Robocom Systems International Inc.                                 Exhibit 10.11

THE SECURITIES REPRESENTED BY THIS CERTIFICATE MAY NOT BE OFFERED FOR SALE, SOLD
OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH AN EFFECTIVE REGISTRATION
STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR IN ACCORDANCE WITH AN
EXEMPTION FROM REGISTRATION UNDER THAT ACT.

                               WARRANT TO PURCHASE
                            SHARES OF COMMON STOCK OF
                       ROBOCOM SYSTEMS INTERNATIONAL INC.

This certifies that ROBOCOM PROPERTIES, INC., or any party to whom this Warrant
is assigned in accordance with the terms hereof, is entitled to subscribe for
and purchase 100,000 shares of the Common Stock, par value $.01 per share, of
Robocom Systems International Inc., a New York corporation, on the terms and
conditions of this Warrant.

      1. Definitions. As used in this Warrant, the term:

            1.1 "Business Day" means any day other than a Saturday, Sunday, or a
day on which banking institutions in the State of New York are authorized or
obligated to be closed by law or by executive order.

            1.2 "Common Stock" means the Common Stock, par value $.01 per share,
of the Corporation.

            1.3 "Corporation" means Robocom Systems International Inc., a New
York corporation, or its successor.

            1.4 "Expiration Date" means May 31, 2008.

            1.5 "Holder" means Robocom Properties, Inc. or any party to whom
this Warrant is assigned in accordance with the terms hereof.

            1.6 "1933 Act" means the Securities Act of 1933, as amended.

            1.7 "Warrant" means this Warrant and any warrants delivered in
substitution or exchange for this Warrant in accordance with the provisions of
this Warrant.

            1.8 "Warrant Price" means $0.50 per share of Common Stock, as such
amount may be adjusted pursuant to Section 4 hereof.

      2. Exercise of Warrant. At any time before the Expiration Date, the Holder
may exercise the purchase rights represented by this Warrant, in whole or in
part, by surrendering this Warrant (with a duly executed subscription in the
form attached) at the Corporation's principal corporate office (located on the
date hereof in Massapequa, New York) and by paying the Corporation the aggregate
Warrant Price for the shares of Common Stock being purchased.

            2.1 Delivery of Certificates. Within fifteen (15) days after each
exercise of the purchase rights represented by this Warrant, the Corporation
shall deliver a certificate for the shares of Common Stock so purchased to the
Holder and, unless this Warrant has been fully exercised or expired, a new
Warrant representing the balance of the shares of Common Stock subject to this
Warrant.


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<PAGE>

            2.2 Effect of Exercise. The person entitled to receive the shares of
Common Stock issuable upon any exercise of the purchase rights represented by
this Warrant shall be treated for all purposes as the holder of such shares of
record as of the close of business on the date of exercise.

            2.3 Issue Taxes. The Corporation shall pay all issue and other taxes
that may be payable in respect of any issue or delivery to the Holder of shares
of Common Stock upon exercise of this Warrant.

      3. Stock Fully Paid; Reservation of Shares. The Corporation covenants and
agrees that all securities that it may issue upon the exercise of the rights
represented by this Warrant will, upon issuance, be fully paid and nonassessable
and free from all taxes, liens and charges. The Corporation further covenants
and agrees that, during the period within which the Holder may exercise the
rights represented by this Warrant, the Corporation shall at all times have
authorized and reserved for issuance enough shares of its Common Stock or other
securities for the full exercise of the rights represented by this Warrant. The
Corporation shall not, by an amendment to 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 terms of this Warrant.

      4. Adjustments. The Warrant Price and the number of shares of Common Stock
that the Corporation must issue upon exercise of this Warrant shall be subject
to adjustment in accordance with Sections 4.1 through 4.3.

