EXHIBIT 10.11

THIS  WARRANT,  AND THE  SECURITIES  ISSUABLE UPON THE EXERCISE OF THIS WARRANT,
HAVE  NOT  BEEN  REGISTERED   UNDER  THE  SECURITIES  ACT  OF  1933  AS  AMENDED
("SECURITIES  ACT"), AND MAY NOT BE SOLD,  TRANSFERRED OR OTHERWISE  DISPOSED OF
(i) UNLESS THE SHARES ARE REGISTERED UNDER THE SECURITIES ACT AND THE SECURITIES
ACT OF ANY STATE  APPLICABLE TO SUCH SALE, OR (ii) THE PROPOSED  SELLER PROVIDES
THE COMPANY WITH AN OPINION OF COUNSEL THAT THE  SECURITIES  ARE BEING SOLD IN A
TRANSACTION WHICH IS EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES
ACT AND ANY APPLICABLE  STATE  SECURITIES ACTS AND THE COMPANY IS SATISFIED THAT
NO  REGISTRATION  STATEMENT  IS THEN  REQUIRED  AND THAT  THIS  WARRANT  AND THE
UNDERLYING  SECURITIES MAY BE SOLD,  TRANSFERRED OR OTHERWISE DISPOSED OF IN THE
MANNER CONTEMPLATED  WITHOUT  REGISTRATION UNDER THE SECURITIES ACT OR ANY STATE
SECURITIES ACT.

                           WARRANT TO PURCHASE SHARES
                               OF COMMON STOCK OF
                                   INVU, INC.

                               Warrant to Purchase
                              VOID AFTER 5:00 P.M.
                         [3rd anniversary of issue date]

         FOR VALUE RECEIVED,  Invu, Inc., a corporation organized under the laws
of  Colorado  (the  "Company"),  promises  to issue in the name of, and sell and
deliver to Robert  Jeffcock,  Apt.  B42,  Roc Fleuri,  1 Rue Du Tenao,  MC 98000
Monaco (the "Holder"), a certificate or certificates for an aggregate of 200,000
shares (the "Shares") of common stock, of the Company ("Common Stock") par value
$.01 per  share,  at any time  [after the issue  date],  and prior to 5:00 P.M.,
London,  England Time [and on or before the third  anniversary of the issue date
of this Warrant] (the  "Expiration  Date"),  upon payment  therefor of $0.50 per
share in lawful  funds of the United  States of  America  (the  "Basic  Exercise
Price") or pursuant to an alternative means of exercise detailed in Section 1 of
this Warrant.  This applicable  Basic Exercise  Price,  until such adjustment is
made and  thereafter  as  adjusted  from time to time,  is called the  "Exercise
Price."

         1. Exercise of Warrant. In case the Holder of this Warrant shall desire
to  exercise  this  Warrant  in whole or in part,  the Holder  may  either:  (i)
surrender this Warrant, with the form of exercise notice on the last page hereof
duly  executed  by the  Holder,  to the  Company  accompanied  by payment of the
Exercise  Price of $0.50 per share,  subject to adjustment  as noted herein,  or
(ii) in lieu of a cash exercise of this Warrant, the Holder may elect to receive
Common  Stock equal to the value of this  Warrant (or the portion  hereof  being
canceled) by surrender  of this Warrant at the  principal  office of the Company
together with notice of such election, in which event the Company shall issue to
the Holder a number of shares of the Common Stock  computed  using the following
formula:

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



                                        1

<PAGE>



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 this Warrant
         A        =        the fair market ("Fair Market Value") value of one
                           share of the Common Stock
         B        =        the Exercise Price

For purposes of this Section 1, if shares  Common Stock are listed on a national
stock  exchange or the NASDAQ Stock  Market,  the Fair Market Value per share of
the Common Stock shall be deemed to be the closing price of the Common Stock for
the Measuring Period (as hereinafter defined).  However, if the shares of Common
Stock are then publicly  traded but not quoted on a national  stock  exchange or
the NASDAQ  Stock  Market,  the Fair Market  Value per share of the Common Stock
shall be the mean of the closing  bid and ask price of the Common  Stock for the
Measuring  Period.  If the Common Stock is not publicly traded,  the Fair Market
Value per share of Common stock shall be determined by the Board of Directors of
the Company in its reasonable discretion.

         The  Measuring  Period shall be the ten (10)  consecutive  trading days
prior to the date of the exercise of the Warrants.

