EXHIBIT 10.3

THE WARRANT  REPRESENTED BY THIS  CERTIFICATE  AND THE SECURITIES  ISSUABLE UPON
EXERCISE  HEREOF HAVE NOT BEEN  REGISTERED  UNDER THE SECURITIES ACT OF 1933, AS
AMENDED (THE "ACT") OR ANY STATE  SECURITIES ACT.  NEITHER THIS WARRANT NOR SUCH
SECURITIES MAY BE TRANSFERRED  EXCEPT (A) PURSUANT TO AN EFFECTIVE  REGISTRATION
STATEMENT  UNDER THE ACT AND ANY APPLICABLE  STATE  SECURITIES  LAWS OR (B) UPON
RECEIPT BY THE ISSUER OF AN OPINION OF COUNSEL SATISFACTORY TO THE ISSUER, WHICH
OPINION OF COUNSEL SHALL BE IN FORM AND CONTENT  SATISFACTORY TO THE ISSUER,  TO
THE EFFECT THAT SUCH TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE ACT AND SUCH
STATE SECURITIES LAWS.

                                     WARRANT

                           TO PURCHASE COMMON STOCK OF

                           QUINTEK TECHNOLOGIES, INC.

Warrant No. ___

THIS CERTIFIES that, as of January 31, 2003, for value received,  Zubair Kazi or
his permitted assigns registered on the books of the Company (collectively,  the
"Holder"), is entitled to purchase from Quintek Technologies, Inc., a California
corporation (the "Company"), at any time, during the exercise period referred to
in Section 1 hereof, 4,500,000 shares, subject to adjustment as set forth herein
(the "Shares"),  of fully paid and  nonassessable  shares of common stock of the
Company (the "Common Stock").  The Warrant Exercise Price will be equal to $0.02
(Two Cents). This Warrant shall be exercisable only in whole, not in part.

Such share purchase shall be payable in the lawful currency of the United States
of America,  subject to adjustment as set forth herein. As used herein, the term
"Warrant" shall include any warrant or warrants  hereafter issued in consequence
of transfer of this Warrant in whole.

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          1.  Exercise;  Payment  for  Ownership  Interest.  Upon the  terms and
subject to the conditions  set forth herein,  this Warrant may be exercised only
in whole by the Holder  hereof at any time on or after the date hereof and prior
to 5 p.m. New York time on July 31, 2003, by presentation  and surrender of this
Warrant to the principal offices of the Company, together with the Purchase Form
annexed hereto,  duly executed,  and accompanied by payment to the Company of an
amount equal to the Warrant Exercise Price multiplied by the number of Shares as
to which this  Warrant is then being  exercised  (the  "Purchase  Price").  Such
payment  may be  made,  at the  option  of the  Holder,  by cash,  money  order,
certified or bank cashier's check or wire transfer.

         Any  transfer  of this  Warrant  or the  Shares  obtained  by Holder in
exercise of this Warrant is subject to the limitations imposed by the Consulting
Agreement   pursuant  to  which  this  Warrant  was  initially  issued  and  the
requirement that such securities are registered on Form S-8 under the Securities
Act of 1933, as amended,  or any successor  legislation thereto (the "1933 Act")
and applicable state securities laws or is exempt from  registration  under such
laws.  The  Holder of this  Warrant  shall be deemed  to be a  shareholder  with
respect to the  Shares as to which  this  Warrant  is  exercised  in  accordance
herewith effective  immediately after the close of business on the date on which
the Holder  shall have  delivered to the Company this Warrant in proper form for
exercise and payment by certified or official bank check or wire transfer of the
cash  purchase  price for the number of Shares as to which the exercise is being
made.  Upon any exercise and  surrender  of this  Warrant,  the Company (a) will
issue and deliver to the Holder a certificate or certificates in the name of the
Holder  for the  largest  whole  number of Shares to which the  Holder  shall be
entitled  and,  in lieu of any  fractional  Share to which the Holder  otherwise
might be entitled,  cash in an amount equal to the fair value of such fractional
share  (determined  in such  reasonable  and  equitable  manner  as the Board of
Directors of the Company shall in good faith determine), and (b) will deliver to
the Holder such other  securities,  properties  and cash which the Holder may be
entitled  to receive  upon such  exercise,  pursuant to the  provisions  of this
Warrant.

