SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934.

                For the quarterly period ended September 30, 1998

                        Commission File Number:  1-13427



                            STRATESEC INCORPORATED
                    (formerly Securacom, Incorporated)

State of Incorporation:  Delaware              I.R.S. Employer I.D.:  22-2817302

                                105 Carpenter Drive
                            Sterling, Virginia 20164
                                  (703) 709-8686


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding twelve months (or for such shorter periods that the registrant was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past ninety days.


                   Yes                X                   No               


There were 6,103,522 shares of Common Stock, par value $0.01 per share,  
outstanding at October 23, 1998.


<PAGE>



STRATESEC INCORPORATED

Quarter ended September 30, 1998

Index
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>


                                                                                                              Page
<S>                                                                                                          <C>
Part I.  Financial information

   Item 1.  Financial Statements...........................................................................    3

      Balance Sheets as of December 31, 1997 and September 30, 1998
      (unaudited)..........................................................................................    3

      Statements of Operations for the three months ended September 30, 1997 and
      1998 (unaudited) and the nine months
      ended September 30, 1997 and September 30, 1998 (unaudited)..........................................    4

      Statements of Cash Flows for the nine months
      ended September 30, 1997 and September 30, 1998 (unaudited)..........................................    5

      Notes to Financial Statements........................................................................    6

   Item 2.  Management's Discussion and Analysis of
             Financial Condition and Results of Operations.................................................    7

Part II.  Other information

   Item 2.  Changes in Securities and Use of Proceeds......................................................   11

   Item 6.   Exhibits and Reports on Form 8-K..............................................................   12

   Signature...............................................................................................   13
</TABLE>

                                                         2

<PAGE>



PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

                            STRATESEC INCORPORATED
                                BALANCE SHEETS
<TABLE>
<CAPTION>

                                                                                   December 31,  September 30,
                                                                                       1997*          1998     
                                                                                                   (Unaudited)
<S>                                                                              <C>             <C>
        ASSETS
Current assets:
   Cash and cash equivalents..................................................   $      998,312  $      646,172
   Cash-restricted............................................................        2,063,539       1,940,048
   Accounts receivable, net of allowance for doubtful
     accounts of $49,000 in 1997 and 1998.....................................        3,330,542       1,301,157
   Costs and estimated earnings in excess of billings on
     uncompleted contracts....................................................        2,108,134       1,298,463
   Inventory..................................................................          598,415         240,688
   Prepaid expenses and other.................................................          140,870         127,233
                                                                                 --------------  --------------
        Total currents assets.................................................        9,239,812       5,553,751
Plant and equipment, net......................................................          740,156         463,088
Other assets..................................................................          128,414         139,866
                                                                                 --------------  --------------
                                                                                 $   10,108,382  $    6,156,704
                                                                                 ==============  ==============

        LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)

Current liabilities:
   Current maturities of capital lease obligations............................   $       51,100  $       66,335
   Accounts payable...........................................................        1,997,014       1,004,468
   Billings in excess of costs and estimated earnings on
     uncompleted contracts....................................................           69,734         261,725
   Accrued expenses and other.................................................        2,938,789       2,757,871
                                                                                 --------------  --------------
        Total current liabilities.............................................   $    5,056,637  $    4,090,399

Long-term liabilities:
   Capital lease obligations, less current maturities.........................          196,285         186,004
   Notes payable..............................................................               --       1,790,506

Stockholders' equity (deficiency):
   Common stock, $0.01 par value per share; authorized
     20,000,000 shares; issued and outstanding
     6,103,502 shares in 1997 and 1998........................................           61,035          61,035
   Additional paid-in capital.................................................       21,072,430      21,143,824
   Accumulated deficit........................................................      (16,278,005)    (21,115,063)
                                                                                 --------------  --------------
                                                                                      4,855,460          89,796
                                                                                 --------------  --------------
                                                                                 $   10,108,382  $    6,156,704
                                                                                 ==============  ==============
</TABLE>

*    Derived from audited financial statements as of December 31, 1997.

     The accompanying notes are an integral part of these statements.