         2.       Registration Rights.
                  -------------------

         (a)  If the  Company  at  any  time  proposes  to  file a  registration
statement to register any of its securities under the Securities Act (except for
a registration  filed in connection with an employee benefit plan, a transaction
relating  to a merger or  business  combination,  a  transaction  relating to an
exchange  offer,  a  transaction   relating  to  an  acquisition  of  assets  or
securities,  or a transaction  otherwise described in Rule 145 of the Securities
Act),  whether or not for sale for its own account,  it will each such time give
prompt  written notice to the Holder of its intention to do so. Upon the written
request  of a Holder,  which  request  shall  specify  the  number of the Shares
intended to be disposed of by the Holder, made as promptly as practicable and in
any event within ten (10) days after the receipt of any such notice, the Company
will use reasonable  efforts to effect the registration under the Securities Act
of all the Shares  that the  Company  has been so  requested  to register by the
Holder (a "Piggy-Back Registration").

         (b) If the managing  underwriter  of any  underwritten  offering  shall
deliver a written statement to the Holder that in such underwriter's opinion the
total number of Shares requested to be included in such registration  would have
a material  adverse  effect on such  offering,  then the Company will include in
such registration only such number of shares of Common Stock that the Company is
so advised can be sold in (or during the time of) such offering without having a
material adverse effect on such offering,  first, all securities proposed by the
Company to be sold for its own account and shares proposed to be sold by persons
with demand  registration rights and second, the Shares requested to be included
in such  registration by the Holder pursuant to this Agreement and other holders
with piggy-back registration rights.

         (c) The  Company  shall not be  obligated  to include any Shares in any
registration  statement filed for the benefit of any person or entity other than
the Company or the Holder wherein  rights  granted by the Company  prohibit such
inclusion.



                                        2

<PAGE>



         3. Stock Dividends;  Reclassification;  Reorganizations;  Anti-Dilution
Provisions. This Warrant is subject to the following further provisions:

                  a.  In  case,  prior  to the  expiration  of this  Warrant  by
         exercise  or by its terms,  the  Company  shall issue any shares of its
         Common Stock as a stock dividend or subdivide the number of outstanding
         shares of Common  Stock into a greater  number of shares,  then in such
         case,  the number of shares of Common Stock  issuable  upon exercise of
         this Warrant shall be proportionately  increased and the Exercise Price
         shall be proportionately  decreased,  and conversely,  in the event the
         Company shall contract the number of outstanding shares of Common Stock
         by  combining  such  shares of Common  Stock  into a smaller  number of
         shares  of Common  Stock  then,  in such  case the  number of shares of
         Common  Stock   issuable   upon  exercise  of  this  Warrant  shall  be
         proportionately   decreased   and   the   Exercise   Price   shall   be
         proportionately increased. If the Company shall, at any time during the
         life of this Warrant,  declare a dividend payable in cash on its Common
         Stock  and  shall  at   substantially   the  same  time  offer  to  its
         stockholders  generally a right to purchase  new shares of Common Stock
         from the proceeds of such dividend or for an amount substantially equal
         to the  dividend,  all shares of Common  Stock so issued  shall for the
         purpose  of this  Warrant  be  deemed  to have  been  issued as a stock
         dividend.  Any dividend  paid or  distributed  upon the Common Stock in
         shares of any other  class of  securities  convertible  into  shares of
         Common  Stock or any other  securities  shall be  treated as a dividend
         paid in Common  Stock to the  extent  that  shares of Common  Stock are
         issuable upon the conversion thereof.

                  b. For  purpose of this  Agreement,  the term  "Common  Stock"
         shall  mean (i) the class of stock  designated  as Common  Stock in the
         Articles  of   Incorporation   of  the  Company  as  such  Articles  of
         Incorporation  may be amended  after the date  hereof or (ii) any other
         class of stock resulting from successive  changes or  reclassifications
         of such Common Stock consisting solely of changes in par value, or from
         par value to no par value, or from no par value to par value.