            4.1 Adjustment to Warrant Price for Combinations or Subdivisions of
Common Stock. If the Corporation at any time or from time to time after the date
hereof (1) declares or pays, without consideration, any dividend on the Common
Stock payable in shares of Common Stock; (2) creates any right to acquire Common
Stock for no consideration; (3) subdivides the outstanding shares of Common
Stock (by stock split, reclassification or otherwise); or (4) combines or
consolidates the outstanding shares of Common Stock, by reclassification or
otherwise, into a lesser number of shares of Common Stock, the Corporation shall
proportionately increase or decrease the Warrant Price, as appropriate.

            4.2 Adjustments for Reclassification and Reorganization. If the
Common Stock issuable upon exercise of this Warrant changes into shares of any
other class or classes of security or into any other property for any reason
other than a subdivision or combination of shares provided for in Section 4.1,
including without limitation any reorganization, reclassification, merger or
consolidation, the Corporation shall take all steps necessary to give the Holder
the right, by exercising this Warrant, to purchase the kind and amount of
securities or other property receivable upon any such change by the owner of the
number of shares of Common Stock subject to this Warrant immediately before the
change.

            4.3 Spin Offs. If the Corporation spins off any subsidiary by
distributing to the Corporation's shareholders as a dividend or otherwise any
stock or other securities of the subsidiary, the Corporation shall reserve until
the Expiration Date enough of such shares or other securities for delivery to
the Holders upon any exercise of the rights represented by this Warrant to the
same extent as if the Holders owned of record all Common Stock or other
securities subject to this Warrant on the record date for the distribution of
the subsidiary's shares or other securities.

            4.4 Certificates as to Adjustments. Upon each adjustment or
readjustment required by this Section 4, the Corporation at its expense shall
promptly compute such adjustment or readjustment in accordance with this
Section, cause independent public accountants selected by the Corporation to
verify such computation and prepare and furnish to the Holder a certificate
setting forth such adjustment or readjustment and showing in detail the facts
upon which such adjustment or readjustment is based.

      5. Fractional Shares. The Corporation shall not issue any fractional
shares in connection with any exercise of this Warrant.

      6. Dissolution or Liquidation. If the Corporation dissolves, liquidates or
winds up its business before the exercise or expiration of this Warrant, the
Holder shall be entitled, upon exercising this Warrant, to receive in lieu of
the shares of Common Stock or any other securities receivable upon such
exercise, the same kind and amount


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<PAGE>

of assets as would have been issued, distributed or paid to it upon any such
dissolution, liquidation or winding up with respect to such shares of Common
Stock or other securities, had the Holder been the holder of record on the
record date for the determination of those entitled to receive any such
liquidating distribution or, if no record is taken, upon the date of such
liquidating distribution. If any such dissolution, liquidation or winding up
results in a cash distribution or distribution of property which the
Corporation's Board of Directors determines in good faith to have a cash value
in excess of the Warrant Price provided by this Warrant, then the Holder may, at
its option, exercise this Warrant without paying the aggregate Warrant Price
and, in such case, the Corporation shall, in making settlement to Holder, deduct
from the amount payable to Holder an amount equal to such aggregate Warrant
Price.

      7. Transfer and Exchange.

            7.1 Transfer. Subject to Section 7.3, the Holder may transfer all or
part of this Warrant at any time on the books of the Corporation at its
principal corporate office upon surrender of this Warrant, properly endorsed.
Upon such surrender, the Corporation shall issue and deliver to the transferee a
new Warrant or Warrants representing the Warrants so transferred. Upon any
partial transfer, the Corporation shall issue and deliver to the Holder a new
Warrant or Warrants with respect to the Warrants not so transferred.

            7.2 Exchange. The Holder may exchange this Warrant at any time at
the principal office of the Corporation for Warrants in such denominations as
the Holder may designate in writing. No such exchanges will increase the total
number of shares of Common Stock or other securities that are subject to this
Warrant.

            7.3 Securities Act of 1933. By accepting this Warrant, the Holder
agrees that this Warrant and the shares of the Common Stock issuable upon
exercise of this Warrant may not be offered or sold except in compliance with
the 1933 Act, and then only with the recipient's agreement to comply with this
Section 7 with respect to any resale or other disposition of such securities.
The Corporation may make a notation on its records in order to implement such
restriction on transferability. The Corporation shall pay, or reimburse the
Holder for, the costs and expenses of any legal opinion that may be required or
requested by the Corporation in connection with the valid transfer of any
Warrant or the share of Common Stock issuable upon exercise of any Warrants or
in connection with the valid removal of any restrictive legend on any Warrant or
share of Common Stock issued upon the exercise of any Warrant.

