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                                                                  EXHIBIT 10.193


                                                                  March 28, 2001


To:      Holders of the Warrants expiring November 28, 2002 ("Warrants") of
         Wilshire Technologies, Inc. (the "Company" or "Wilshire")

Re:      Change in Warrant Exercise Price and in number of shares issuable on
         exercise.


Dear Wilshire Warrant Holder:

Because Wilshire sold or issued additional shares, options or other share
equivalents, an adjustment was made in the Warrant Exercise price and in the
number of shares issuable on exercise of a Warrant. The adjustments were made
pursuant to Section 10 of the Warrant Agreement dated as of November 24, 1997
between Wilshire and American Stock Transfer & Trust Company as Warrant Agent,
under which the Warrants were issued in November of 1997.

THE ADJUSTMENT REDUCED THE EXERCISE PRICE FROM $2.33 PER SHARE TO $1.39 PER
SHARE. A WARRANT CERTIFICATE THAT ENTITLED YOU TO PURCHASE E.G. 100 SHARES AT
$2.33 PER SHARE NOW REPRESENTS THE RIGHT TO PURCHASE 167.63 AT $1.39 PER SHARE,
FOR THE SAME TOTAL OF $233.

We suggest that you keep this letter with your Warrant certificate as a reminder
of this change in the Warrant Exercise Price and in the number of shares
issuable on exercise.

Except as set forth above, the terms and conditions of the Warrants remain in
full force and effect.

Pursuant to Section 10.1(g) of the Warrant Agreement, we enclose a statement of
the facts requiring the adjustments, the computation by which the adjustments
were made and a Certificate of BDO Seidman, LLP, Wilshire's Independent
Certified Public Accountants.

Pursuant to Section 12(c) of the Warrant Agreement, we also enclose Wilshire's
Proxy Statement dated March 23, 2001 and the Annual Report to Stockholders for
Wilshire's fiscal year 2000.

The market prices of Wilshire's common stock during the fiscal years ended
November 30, 1999 and 2000 are shown in Item 5 of the Report on Form 10-KSB
included in the Annual Report. On March 26, 2001, the bid and asked prices for
the common stock were $0.16 and $0.18, respectively. There is no market for the
Warrants.



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March 28, 2001
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If you have any questions with regard to these matters, please contact the
Transfer and Warrant Agent, American Stock Transfer & Trust Company, 6201 15th
Avenue, Brooklyn, New York 11219, Attention: Mr. Joe Alicia (718) 921-8210.



                                        Sincerely,
                                        WILSHIRE TECHNOLOGIES, INC.


                                        BY:  /s/ Kevin Mulvihill
                                           ------------------------
                                            Kevin T. Mulvihill
                                            President & Chief Executive Officer