                  c. In case of any consolidation of the Company with, or merger
         of the Company with, or merger of the Company into, another corporation
         (other  than a  consolidation  or merger  that  does not  result in any
         reclassification  or change of the outstanding  Common Stock covered by
         Section 3(b) hereof),  the corporation  formed by such consolidation or
         merger shall execute and deliver to the Holder a  supplemental  warrant
         agreement providing that the Holder of each Warrant then outstanding or
         to be outstanding shall have the right thereafter (until the expiration
         of such Warrant) to receive,  upon  exercise of such warrant,  the kind
         and  amount  of  shares of stock  and  other  securities  and  property
         receivable upon such consolidation or merger, by a Holder of the number
         of shares of Common Stock of the Company for which such  Warrant  might
         have been exercised  immediately prior to such consolidation or merger.
         Such supplemental  warrant agreement shall provide for adjustments that
         shall be  identical to the  adjustments  provided in the Section 3. The
         above provision of this Subsection  shall similarly apply to successive
         consolidations or mergers.

                  d. Upon the  occurrence of each event  requiring an adjustment
         of the  Exercise  Price or of the  number of  shares  of  Common  Stock
         issuable  upon  exercise of this  Warrant in  accordance  with,  and as
         required by, the terms of this Section 3, the Company shall use its


                                        3

<PAGE>



         best efforts to forthwith cause either a firm of independent  certified
         public accountants (who may be the regular accountants for the Company)
         or the Chief  Financial  Officer of the Company to compute the adjusted
         Exercise  Price or the  adjusted  number  of  shares  of  Common  Stock
         issuable  upon  exercise  of this  Warrant  by reason of such  event in
         accordance  with the  provisions  of this Section 3. The Company  shall
         forthwith   mail  to  the  Holder  of  this  Warrant  a  copy  of  such
         computation,  which shall be conclusive  and shall be binding upon such
         Holder unless contested by such Holder by written notice to the Company
         within 14 days after the mailing thereof by the Company.

                  e.       In case,

                           (1) the Company shall make a record of the holders of
                  its Common Stock for the purpose of entitling  them to receive
                  a  dividend  payable  (whether  payable  in cash,  securities,
                  property or in any other form); or

                           (2) the Company shall make a record of the holders of
                  its  Common  Stock  for  the  purpose  of  entitling  them  to
                  subscribe  for or  purchase  any  shares  of any  class  or to
                  receive any other rights; or

                           (3)   the   Company   shall   set  a  date   for  any
                  reclassification or other  reorganization of the capital stock
                  of the Company, consolidation or merger of the Company with or
                  into   another   corporation,   or   conveyance   of   all  or
                  substantially all of the assets of the Company; or

                           (4) the Company shall set a date for the voluntary or
                  involuntary  dissolution,  liquidation  or  winding  up of the
                  Company:

         then,  in any such case,  the Company  shall mail to the Holder of this
         Warrant at least 10 days prior to such  record date or the date set for
         any actions  described in subparagraphs  (d)(1) through (d)(3) above, a
         notice  advising  such Holder of the date or  expected  date on which a
         record is to be taken for the purpose of such dividend, distribution of
         rights  or the date on  which  such  reclassification,  reorganization,
         consolidation,  merger, conveyance, dissolution, liquidation or winding
         up is to take place, as the case may be. Such notice shall also specify
         the date or expected  date, if any is to be fixed,  as of which holders
         of Common  Stock of record  shall be  entitled to  participate  in said
         dividend,  distribution  of rights,  or shall be  entitled  to exchange
         their  shares  of  Common  Stock  for   securities  or  other  property
         deliverable upon such reclassification,  reorganization, consolidation,
         merger, conveyance, dissolution, liquidation or winding up, as the case
         may be. Each such  written  notice  shall be given by  certified  mail,
         postage prepaid,  return receipt requested,  addressed to the holder of
         the  Warrant at the address of such holder as shown on the books of the
         Company.

                  f. In case the Company,  at any time while this Warrant  shall
         remain  valid  and  unexercised,  dissolve,  liquidate  or  wind up its
         affairs or sell or dispose of all or  substantially  all of its assets,
         securities or property,  the Holder of this Warrant shall thereafter be
         entitled  to receive  upon  exercise  hereof (in lieu of such shares of
         Common Stock  underlying  this Warrant) and the same kind and amount of
         any securities or assets as may be issuable,


                                        4

<PAGE>



         distributable or payable upon any such sale,  dissolution,  liquidation
         or winding up with  respect to such number of shares of Common Stock of
         the Company as would otherwise have been issuable upon exercise of this
         Warrant.  The Company shall mail notice  thereof by registered  mail to
         the Holder and shall make no  distribution  to the  stockholders of the
         Company  until  the  expiration  of ten (10) days from the date of such
         mailing; provided,  however, that in any such event if the Holder shall
         not exercise this Warrant within ten (10) days from the date of mailing
         such notice, all rights herein granted not so exercised within such ten
         (10) day period  shall  thereafter  become  null and void.  The Company
         shall  not,  however,  be  prevented  from  consummating  any such sale
         without  awaiting the expiration of such ten (10) day period,  it being
         the intent and  purpose  hereof to enable the Holder  upon  exercise of
         this Warrant to participate in the distribution of the consideration to
         be received by the Company upon any such sale or in the distribution of
         assets upon any dissolution or liquidation of the Company.