      8. Loss or Mutilation. Upon the Corporation's receipt of reasonably
satisfactory evidence of the ownership and the loss, theft, destruction or
mutilation of this Warrant and (in the case of loss, theft or destruction) of a
reasonably satisfactory indemnity or (in the case of mutilation) upon surrender
and cancellation of this Warrant, the Corporation shall execute and deliver a
new Warrant to the Holder.

      9. Successors. All the covenants and provisions of this Warrant shall bind
and inure to the benefit of the Holder and the Corporation and their respective
successors and assigns.

      10. Notices. All notices and other communications given pursuant to this
Warrant shall be in writing and shall be deemed to have been given when
personally delivered or when mailed by prepaid registered, certified or express
mail, return receipt requested. Notices should be addressed as follows:

            (a)   If to Holder, then to:

                       Robocom Properties, Inc.
                       17 Fairbanks Boulevard
                       Woodbury, New York 11797


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            (b)   If to the Corporation, then to:

                       Robocom Systems International Inc.
                       511 Ocean Avenue
                       Massapequa, New York 11758
                       Attention: Chief Financial Officer

                  With a copy (which shall not constitute notice) to:

                       Eric M. Hellige, Esq.
                       Pryor Cashman Sherman & Flynn LLP
                       410 Park Avenue
                       New York, New York 10022

Such addresses for notices may be changed by any party by notice to the other
party pursuant to this Section 10.

      11. Amendment. This Warrant may be amended only by an instrument in
writing signed by the Corporation and the Holder.

      12. Construction of Warrant. This Warrant shall be construed as a whole
and in accordance with its fair meaning. A reference in this Warrant to any
section shall be deemed to include a reference to every section the number of
which begins with the number of the section to which reference is made. This
Warrant has been negotiated by both parties and its language shall not be
construed for or against any party.

      13. Law Governing. This Warrant shall be construed and enforced in
accordance with and governed by the law of the State of New York without regard
to any conflicts of law or choice of forum provisions.

Dated as of May 27, 2003

      ROBOCOM SYSTEMS INTERNATIONAL INC.


                                By: /s/: Irwin Balaban
                                    -----------------------------
                                    Name: Irwin Balaban
                                    Title: President & Chief Executive Officer


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                                SUBSCRIPTION FORM

                 (To be executed only upon exercise of Warrant)

      The undersigned registered owner of this Warrant irrevocably exercises
this Warrant and agrees to purchase ____ shares of Common Stock of Robocom
Systems International Inc., all at the price and on the terms and conditions
specified in this Warrant.

      Dated:


                                 ______________________________________
                                 (Signature of Registered Holder)

                                 ______________________________________
                                 (Street Address)

                                 ______________________________________
                                 (City) (State) (Zip)

<PAGE>

                             ISSUE OF A NEW WARRANT

                   (To be executed only upon partial exercise,
                    exchange, or partial transfer of Warrant)

      Please issue ____ Warrants, each representing the right to purchase ____
shares of Common Stock of Robocom Systems International Inc. to the registered
holder.

Dated:


                                 ______________________________________
                                 (Signature of Registered Holder)

<PAGE>

                               FORM OF ASSIGNMENT

      FOR VALUE RECEIVED, the undersigned registered Holder of this Warrant
sells, assigns and transfers unto the Assignee named below all of the rights of
the undersigned under the Warrant, with respect to the number of shares of
Common Stock set forth below (the "Transfer"):

Name of Assignee                  Address                        No. of Shares
----------------                  -------                        -------------

The undersigned irrevocably constitutes and appoints ____ as the undersigned's
attorney-in-fact, with full power of substitution, to make the transfer on the
books of Robocom Systems International Inc.

Dated:


                                 ______________________________________
                                 (Signature)