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                                                                  Exhibit 4.02


                             SUBSCRIPTION AGREEMENT


ISECURETRAC CORP.
5022 South 144 th Street
Omaha, NE 68137


Ladies and Gentlemen:

     The undersigned hereby applies to ISECURETRAC CORP., a Delaware corporation
(the "Corporation"), to purchase ____________ shares (the "Shares") of the
Corporation's common stock, par value $.001 per share (the "Common Stock"), at a
purchase price of $_____ per share, or an aggregate purchase price of
$__________, such purchase price and Shares to be delivered upon the execution
and delivery hereof.

1.   Representations and Warranties of the Undersigned.

     The undersigned hereby represents and warrants to the Corporation as
follows:

     a.   The undersigned has received and read and understands this
          Subscription Agreement (this "Agreement"), as well as the
          Corporation's Prospectus dated _________, 2002 (the "Prospectus"). The
          undersigned's domicile is in the State of _______________, and the
          undersigned or its signatory is over 18 years of age.

     b.   No representations or warranties have been made to the undersigned by
          the Corporation or any agent of the Corporation, other than as set
          forth in this Agreement or in the Prospectus.

     c.   The undersigned has full power and authority to make the
          representations referred to in this Agreement, to execute and deliver
          this Agreement and to purchase the Shares.

     d.   The undersigned's authorization, execution, delivery, and performance
          of this Agreement do not conflict with any other agreement or
          arrangement to which the undersigned is a party or by which the
          undersigned is bound.

     e.   The undersigned is aware of the Corporation's business affairs and
          financial condition, including the fact that the Corporation has only
          a limited financial and operating history and the undersigned has
          acquired sufficient information about the Corporation to reach an
          informed and knowledgeable decision to acquire an interest in the
          Corporation.

     f.   The undersigned acknowledges that this Agreement may be accepted or
          rejected, in whole or in part, by the Corporation in its sole
          discretion, and that the subscription proceeds will be returned to the
          undersigned upon any such rejection.

     g.   The undersigned is purchasing for investment and not with a view
          toward distribution of all or any part of the Shares.

     h.   The undersigned hereby agrees to indemnify and hold harmless the
          Corporation and each director, officer or employee thereof from and
          against any and all loss, damage or liability due to or arising out of
          a breach of any of the foregoing representations and warranties of the
          undersigned.

2.   Survival of Agreements, Representations and Warranties, Etc.

     All agreements, representations and warranties contained herein or made in
writing by or on behalf of the Corporation in connection with the transactions
contemplated by this Agreement shall survive the execution and delivery


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of this Agreement, any investigation at any time made by the undersigned or on
the undersigned's behalf, and the sale and purchase of the Shares and payment
therefor.

3.   Miscellaneous.

     This Agreement may be executed in any number of counterparts, each of which
shall be an original but all of which taken together shall constitute one
agreement. Neither this Agreement nor any term hereof may be changed, waived,
discharged or terminated orally, but only with the written consent of the
undersigned and the Corporation. This Agreement shall be governed by and
construed under the laws of the State of Nebraska (without giving effect to any
conflict of laws provisions). This Agreement sets forth the entire agreement of
the parties with respect to the subject matter hereof.







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                   THE INDIVIDUAL INVESTOR SIGNATURE PAGE

                FOR ISECURETRAC CORP. SUBSCRIPTION AGREEMENT

<Table>

                                                        Date:_________________, 200_____



<S>                                         <C>
Number of Shares Subscribed for: __________  Amount of Subscription: $__________________

___________________________________________  ___________________________________________
Name of Individual                           Social Security No.

___________________________________________  ___________________________________________
Street Address                               Date of Birth

___________________________________________  __________________  _______________________
City             State             Zip Code  Home Phone          Business  Phone
</Table>

              Manner in which Shares are to be held (check one):


/ /  Individual Ownership                       / /  Community Property

/ /  Tenants-in-Common                          / /  Separate Property

/ /  Joint Tenant with Right of Survivorship    / /  Other (please specify)


                                              ________________________________
                                              Signature


Accepted this ___ day of __________, 200_.


                                             ISECURETRAC CORP.


                                             By: ____________________________


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                           THE ENTITY SIGNATURE PAGE

                FOR ISECURETRAC CORP. SUBSCRIPTION AGREEMENT

<Table>

                                                Date:_________________, 200_____________



<S>                                        <C>
Number of Shares Subscribed for: _________  Amount of Subscription: $___________________

__________________________________________  ____________________________________________
Name of Corporation or Entity               Federal Tax Identification No.

__________________________________________  ____________________________________________
Address                                     State of Incorporation or Formation

__________________________________________  ___________________  _______________________
City             State            Zip Code  Phone                Fax
</Table>

              Manner in which Shares are to be held (check one):


/ /  Partnership                       / /  Limited Liability Company

/ /  Corporation                       / /  Limited Liability Partnership

/ /  Trust                             / /  Other (please specify)_____________


                                              _________________________________
                                              Signature


                                              _________________________________
                                              Title


Accepted this ___ day of __________, 200_.


                                             ISECURETRAC CORP.


                                             By: ____________________________