                                                         3

<PAGE>



                                 STRATESEC INCORPORATED
                                STATEMENTS OF OPERATIONS
                                      (Unaudited)

<TABLE>
<CAPTION>

                                                        Three Months Ended              Nine Months Ended
                                                           September 30,                  September 30,
                                                       1997           1998            1997            1998     
                                                 --------------  --------------  --------------  --------------
<S>                                              <C>             <C>             <C>             <C>
Earned revenues................................  $    4,182,763  $    1,435,416  $   11,422,961  $    4,127,916
Provision for contract adjustment..............              --              --              --       2,491,156
Cost of earned revenues........................       3,006,339       1,044,236       8,216,515       3,281,477
                                                 --------------  --------------  --------------  --------------

   Gross profit................................       1,176,424         391,180       3,206,446      (1,644,717)

Selling, general and administrative
   expenses....................................         876,098       1,045,527       2,256,627       3,129,059
                                                 --------------  --------------  --------------  --------------

Operating income (loss)........................         300,326        (654,347)        949,819      (4,773,776)

Loss on sale of plant and equipment............              --              --              --         (37,839)
Interest and financing fees....................        (111,711)        (69,787)       (343,488)       (118,891)
Interest and other income......................          24,082          27,469          35,800          93,448
                                                 --------------  --------------  --------------  --------------

Net income (loss)..............................  $      212,697  $     (696,666) $      642,131  $   (4,837,059)
                                                 ==============  ==============  ==============  ==============

Net income (loss) per share - basic
   and diluted.................................  $          .05  $         (.11) $          .14  $         (.79)
                                                 ==============  ==============  ==============  ==============

Weighted average common shares
   outstanding.................................       4,605,000       6,103,522       4,605,000       6,103,522
                                                 ==============  ==============  ==============  ==============
</TABLE>



     The accompanying notes are an integral part of these statements.


                                                         4

<PAGE>



                          STRATESEC INCORPORATED
                         STATEMENTS OF CASH FLOWS
                              (Unaudited)
<TABLE>
<CAPTION>

                                                                                         Nine Months Ended
                                                                                           September 30,
                                                                                       1997            1998     
                                                                                  -------------  ---------------
<S>                                                                               <C>            <C>
Cash flows from operating activities:
   Net income (loss)............................................................  $    642,131   $   (4,837,058)
                                                                                  ------------   --------------
Adjustments to reconcile net income (loss) to
   net cash used in operating activities:
     Depreciation and amortization..............................................        99,958          106,570
     Loss of sale of plant and equipment........................................            --           39,162
     Amortization of debt discount..............................................        31,500           11,899
Changes in operating assets and liabilities:
   Cash restriction.............................................................            --          123,491
   Accounts receivable..........................................................      (376,410)       2,029,385
   Inventory (Material Stores on Site)..........................................            --          357,728
Costs and estimated earnings in excess of
     billings on uncompleted contracts..........................................    (3,096,834)         809,671
   Prepaid expenses and other...................................................       (85,728)          13,647
   Other assets.................................................................       (16,903)         (11,452)
   Accounts payable.............................................................     2,540,590         (992,546)
   Billings in excess of costs and estimated
     earnings on uncompleted contracts..........................................       (22,429)         191,991
   Accrued expenses and other...................................................       253,938         (180,918)
                                                                                  ------------   --------------
       Total adjustments........................................................      (672,318)       2,498,626
                                                                                  ------------   --------------
       Net cash from operating activities.......................................       (30,187)      (2,338,432)
                                                                                  ------------   --------------

Cash flows from investing activities:
   Investment in SSIH, Ltd......................................................      (700,000)              --
   Sale of plant and equipment..................................................            --          240,000
   Acquisition of plant and equipment...........................................        (5,044)         (59,254)
                                                                                  ------------   --------------
   Net cash used by investing activities........................................      (705,044)         180,746
                                                                                  ------------   --------------

Cash flows from financing activities:
   Proceeds from notes payable..................................................       700,000        1,850,000
   Principal payments of capital lease
     obligations................................................................       (20,996)         (44,454)
                                                                                  ------------   --------------
   Deferred registration cost...................................................      (548,385)              --
   Net cash provided by financing activities....................................       130,619        1,805,546
                                                                                  ------------   --------------
Net (decrease) in cash and cash equivalents.....................................      (604,612)        (352,140)
Cash and cash equivalents at beginning of period................................       609,342          998,312
                                                                                  ------------   --------------
Cash and cash equivalents at end of period......................................  $      4,730   $      646,172
                                                                                  ============   ==============
</TABLE>