                  g. The  provisions  of this  Section 3 are for the purpose of,
         and shall be to the effect that upon any  exercise of this  Warrant the
         Holder  shall  be  entitled  to  receive  the same  amount  and kind of
         securities  and other  property  that it would  have been  entitled  to
         receive  as the owner at all times  subsequent  to the date  hereof the
         number of shares of Common Stock issuable upon exercise of the Warrant.

                  h. The Company shall at all times reserve and keep  available,
         out of its  authorized  and  unissued  capital  stock,  solely  for the
         purpose of providing  for the exercise,  forthwith  upon the request of
         the Holder of the  Warrant(s)  then  outstanding  and in  effect,  such
         numbers  of  shares of Common  Stock as  shall,  from time to time,  be
         sufficient  for the Shares  upon such  exercise  of the  Warrants.  The
         Company  shall,  from time to time, in accordance  with the laws of the
         State of Colorado, increase the authorized amount of its capital stock,
         if at any time the number of shares of Common Stock remaining  unissued
         and unreserved for other purposes shall not be sufficient to permit the
         exercise of all Warrants then outstanding and in effect.

                  i. The Company  covenants  and agrees that all Shares that may
         be issued upon the exercise of the rights  represented  by this Warrant
         will, upon issuance,  be validly issued, fully paid and non-assessable,
         and free from all taxes,  liens and charges  with  respect to the issue
         thereof  (other than taxes in respect of any  transfer  occurring  with
         such issue).  The Company further covenants and agrees that, during the
         period  within  which the rights  represented  by this  Warrant  may be
         exercised, the Company will at all times have authorized and reserved a
         sufficient  number of shares of its  Common  Stock to  provide  for the
         exercise of the rights represented by this Warrant.

         4. Loss, Theft,  Destruction or Mutilation.  In case this Warrant shall
become mutilated or defaced or be destroyed,  lost or stolen,  the Company shall
execute  and  deliver a new  Warrant  in  exchange  for and upon  surrender  and
cancellation of such mutilated or defaced Warrant or in lieu of and substitution
of such Warrant so  destroyed,  lost or stolen,  upon the Holder of such Warrant
filing the Company such evidence  satisfactory  to it that such Warrant has been
so mutilated, defaced, destroyed, lost or stolen and of the ownership thereof by
the  Holder;  provided,  however,  that  the  Company  shall be  entitled,  as a
condition to the execution and delivery of such new Warrant, to


                                        5

<PAGE>



demand indemnity satisfactory to it and payment of expenses and charges incurred
in connection  with the delivery of such new Warrant,  except that no bond shall
be required from the Holder. All Warrants so surrendered to the Company shall be
canceled.

         5. Record Owner. At the time of the surrender of this Warrant, together
with the form of  subscription  properly  executed  and payment of the  Exercise
Price,  the person  exercising  this Warrant shall be deemed to be the Holder of
record of the shares of Common Stock  deliverable upon such exercise,  in whole,
or in part, notwithstanding that the stock transfer of the Company shall then be
closed or that  certificates  representing such shares of Common Stock shall not
then be actually  delivered to such person.  The Company will pay all costs with
respect to the issuance of this  Warrant or the shares of Common Stock  issuable
upon exercise hereof, or thereof.

         6. Fractional Shares. No fractional Shares,  fractional shares or scrip
representing fractional shares of Common Stock shall be issued upon the exercise
of this  Warrant.  With  respect to any  fraction of a Share  called for on such
exercise,  the Holder may elect to  receive,  and the  Company  shall pay to the
Holder,  an amount in cash equal to such  fraction  multiplied  by the  Exercise
Price.  In the  alternative,  the  Holder  may elect to remit to the  Company an
amount in cash equal to the difference between such fraction and one, multiplied
by the Exercise Price, and the Company will issue the Holder one share of Common
Stock in addition to the number of whole shares  required by the exercise of the
Warrant;  provided,  however,  that the Company  shall not be  obligated  by the
operation  of this  Section 6 to issue  Shares in the  aggregate  exceeding  the
number of shares duly registered in accordance  with the applicable  federal and
state  securities  laws or as to which an exemption from  registration  has been
determined to be available.