          2. Anti-Dilution Provisions. The Share Price in effect at any time and
the number and kind of  securities  issuable upon exercise of this Warrant shall
be subject to adjustment  from time to time upon the happening of certain events
as follows:

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              2.1 Reorganization, Reclassification,  Consolidation, Merger, Sale
         or Lease. If any capital reorganization,  reclassification or any other
         change of capital stock of the Company,  or any consolidation or merger
         of the Company with another  person,  or the sale or transfer of all or
         substantially  all of its assets to another person shall be effected in
         such a way that  holders of shares of Common Stock shall be entitled to
         receive  securities  or assets with respect to or in exchange for their
         shares of Common Stock, then provision shall be made by the Company, in
         accordance  with this  Section  2.1,  whereby the Holder  hereof  shall
         thereafter  have the right to purchase and receive,  upon the basis and
         upon the terms and conditions specified in this Warrant and in addition
         to or in  exchange  for,  as  applicable,  the  Shares  subject to this
         Warrant  immediately  theretofore  purchasable  and receivable upon the
         exercise of the rights represented hereby, such securities or assets as
         would have been issued or payable  with  respect to or in exchange  for
         the aggregate Shares immediately theretofore purchasable and receivable
         upon the exercise of the rights  represented  hereby if exercise of the
         Warrant  had  occurred   immediately  prior  to  such   reorganization,
         reclassification,  consolidation,  merger or sale. The Company will not
         effect any such consolidation,  merger,  sale, transfer or lease unless
         prior to the  consummation  thereof the successor entity (if other than
         the Company)  resulting from such consolidation or merger or the entity
         purchasing  such  assets  shall  assume by written  instrument  (i) the
         obligation  to deliver to the Holder such  securities  or assets as, in
         accordance with the foregoing provisions, the Holder may be entitled to
         purchase,  and (ii) all other  obligations  of the  Company  under this
         Warrant.  The provisions of this Section 2.1 shall  similarly  apply to
         successive consolidations,  mergers, sales, transfer, or leases. In the
         event  that in  connection  with any  such  capital  reorganization  or
         reclassification,  consolidation,  merger, sale or transfer, additional
         shares  of  Common  Stock  shall be  issued  in  exchange,  conversion,
         substitution  or  payment,  in whole or in part,  for a security of the
         Company other than Common Stock,  any such issue shall be treated as an
         issue of Common Stock covered by the provisions of Section 2.1 hereof.

              2.2 Dividends;  Distributions;  Reclassifications.  In addition to
         those adjustments set forth in Section 2.1, but without  duplication of
         the adjustments to be made under such Section, if the Company:

                           (1)      declares  or  pays a  dividend  or  makes  a
                                    distribution  on its Common  Stock in shares
                                    of its Common Stock;

                           (2)      subdivides or  reclassifies  its outstanding
                                    shares of Common Stock into a greater number
                                    of shares;

                           (3)      combines  or  reclassifies  its  outstanding
                                    shares of Common Stock into a smaller number
                                    of shares;

                           (4)      makes a distribution  on its Common Stock in
                                    shares  of  its  capital  stock  other  than
                                    Common Stock; and/or

                           (5)      issues,  by  reclassification  of its Common
                                    Stock, any shares of its capital stock;


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then the number and kind of Shares  purchasable  upon  exercise of this  Warrant
shall be adjusted so that the Holder upon  exercise  hereof shall be entitled to
receive the kind and number of Shares or other  securities  of the Company  that
the Holder would have owned or have been entitled to receive after the happening
of any of the events described above had this Warrant been exercised immediately
prior to the happening of such event or any record date with respect thereto. An
adjustment made pursuant to this Section 2.2 shall become effective  immediately
after the record date in the case of a dividend or distribution and shall become
effective  immediately  after the effective  date in the case of a  subdivision,
combination or issuance.  If, as a result of an adjustment made pursuant to this
Section  2.2,  the Holder of this Warrant  thereafter  surrendered  for exercise
shall become  entitled to receive shares of two or more classes of capital stock
of the Company,  the Board of Directors (whose determination shall be conclusive
and shall be described in a written notice to all holders of Warrants within ten
(10) business days after such adjustment)  shall determine the allocation of the
adjusted Share Price between or among shares of such classes of capital stock.
         The adjustment to the number of Shares purchasable upon the exercise of
this  Warrant  described  in this  Section 2.2 shall be made each time any event
listed in paragraphs (i) through (v) of this Section 2.2 occurs.