                                                         5

<PAGE>



                         NOTES TO FINANCIAL STATEMENTS

1.  Basis of Presentation

         The unaudited  balance sheet as of September 30, 1998 and the unaudited
statement of operations  and  statements of cash flows for the nine months ended
September  30, 1997 and 1998 are  condensed  financial  statements in accordance
with the  rules and  regulations  of the  Securities  and  Exchange  Commission.
Accordingly,  they omit  certain  information  included  in  complete  financial
statements and should be read in conjunction  with the financial  statements and
notes  contained in a Form 10-K which the Company filed with the  Securities and
Exchange Commission on March 31, 1998.

         In the opinion of the Company,  the unaudited  financial  statements at
September  30, 1998 and for the nine months ended  September  30, 1997 and 1998,
include  all  adjustments,  consisting  only  of  normal  recurring  adjustments
necessary  for a fair  presentation  of the  financial  position  and results of
operations  for such periods.  Results of  operations  for the nine months ended
September 30, 1998 are not necessarily  indicative of results to be expected for
the full year.

2.  Costs and Estimated Earnings on Uncompleted Contracts

         Costs and estimated  earnings on uncompleted  contracts at December 31,
1997 and September  30, 1998 which are expected to be collected  within one year
are as follows:
<TABLE>
<CAPTION>

                                                                                  December 31,    September 30,
                                                                                      1997             1998     
                                                                                ---------------  ---------------
<S>                                                                             <C>              <C>
Costs incurred on contracts..................................................   $    14,229,410  $    17,521,013
Estimated earnings...........................................................         3,473,560        4,267,393
                                                                                ---------------  ---------------
                                                                                     17,702,970       21,788,406
Less billings to date........................................................        15,664,570       20,751,668
                                                                                ---------------  ---------------
                                                                                $     2,038,400  $     1,036,738
                                                                                ===============  ===============
</TABLE>




                                                         6

<PAGE>



Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations

         This discussion and analysis of the Company's  financial  condition and
historical  results  of  operations  should  be read  in  conjunction  with  the
condensed financial  statements and the related notes thereto included elsewhere
in this report.

Overview

         The   Company   is   a   single-source   provider   of   comprehensive,
technology-based   security  solutions  for  medium  and  large  commercial  and
government  facilities  in the United  States and abroad.  The Company  offers a
broad  range  of  services,   including:   (i)  consulting  and  planning;  (ii)
engineering  and design;  (iii) systems  integration;  and (iv)  maintenance and
technical support.

         During the second  quarter  of 1998 a major firm fixed  price  contract
experienced  significant  unforseen  and  continuing  delays  for a  variety  of
reasons,  many of which were  outside the control of the  Company.  As a result,
actual costs and  estimates  of future  costs to complete  the contract  rapidly
increased  throughout  the  quarter.  As a result,  the Company  entered into an
agreement with the prime contractor whereby the prime contractor will assume the
remaining  costs and all  associated  risks and  liabilities  for completing the
contract.  In the second quarter of 1998, the Company took a one-time  charge of
$2,491,156  associated  with the  agreement.  The  Company  believes  that  this
alleviated a significant, near-term cash burden on the Company and will mitigate
operating  losses  moving  forward and  eliminate  future risks  relating to the
contract.

         The Company  returned to profitability in September 1998 and expects to
be profitable in the fourth quarter on significantly higher revenues as a result
of increased new business booking and new client relationships.

         The Company  derives its revenues from a mixture of different  contract
types including firm,  fixed-price,  cost plus fixed fee, and time and materials
contracts.  Earnings for  fixed-price  contracts are  recognized  based upon the
Company's  estimates of the cost and  percentage  of  completion  of  individual
contracts.  Earned revenues equal the project's total contract amount multiplied
by the  proportion  that direct  project  costs  incurred  on a project  bear to
estimated total project costs.  Project costs include direct labor and benefits,
direct  material,  subcontract  costs,  project  related travel and other direct
expenses.  Earnings  for cost  plus  fixed fee  contracts  are based on the cost
incurred plus the percentage  authorized by the contract.  Earnings for time and
materials  contracts  are based on the rate  specified  in the  contract for the
category  of labor  expended  multiplied  by the  number of hours  worked in the
period.