         7. Original Issue Taxes. The Company will pay all United States,  state
and local (but not foreign)  original issue taxes,  if any, upon the issuance of
this Warrant or the Shares deliverable upon exercise hereof.

         8. Mailing of Notices,  etc. All notices, and other communications from
the  Company  to the  Holder of this  Warrant  shall be  mailed  by  first-class
registered or certified mail, return receipt requested,  postage prepaid, to the
Holder, at the address set forth in the records of the Company, or to such other
address  furnished  to the Company in writing from time to time by the Holder of
this  Warrant.  All notices from the Holder of this Warrant to the Company shall
be mailed to the Company at Invu,  Inc., The Beren,  Blisworth Hill Farm,  Stoke
Road, Blisworth,  Northamptonshire  NN73DB, United Kingdom,  Attn: David Morgan,
President.

         9. Registration  Under the Securities Act of 1933. This Warrant and the
Shares issuable upon exercise of this Warrant have not been registered under the
Securities Act or the securities  acts of any state or foreign country by virtue
of the Registration Statement. This Warrant and all replacement Warrants and all
Shares issued upon exercise of the Warrant shall bear the following legend:

                  This Warrant, and the securities issuable upon the exercise of
                  this Warrant,  have not been  registered  under the Securities
                  Act of 1933,  as amended  ("Securities  Act"),  and may not be
                  sold,  transferred  or  otherwise  disposed  of unless (i) the
                  Shares are registered under the


                                        6

<PAGE>



                  Securities Act and the securities act of any state  applicable
                  to such sale, or (ii) the proposed seller provides the Company
                  with an opinion of counsel that the  securities are being sold
                  in  a  transaction  which  is  exempt  from  the  registration
                  requirements  of the Securities  Act and any applicable  state
                  securities   acts  and  the  Company  is  satisfied   that  no
                  registration  statement is then required and that this Warrant
                  and the  underlying  securities  may be sold,  transferred  or
                  otherwise  disposed  of in  the  manner  contemplated  without
                  registration  under the Securities Act or any state securities
                  act.

         10. Laws of the State of Colorado.  This Warrant  shall be governed by,
interpreted  under and construed in all respects in accordance  with the laws of
the State of Colorado, irrespective of the place of domicile or residence of any
party.

         11. Entire  Agreement and  Modification.  The Company and the Holder of
this Warrant  hereby  represent and warrant that this Warrant is intended to and
does contain and embody all of the understandings  and agreements,  both written
and oral,  of the  parties  hereto with  respect to the  subject  matter of this
Warrant,  and that there exists no oral agreement or  understanding,  express or
implied,  whereby the absolute,  final and unconditional  character or nature of
this Warrant be in any way invalidated or affected.  A modification or waiver of
any of the terms,  conditions  or  provisions of this Warrant shall be effective
only if made in writing and executed with the same formality as this Warrant.

         This  Warrant  will become  wholly void and of no effect and the rights
evidenced  hereby will terminate  unless  exercised in accordance with the terms
and  provision  hereof at or before 5:00 P.M.,  London Time,  on the  Expiration
Date.




                     [Remainder of Page Intentionally Blank]




                                        7

<PAGE>



         IN WITNESS  WHEREOF,  the  Company by its duty  authorized  officer has
executed this Warrant as of the ______ day of ________________, 1999.


Attest:                                  Invu, Inc.



                                         By:
                                             -----------------------------------
                                             David Morgan, President



                                        8

<PAGE>




                                FORM OF EXERCISE

         The  undersigned  hereby  irrevocably  elects to exercise  the purchase
rights represented by this Warrant for, and to purchase thereunder,  ___________
Shares of Invu,  Inc.,  a Colorado  corporation,  and herewith (a) opts to makes
payment of $0.50 per share, at a total of $__________  therefor, or (b) requests
that his rights  under the Warrant be  exercised  pursuant  to the net  exercise
provision of Section 1 of the Warrant,  and requests  that such Shares be issued
to:



-----------------------------------
(Print Name)


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


-----------------------------------
(Taxpayer Identification Number)



Dated:  ____________________________         -----------------------------------
                                             (Signature must conform in all
                                             respects to name of holder as
                                             specified on the face of the
                                             Warrant)



                                        9