         In the  event  that at any  time,  as a result  of an  adjustment  made
pursuant to this Section 2, the Holder of this Warrant  thereafter  shall become
entitled  to  receive  any  shares of the  Company,  other  than  Common  Stock,
thereafter  the number of such other shares so receivable  upon exercise of this
Warrant  shall be  subject  to  adjustment  from time to time in a manner and on
terms as nearly  equivalent as practicable to the provisions with respect to the
Common Stock contained in Sections 2.1 hereof.

                  2.3  Notice  of  Adjustments.  Upon  the  occurrence  of  each
         adjustment or  readjustment of the Share Price pursuant to this Section
         2, the Company at its expense will promptly  compute such adjustment or
         adjustment in  accordance  with the terms of this Warrant and prepare a
         certificate setting forth such adjustment or readjustment,  including a
         statement of the adjusted  Share Price or adjusted  number of shares of
         Common  Stock,  if  any,   issuable  upon  exercise  of  each  Warrant,
         describing the transaction  giving rise to such adjustments and showing
         in detail  the facts  upon which such  adjustment  or  readjustment  is
         based.  The  Company  will within  thirty (30) days of such  adjustment
         mail,  by  first  class  mail,  postage  prepaid,  a copy of each  such
         certificate to the Holder of this Warrant at the address of such Holder
         as shown on the books of the Company, and to its Transfer Agent.

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<PAGE>


                  2.4  DeMinimis  Limitation.  No  adjustment in the Share Price
         shall be required unless such  adjustment  would require an increase or
         decrease of at least  one-tenth cent ($0.001) in such price;  provided,
         however,  that any adjustments  which by reason of this Section 2.4 are
         not required to be made shall be carried forward and taken into account
         in  any  subsequent  adjustment  required  to be  made  hereunder.  All
         calculations  under this Section 2 shall be made to the nearest cent or
         to the nearest one-hundredth of a share, as the case may be.

         3. No Voting  Rights.  This Warrant  shall not be deemed to confer upon
the Holder any right to vote or to consent to or receive notice as a stockholder
of the  Company,  as such,  in respect of any matters  whatsoever,  or any other
rights or liabilities as a stockholder, prior to the exercise hereof.

         4.  Transfer  Restrictions.  This Warrant and all rights  hereunder are
transferable,  in whole  only,  at the  principal  offices of the Company by the
Holder  hereof,  upon  surrender of this Warrant  properly  endorsed;  provided,
however, that without the prior written consent of the Company, this Warrant and
all  rights  hereunder  may be  transferred  only (i) to a family  member of the
Holder  or if the  Holder  is not an  individual,  to  any  partner,  member  or
shareholder  of Holder;  (ii) to an  affiliate  of the  initial  Holder or to an
affiliate  of any  member,  partner  or  shareholder  of the  Holder  hereof  or
successor in interest to any such person;  or (iii) pursuant to the registration
of this Warrant or the Shares under the 1933 Act or  subsequent to one year from
the date hereof  pursuant to an exemption under Rule 144 or other exemption from
such registration.  In no event may this Warrant or the Shares be transferred to
a  transferee  that is not be eligible to receive a transfer of shares of Common
Stock.

         5. Warrants Exchangeable;  Loss, Theft, Destruction,  Etc. This Warrant
is  exchangeable,  upon  surrender  hereof by the Holder hereof at the principal
offices of the  Company,  for new  Warrants  of like tenor  representing  in the
aggregate  the right to  subscribe  for and  purchase  the  Shares  which may be
subscribed for and purchased  hereunder,  each such new Warrant to represent the
right to  subscribe  for and  purchase  such  Shares  (not to exceed the maximum
aggregate  Shares which may be purchased  hereunder)  as shall be  designated by
such  Holder  hereof at the time of such  surrender.  Upon  receipt of  evidence
satisfactory  to the Company of the loss,  theft,  destruction  or mutilation of
this  Warrant  and,  in the case of any such loss,  theft or  destruction,  upon
delivery of a bond or indemnity  satisfactory to the Company, or, in the case of
any such mutilation, upon surrender or cancellation of this Warrant, the Company
will issue to the Holder  hereof a new  Warrant of like  tenor,  in lieu of this
Warrant,  representing  the right to subscribe for and purchase the Shares which
may be subscribed for and purchased hereunder.