         Clients  are  invoiced  based upon  negotiated  payment  terms for each
individual contract.  Terms for the fixed-price  contracts usually include a 25%
down payment and the balance as stages of the work are completed. Terms for cost
plus fixed fee contracts allow for billing as the material is received or at the
end of the  month  in  which  the  material  was  received.  Terms  for time and
materials  contracts  provide  for  billing  each  month for the number of hours
worked during the month.  Maintenance contracts are billed in advance,  monthly,
or  quarterly.  As a result,  the  Company  records as an asset  cost  estimated
earnings  in excess of billings  and as a liability  billings in excess of costs
and estimated earnings for the fixed-price contracts.


                                                         7

<PAGE>



         In the first three  quarters of the year,  the Company has continued to
diversify  its client base and reduce its  dependence  on a very small number of
large contracts.  This  diversification  is expected to continue for the rest of
the year.

Results of Operations

         The  following  table sets  forth the  percentages  of earned  revenues
represented  by  certain  items   reflected  in  the  Company's   statements  of
operations.
<TABLE>
<CAPTION>

                                                                  Three Months               Nine Months
                                                                      Ended                     Ended
                                                                   September 30,             September 30,      
                                                                 1997         1998          1997         1998   
<S>                                                         <C>            <C>          <C>          <C>
Earned Revenues..........................................          100.0%       100.0%       100.0%       100.0%
Provision for contract adjustment........................             --           --           --         60.3
Cost of earned revenues..................................           71.9         72.7         71.9         79.5
                                                            ------------   ----------   ----------   ----------
   Gross profit..........................................           28.1         27.3         28.1        (39.8)
Selling, general and administrative expenses.............           21.0         72.8         19.8         75.8
                                                            ------------   ----------   ----------   ----------
   Operating income (loss)...............................            7.1        (45.5)         8.3       (115.6)
Loss on sale of plant and equipment......................             --           --           --         (0.9)
Interest and financing fees..............................           (2.6)        (4.9)        (3.0)        (2.9)
Interest and other income................................            0.6          1.9          0.3          2.3
                                                            ------------   ----------   ----------   ----------

   Net income (loss).....................................            5.1%        48.5%         5.6%      (117.2)%
                                                            ============   ==========   ==========   ==========
</TABLE>

Three Months Ended September 30, 1998 Compared With Three Months Ended September
30, 1997

         Revenues decreased by 65.7% from $4.2 million in the three months ended
September 30, 1997 to $1.4 million in the three months ended September 30, 1998.
The  decrease  was due  primarily  to a decline in work  completed  on  existing
projects.

         Cost of earned revenues decreased from $3.0 million in the three months
ended September 30, 1997 to $1.0 million in the three months ended September 30,
1998,  primarily due to the decrease in revenues.  Gross margin  decreased  from
28.1% in the 1997 period to 27.3% in the 1998 period.

         Selling,  general and  administrative  expenses increased by 19.3% from
$0.8 million in the three months ended  September  30, 1997,  to $1.0 million in
the three months ended September 30, 1998.  Overhead salaries  increased by $0.1
million from the previous year's period as project staff worked less on jobs due
to the decreased revenues and,  professional fees increased by $0.05 million due
to recruiting fees for the new corporate officers.

         Interest  expense and financing fees decreased  37.5% from $0.1 million
in the three  months  ended  September  30,  1997 to $0.07  million in the three
months ended  September 30, 1998 due to a decrease in  outstanding  indebtedness
resulting from the repayment of the subordinated debentures in October 1997.


                                                         8

<PAGE>



         Due to a decrease in revenue,  net income  decreased from net income of
$0.2  million in the three  months  ended  September  30,  1997 to a net loss of
$(0.7) million in the three months ended September 30, 1998.

