WARRANT  AND THE STOCK  ISSUABLE  UPON THE  EXERCISE  HEREOF  HAVE THIS NOT BEEN
REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"),  AND CAN BE
TRANSFERRED  ONLY IN  COMPLIANCE  WITH THE ABSENCE OF AN EFFECTIVE  REGISTRATION
STATEMENT,  UNLESS, IN THE OPINION OF COUNSEL FOR THE COMPANY OR COUNSEL FOR THE
REGISTERED  HOLDER  (WHICH  SHALL BE IN FORM AND FROM SUCH  COUNSEL  AS SHALL BE
REASONABLY SATISFACTORY TO THE COMPANY), SUCH REGISTRATION IS NOT THEN REQUIRED.

                            U.S. WIRELESS DATA, INC.

                          COMMON STOCK PURCHASE WARRANT

     1.  Issuance.  In  consideration  of good and valuable  consideration,  the
receipt of which is hereby  acknowledged by U.S. Wireless Data, Inc., a Colorado
corporation  (the "Company"),  RBB BANK or registered  assigns (the "Holder") is
hereby granted the right to purchase at any time until 5:00 P.M.,  Pacific Coast
time,  on  July 6,  2004  (the  "Expiration  Date"),  (22,500)  fully  paid  and
nonassessable  shares of the Company's Common Stock, no par value per share (the
"Common  Stock") at an exercise price of $1.50 per share (the "Exercise  Price")
subject to further adjustment as set forth in Section 6 hereof.

     2. Exercise of Warrants.  This Warrant is  exercisable  in whole or in part
for whole shares of the Company's  Common Stock at the Exercise  Price per share
of Common Stock payable  hereunder,  payable in cash or by certified or official
bank check. In lieu of paying cash to exercise this Warrant,  the Holder may, by
designating  a  "cashless"  exercise on the Notice of Exercise  Form,  acquire a
number of whole  shares of the  Company's  Common  Stock  equal to (a)  Exercise
Price,  multiplied by (b) the number of shares of Common Stock purchasable under
the portion of the Warrant  tendered to the  Company,  divided by (c) the Market
Value of the Company's Common Stock. Upon surrender of this Warrant  Certificate
with the annexed Notice of Exercise Form duly executed, together with payment of
the Exercise Price for the shares of Common Stock purchased, the Holder shall be
entitled to receive a certificate or certificates for the shares of Common Stock
so  purchased.  For the purposes of this  Section 2, "Market  Value" shall be an
amount equal to the average closing bid price of a share of Common Stock for the
five (5) business days immediately preceding the Company's receipt of the Notice
of Exercise Form duly executed.

     3.  Reservation  of Shares.  The  Company  hereby  agrees that at all times
during the term of this  Warrant  there  shall be  reserved  for  issuance  upon
exercise of this  Warrant  such number of shares of its Common Stock as shall be
required for issuance upon exercise of this Warrant (the "Warrant Shares").

     4. Mutilation or Loss of Warrants.  Upon receipt by 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)  receipt of reasonably
satisfactory  indemnification,  and (in case of  mutilation)  upon surrender and
cancellation of this Warrant, the Company will execute and deliver a new Warrant
of like tenor and date and any such lost, stolen, destroyed or mutilated Warrant
shall thereupon become void.

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

     6. Adjustments to Exercise Terms.

     If the  Company at any time  prior to the full  execution  of this  Warrant
shall, by subdivision,  combination, merger, spin-off, re-classification or like
capital  adjustment  of the  securities,  change any of the  securities to which
purchase  rights under this Warrant  exist into the same or different  number of
securities of any class or classes,  this Warrant shall  thereafter  entitle the
Holder to acquire such number and kind of securities as would have been issuable
as a result of such change with respect to the securities acquirable immediately
prior to such  transaction.  If the securities  acquirable upon exercise of this


<PAGE>


Warrant are subdivided into a greater number of securities  (including  pursuant
to any  stock  dividend  paid to all  holders  of such  securities),  or if such
securities  are combined into a lesser number of  securities,  then the purchase
price for the  securities  acquirable  upon  exercise  of this  Warrant  and the
securities  acquirable  pursuant to this Warrant  shall be  proportionately  and
equitably adjusted.

     7. Transfer to Comply with the Securities Act: No Registration Rights. This
Warrant has not been  registered  under the  Securities  Act of 1933, as amended
(the "Act") and has been issued to the Holder for investment and not with a view
to the  distribution of either the Warrant or the Warrant  Shares.  Neither this
Warrant nor any of the Warrant Shares of any other  security  issued or issuable
upon exercise of this Warrant may be sold, transferred,  pledged or hypothecated
in the  absence  of an  effective  registration  statement  under  the  Act  and
applicable state  securities laws relating to such security,  unless the opinion
of counsel  satisfactory  to the Company,  such  registrations  are not required
under the Act.  Each  certificate  for the Warrant,  the Warrant  Shares and any
other security  issued or issuable upon exercise of this Warrant shall contain a
legend on the face thereof,  in form and substance  satisfactory  to counsel for
the Company, setting for the restrictions on transfer contained in this Section.
The holder is not being  granted  any rights to have the  Warrant or the Warrant
Shares registered under the Act of any state securities laws.

     8.  Notices.  Any  notice  or other  communication  required  or  permitted
hereunder  shall be in writing and shall be delivered  personally,  telegraphed,
telexed,  sent by facsimile  transmission  or sent by  certified,  registered or
express mail,  postage  pre-paid.  Any such notice shall be deemed given when so
delivered personally, telegraphed telexed or sent to facsimile transmission, or,
if mailed,  two days after the date of deposit in the United  States  mails,  as
follows:

               (i)  if to the Company, to:

                        U.S. Wireless Data, Inc.
                        2200 Powell Street, Suite 800
                        Emeryville, California 94608
                        ATTN:  Robert Robichaud, Chief Financial Officer
                        Telecopier No.: (510) 596-2029
                        Telephone No.: (510) 5596-2025

               (ii) If to the Holder,  to such address and  facsimile  number as
                    appears in the records of the Company.

A party shall give notice to the other in accordance with this Section to change
the address, facsimile number or person to whom notices shall be given.

     9. Supplements and Amendments: Whole Agreement. This Warrant may be amended
or  supplemented  only by an instrument in writing signed by the parties hereto.
This Warrant contains the full  understanding of the parties hereto with respect
to the  subject  matter  hereof and  thereof  and there are no  representations,
warranties,  agreements or understandings  other than expressly contained herein
and therein.

     10. Governing Law. This Warrant shall be deemed to be a contract made under
the laws of the State of Colorado and for all purposes  shall be governed by and
construed in accordance  with the laws of such State  applicable to contracts to
be made and performed entirely within such State.

     11. Descriptive  Headings.  Descriptive headings of the several Sections of
this Warrant are inserted for  convenience  only and shall not control or affect
the meaning or construction of any of the provisions hereof.



                                       3
<PAGE>




     IN WITNESS  WHEREOF,  the parties  hereto have  executed this Warrant as of
January 20, 2000.

                                             U.S. WIRELESS DATA, INC.


                                             By:
                                                 -------------------------------
                                                 DEAN M. LEAVITT
                                                 Chief Executive Officer

Attest:


---------------------------------
Name:    Robert R. Robichaud
         Chief Financial Officer