         6. Legends; Investment Representations.  Any certificate evidencing the
securities  issued upon exercise of this Warrant  shall,  unless the  securities
underlying this Warrant have been  registered  under the 1933 Act, bear a legend
in substantially the following form:


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<PAGE>


                  THE SECURITIES  REPRESENTED BY THIS  CERTIFICATE HAVE NOT BEEN
REGISTERED  UNDER THE  SECURITIES  ACT OF 1933,  AS AMENDED  (THE  "ACT").  SUCH
SECURITIES  MAY  NOT  BE  TRANSFERRED   EXCEPT  (A)  PURSUANT  TO  AN  EFFECTIVE
REGISTRATION STATEMENT UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR
(B) UPON  RECEIPT BY THE ISSUER OF AN  OPINION  OF COUNSEL  SATISFACTORY  TO THE
ISSUER,  WHICH OPINION OF COUNSEL SHALL BE IN FORM AND CONTENT  SATISFACTORY  TO
THE ISSUER, TO THE EFFECT THAT SUCH TRANSFER IS EXEMPT FROM  REGISTRATION  UNDER
THE ACT AND SUCH STATE SECURITIES LAWS.

         7.  Reservation  of Shares.  The Company will  immediately,  and at all
times,  reserve and keep  available,  free from  preemptive  rights,  out of the
aggregate of its  authorized  but unissued  Common Stock or its  authorized  and
issued Common Stock held in its treasury,  solely for the purpose of enabling it
to satisfy any  obligation to issue Shares upon  exercise of this  Warrant,  the
maximum number of shares of Common Stock which may then be deliverable  upon the
exercise of this Warrant.
         The  transfer  agent for the Common  Stock (the  "Transfer  Agent") and
every  subsequent  transfer agent for any shares of the Company's  capital stock
issuable upon the exercise of any of the rights of purchase pursuant hereto will
be  irrevocably  authorized  and directed at all times to reserve such number of
authorized shares as shall be required for such purpose. The Company will keep a
copy of this Warrant on file with the Transfer  Agent and with every  subsequent
transfer  agent for any shares of the Company's  capital stock issuable upon the
exercise of the rights of purchase represented by this Warrant. The Company will
furnish  such  Transfer  Agent  a  copy  of  all  notices  of  adjustments   and
certificates  related  thereto  transmitted to the Holder  pursuant to Section 2
hereof.
         The Company covenants that all Shares which may be issued upon exercise
of this  Warrant  will,  upon  issue,  be  fully  paid,  nonassessable,  free of
preemptive rights and free from all liens and security interests with respect to
the issue thereof.
          8. Descriptive Headings and Governing Law. The descriptive headings of
the several  paragraphs of this Warrant are inserted for convenience only and do
not  constitute  a part of this  Warrant.  This Warrant  shall be construed  and
enforced  in  accordance  with the laws of  California,  and the  rights  of the
parties shall be governed by, the law of California.

         9. Subsequent  Holders.  If this Warrant is  subsequently  held by more
than one Holder,  then each holder shall be responsible for their  proportionate
share of the  obligations of the Holder  hereunder and the terms of this Warrant
shall apply proportionately to each such holder.







                              [INTENTIONALLY BLANK]










         10. Miscellaneous. The Company shall pay all expenses and other charges
payable in  connection  with the  preparation,  issuance  and  delivery  of this
Warrant and all substitute  Warrants other than as set forth in this Section 10.
The Holder shall pay all taxes in connection  with such issuance and delivery of
the Warrants and the Shares.

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                  The  Company  shall  maintain,  at the office or agency of the
Company  maintained by the Company,  books for the  registration and transfer of
the Warrant.

                  IN WITNESS WHEREOF,  this Warrant Agreement has been as of the
day and year first written above.

                             QUINTEK TECHNOLOGIES, INC.

                             By: /s/ Robert Steele
                                 ---------------------------
                             Name:   Robert Steele
                             Title:  Chief Executive Officer


                                  PURCHASE FORM

                          Dated:                   , 200_
                                -------------------      ---

         The undersigned Holder hereby irrevocably elects to exercise the within
Warrant to the extent of purchasing Shares and hereby makes payment of $________
in payment of the exercise price thereof.


                                                        --------------------
                                                              (Holder)

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