Nine Months Ended September 30, 1998 Compared With Nine Months Ended September
30, 1997

         Revenues decreased by 64.0% from $11.4 million in the nine months ended
September 30, 1997 to $4.1 million in the nine months ended  September 30, 1998.
The  decrease  was due  primarily  to a decline in work  completed  on  existing
projects.  In  addition,  revenues  from  the  Metropolitan  Washington  Airport
Authority  declined  from $2.1 million in the 1997 period to $1.6 million in the
1998 period.

         Cost of earned revenues  decreased from $8.2 million in the nine months
ended  September 30, 1997 to $3.3 million in the nine months ended September 30,
1998,  primarily due to the decrease in revenues.  Gross margin  decreased  from
28.1% in the 1997  period to  (39.8)%  in the 1998  period  due to the  one-time
charge of $2.5 million taken in the second quarter 1998.

         Selling, general and administrative expenses increased by 39% from $2.3
million in the nine months ended September 30, 1997, to $3.1 million in the nine
months ended  September 30, 1998.  Overhead  salaries  increased by $0.7 million
from the previous  year's period as project staff worked less on jobs due to the
decreased  revenues  and as a  result  of  overlap  during a  transition  to new
corporate management. Professional fees increased by $0.1 million for recruiting
fees for the new corporate officers.

         Interest  expense and financing fees decreased  65.3% from $0.3 million
in the nine months ended  September  30, 1997 to $0.1 million in the nine months
ended September 30, 1998 due to a decrease in outstanding indebtedness resulting
from the repayment of the subordinated debentures in October 1997.

         Net income decreased from net income of $0.6 million in the nine months
ended  September  30,  1997 to a net loss of $(4.8)  million for the nine months
ended  September  30, 1998.  This  decrease in net income was primarily due to a
decrease in revenue and the one-time  charge of  $2,491,156  associated  with an
agreement  with a prime  contractor  to  transfer  the  remaining  cost  and all
associated  risks for  completion  of a major firm  fixed-price  contract to the
prime contractor.

Liquidity and Capital Resources

         Prior to the Company's  initial  public  offering (the  "Offering")  in
October  1997,  the  Company's  primary  sources of cash were the proceeds  from
private  placements  of Common  Stock and notes  from 1992  through  1995 and of
subordinated  debentures  and warrants  during 1995,  1996,  and the first three
months  of 1997.  During  each of those  years,  the  Company's  operations  had
negative cash flows as the Company increased its marketing  efforts,  opened new
offices and hired additional staff to support anticipated growth. The net use of
cash from operations in 1994, 1995, and 1996 was $1.9 million,  $1.9 million and
$1.6  million.  For the year  ended  December  31,  1997,  the use of cash  from
operations  was  $7.4  million,   primarily  due  to  the  operating  loss,  the
restriction  of $1.9 million in cash as collateral for the appeal bond posted in
litigation,  and a reduction  in  accounts  payable.  For the nine months  ended
September 30, 1998,  the Company had negative cash flow from  operations of $2.3
million as a result of its operating loss.


                                                         9

<PAGE>



         From 1992 through 1995,  members of a private  investor group purchased
an aggregate of 3.6 million  shares of Common Stock at a total purchase price of
$8.3 million,  generating net proceeds to the Company of $8.0 million,  and $0.5
million  aggregate  principal  amount of 10% demand  notes,  generating an equal
amount of net proceeds to the Company.  The demand notes were  converted in 1995
into 103,000 shares of Common Stock.

         In  addition,  from 1995 through  March 31,  1997,  members of the same
investor  group  purchased  $3.4  million  aggregate  principal  amount  of  10%
subordinated  debentures,  together with warrants to purchase  478,580 shares of
Common Stock at an exercise price of $7.00 per share, generating net proceeds to
the Company of $3.2  million.  In 1996,  an  additional  $0.2 million was raised
through the exercise of warrants by members of the Board of Directors.

         In October 1997, the Company completed the Offering,  which resulted in
net  proceeds to the Company of  approximately  $9.7  million  after  payment of
offering expenses by the Company. Following the Offering, the Company's interest
in a partnership was redeemed at its cost of $0.7 million plus interest of $0.02
million.  In the fourth  quarter  of 1997,  the  Company  received  proceeds  of
approximately  $0.7 million  upon the  exercise of warrants to purchase  269,382
shares of Common Stock by employees.  In October 1997, the Company used proceeds
of the Offering to repay $3.4 million of outstanding notes payable.

