED  STATES.  IF THE ABOVE CANNOT BE COMPLIED  WITH,  THEN THE WARRANT CAN BE
EXERCISED ONLY IF A WRITTEN OPINION OF COUNSEL,  THE FORM AND SUBSTANCE OF WHICH
IS ACCEPTABLE  TO THE COMPANY,  IS DELIVERED TO THE COMPANY PRIOR TO EXERCISE OF
THE  WARRANTS  BEING  EXERCISED  THAT  REGISTRATION  IS  NOT  REQUIRED,  OR  THE
UNDERLYING  SECURITIES  DELIVERED UPON EXERCISE HAVE BEEN  REGISTERED  UNDER THE
SECURITIES ACT OF 1933.

           The  undersigned  hereby  irrevocably  elects to exercise  the within
Warrant to the extent of  purchasing  ______________  shares of Common  Stock of
Power Kiosks, Inc. AT $0.01 per share, for a total purchase price of
$-----------.

INSTRUCTIONS FOR REGISTRATION OF STOCK

Name_________________________________________
           (Please typewrite or print in block letters)

Address________________________________________

Social Security or Federal I.D. Number_________________

The  undersigned  represents  and  warrants  to  Power  Kiosks,  Inc.  that  the
conditions for exercise of the within Warrant set forth in the first sentence of
the first  paragraph  above have been fully complied with and no U.S. Person has
any interest in the Warrant or the Warrant Shares.

Signature____________________________________________________
           (Sign exactly as your name appears on the first page of this Warrant)



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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

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

Social Security Federal I.D. Number

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

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

Date:  ______________________

Signature:  ______________________
                     (sign exactly as your name
                     appears on the first page of
                     this Warrant)

Note:  The Warrant and the Common Stock  issuable  upon  exercise of the Warrant
were issued under Regulation S under the Securities Act of 1933, as amended, and
may be transferred  only in accordance  therewith and as provided in the legends
set forth in the Warrant.



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