WARRANT CERTIFICATE
                               -------------------


THE  SECURITIES  REPRESENTED  BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER
THE  SECURITIES  ACT  OF  1933,  AS AMENDED, OR ANY STATE SECURITIES LAWS.  SAID
SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR
AN  EXEMPTION,  OR AN OPINION OF COUNSEL (WHICH MAY BE COUNSEL TO THE HOLDER) AS
TO  AN  EXEMPTION,  FROM  THE  REGISTRATION  PROVISIONS  OF  SAID  ACT  OR LAWS.

THE  SECURITIES  REPRESENTED  BY  THIS CERTIFICATE ARE SUBJECT TO THE TERMS OF A
WARRANT  PURCHASE AGREEMENT, DATED AS OF JANUARY 17, 2003, BETWEEN CREATIVE HOST
SERVICES,  INC.  (THE  "COMPANY")  AND  ING  CAPITAL LLC (THE "PURCHASER") AND A
REGISTRATION RIGHTS AGREEMENT, DATED AS OF JANUARY 17, 2003, BETWEEN THE COMPANY
AND THE PURCHASER, COPIES OF EACH OF WHICH ARE ON FILE AT THE MAIN OFFICE OF THE
COMPANY.  ANY  SALE  OR TRANSFER OF THE SECURITIES EVIDENCED BY THIS CERTIFICATE
IS  SUBJECT  TO  THE  TERMS OF THOSE AGREEMENTS AND ANY SALE OR TRANSFER OF SUCH
SECURITIES  IN  VIOLATION  OF  SAID  AGREEMENTS  SHALL  BE  INVALID.

Certificate  No.  ING  #1     452,050  Warrants

                               Warrant Certificate

                          CREATIVE HOST SERVICES, INC.

     This  Warrant  Certificate  certifies  that  ING Capital LLC, or registered
assigns, is the registered holder of the number of Warrants (the "Warrants") set
forth  above  to  purchase  shares  of common stock, no par value per share (the
"Common  Stock"), of CREATIVE HOST SERVICES, INC., a California corporation (the
"Company").  Each  Warrant entitles the holder upon exercise to receive from the
Company  one  fully  paid  and  nonassessable  share of Common Stock (a "Warrant
Share")  at  the initial exercise price (the "Exercise Price") of $1.87, payable
in  lawful money of the United States of America, upon surrender of this Warrant
Certificate  and  payment of the Exercise Price, if applicable, at the office of
the  Company  designated  for  such purpose, subject to the conditions set forth
herein  and  in  the Warrant Agreement referenced below.  The Exercise Price and
number  and  type  of  Warrant Shares issuable upon exercise of the Warrants are
subject  to  adjustment  before  and  after issue upon the occurrence of certain
events,  as  set forth in the Warrant Agreement.  Each Warrant also entitles the
holder  to  convert such Warrant into the number of Warrant Shares determined in
accordance  with  Section  11(b)  of  the  Warrant  Agreement.

     The  Warrants  evidenced  by  this  Warrant  Certificate are part of a duly
authorized  issue  of  Warrants,  and  are  issued or to be issued pursuant to a
Warrant  Purchase  Agreement  dated  as  of  January  17,  2003  (the  "Warrant
Agreement"),  duly  executed  and  delivered  by the Company and ING Capital LLC
("ING"), which Warrant Agreement is hereby incorporated by reference in and made
a  part  of  this  instrument and is hereby referred to for a description of the
rights,  obligations  and duties hereunder of the Company and the holders of the
Warrants  (the  words  "holders"  or  "holder" meaning the registered holders or
registered  holder).  A  copy  of  the  Warrant Agreement may be obtained by the
holder  hereof  upon  written  request  to  the  Company.

     The  holder  of Warrants evidenced by this Warrant Certificate may exercise
such  Warrants  under  and  pursuant  to the terms and conditions of the Warrant
Agreement by surrendering this Warrant Certificate, with the form of election to
purchase  attached  hereto  (and  by this reference made a part hereof) properly
completed  and  executed, together with payment of the Exercise Price in cash at
the  office  of  the Company designated for such purpose.  In the event that any
exercise of Warrants evidenced hereby shall be for less than the total number of
Warrants  evidenced  hereby,  there shall be issued by the Company to the holder
hereof or such holder's registered assignee a new Warrant Certificate evidencing
the  number  of  Warrants  not  exercised.

     The  Warrant  Agreement provides that upon the occurrence of certain events
the  Exercise  Price  set  forth  on  the  face  hereof  may, subject to certain
conditions,  be  adjusted.  If  the  Exercise  Price  is  adjusted,  the Warrant
Agreement provides that the number of shares of Warrant Shares issuable upon the
exercise  of  each  Warrant  shall be adjusted.  No fractional shares of Warrant
Shares will be issued upon the exercise of any Warrant, but the Company will pay
the  cash  value  thereof  determined  as  provided  in  the  Warrant Agreement.

     The  holders of the Warrants are entitled to certain registration rights as
set forth in a Registration Rights Agreement dated as of January 17, 2003, among
the  Company  and  ING  (the "Registration Rights Agreement").  By acceptance of
this Warrant  Certificate, the holder hereof agrees that upon exercise of any or
all  of  the  Warrants  evidenced  hereby,  such  holder  will  be  bound by the
Registration  Rights Agreement.  A copy of the Registration Rights Agreement may
be  obtained  by  the  holder  hereof  upon  written  request  to  the  Company.

     Warrant  Certificates, when surrendered at the office of the Company by the
registered  holder thereof in person or by legal representative or attorney duly
authorized  in  writing,  may  be  exchanged,  in  the manner and subject to the
limitations  provided  in the Warrant Agreement, for another Warrant Certificate
or  Warrant Certificates of like tenor evidencing in the aggregate a like number
of  Warrants.

     The  Company  may  deem  and  treat the registered holder(s) thereof as the
absolute  owner(s)  of this Warrant Certificate (notwithstanding any notation of
ownership  or other writing made hereon) for the purpose of any exercise hereof,
of  any distribution to the holder(s) hereof and for all other purposes, and the
Company  shall  not  be  affected  by  any  notice to the contrary.  Neither the
Warrants  nor  this Warrant Certificate entitles any holder hereof to any rights
of  a  stockholder  of  the  Company.

     IN  WITNESS  WHEREOF, the Company has caused this Warrant Certificate to be
signed  by  its  duly authorized officer and has caused its corporate seal to be
affixed  hereunto  or  imprinted  hereon.


Dated:  January  17,  2003               CREATIVE  HOST  SERVICES,  INC.


                                         By:  /s/ Sayed Ali
                                            ----------------
                                         Name:  Sayed Ali
                                         Title:  President

     [CORPORATE  SEAL]