         During April 1998,  the Board of Directors  approved the issuance of up
to $2.0 million of  convertible  subordinated  debentures to provide  additional
working capital.  As of May 13, 1998, the Company had issued and sold $1,450,000
of  debentures.  The Company sold an  additional  $400,000 of  debentures  as of
August  25,  1998.  The  debentures  have an  interest  rate of 10%,  are due on
December 31, 1999 and are convertible  into common stock of the Company at $8.50
per share. In addition,  the holders were issued 100 warrants for each $1,000 of
investment with an exercise price of $2.50 and a term of three years.  The value
of the warrants of $71,394 was determined based upon the Black Scholes Valuation
Model and was recorded as additional  paid-in capital.  All 160,000 warrants are
outstanding at September 30, 1998.

         As of September 30, 1998, the Company has $0.6 million in  unrestricted
cash and  working  capital of $1.5  million.  Of that  amount,  $1.9  million of
current  assets is in the form of  restricted  cash.  This cash is restricted to
serve as collateral  for a bond posted by the Company  pending  appeal of a $1.9
million judgment against the Company.  If the Company fails to win the appeal of
the lawsuit, it may require additional working capital to fund operations during
the remainder of the year.

Year 2000

         The Company has  evaluated  products and services it offers in relation
to Year 2000 compliance and found that a majority of installed  computer systems
and  software  products  manufactured  over 5 years ago are coded to accept only
two-digit  year value.  These date code  fields  will need to accept  four-digit
entries to  differentiate  between the 21st century and the 20th century  dates.
Many of the Company's vendors' computer systems and software need to be upgraded
or replaced in order to comply with Year 2000 requirements. The Company has made
contact with its key  suppliers to determine  their  capability  with respect to
Year 2000 problems and any risk  associated with it. The Company's major vendors
have Year 2000 compliance updates already developed or scheduled to be developed
prior to year end 1998.  A failure of a key vendor to provide the  Company  with
necessary  components  or  services  could  result  in delay by the  Company  in
providing products or services to the Company's customers and have a

                                                        10

<PAGE>



material  adverse  effect on the  Company's  business,  financial  condition and
results of operations.  Although the Company does not expect Year 2000 issues to
have a material impact on its financial  results or operations,  there can be no
assurance  that there will be no  disruptions or that the Company will not incur
significant costs to avoid disruptions. Internally, the Company has no automated
systems except for its accounting  system. The Company has decided to convert to
a new  accounting  system in June 1999 in order to be Year 2000  compliant.  The
Company does not expect the cost of this system to be material.



                                                        11

<PAGE>



PART II.  OTHER INFORMATION

Item 2.  Changes in Securities and Use of Proceeds

         During April 1998,  the Board of Directors  approved the issuance of up
to $2.0 million of  convertible  subordinated  debentures to provide  additional
working capital.  As of May 13, 1998, the Company had issued and sold $1,450,000
of  debentures.  The Company sold an  additional  $400,000 of  debentures  as of
August  25,  1998.  The  debentures  have an  interest  rate of 10%,  are due on
December 31, 1999 and are convertible  into common stock of the Company at $8.50
per share. In addition,  the holders were issued 100 warrants for each $1,000 of
investment  with an  exercise  price of $2.50 and a term of three  years.  These
transactions were exempt from registration under the Securities Act of 1933 (the
"Act")  pursuant  to  Section  4(2) of the  Act and  Rule  506 of  Regulation  D
thereunder.

Item 6.  Exhibits and Reports on Form 8-K

a.       Exhibits

         11.1     Calculation of Net Income (Loss) Per Share

         27.1     Financial Data Schedule

b. Reports on Form 8-K.

         None


                                                        12

<PAGE>



Signature

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

STRATESEC INCORPORATED


 /s/BARRY MCDANIEL
-----------------------------------------------------

Barry McDaniel
Chief Operating Officer


October 27, 1998

                                                        13