**UNIT
      PURCHASE OPTION CLARIFICATION AGREEMENT**







This
      Unit
      Purchase Option Clarification Agreement (this “Agreement”), dated August 10,
      2006, is to amend the Unit Purchase Option, dated as of January 30, 2006 (the
      “Option”), issued by Argyle Security Acquisition Corporation, a Delaware
      corporation, with offices at 200 Concord Plaza, Suite 700, San Antonio, Texas
      78216 (“Company”), to Rodman & Renshaw, LLC, with offices at 1270 Avenue of
      the Americas, New York, New York (“Option Holder”).




**WHEREAS,** as
      a
      result of certain questions that have arisen regarding the accounting treatment
      applicable to the Option, the parties hereto deem it necessary and desirable
      to
      amend the Option to clarify that the Option Holder does not have the right
      to
      receive a net cash settlement in the event the Company does not maintain a
      current prospectus relating to the units, common stock and warrants issuable
      upon exercise of the Option at the time such Option is exercisable.




**NOW,
      THEREFORE** ,
      in
      consideration of the mutual agreements contained herein and other good and
      valuable consideration, the receipt and sufficiency of which are hereby
      acknowledged, and intending to be legally bound hereby, the parties hereto
      agree
      to amend the Option as set forth herein.




1.  Option .
      The
      undersigned hereby agree that the Option is hereby amended by adding the
      following as Section 2.1.1 to the Option:





“2.1.1 No
      Exercise of Purchase Option if a Registration Statement is not
      Effective . Notwithstanding
      anything herein to the contrary, the Company shall not be obligated to deliver
      any securities pursuant to the exercise of this Purchase Option unless (i)
      a
      registration statement under the Act with respect to the Units, Warrants and
      Common Stock issuable upon such exercise is effective, or (ii) in the opinion
      of
      counsel to the Company or counsel to the Holder reasonably satisfactory to
      the
      Company, the exercise of this Purchase Option is exempt from the registration
      requirements of the Act and such securities are qualified for sale or exempt
      from qualification under applicable securities laws of the states or other
      jurisdictions in which the registered holders reside. This Purchase Option
      may
      not be exercised by, or securities issued to, any registered holder in any
      state
      in which such exercise or issuance would be unlawful. In
      no
      event will the Holder be entitled to receive a net-cash settlement or other
      consideration in lieu of physical settlement in securities if the securities
      underlying this Purchase Option is not covered by an effective registration
      statement.”




2.  Miscellaneous .




a.  Governing
      Law; Jurisdiction .
      The
      validity, interpretation, and performance of this Agreement shall be governed
      in
      all respects by the laws of the State of New York, without giving effect to
      conflict of laws. The Company hereby agrees that any action, proceeding or
      claim
      against it arising out of or relating in any way to this Agreement shall be
      brought and enforced in the courts of the State of New York or the United States
      District Court for the Southern District of New York, and irrevocably submits
      to
      such jurisdiction, which jurisdiction shall be exclusive. The Company hereby
      waives any objection to such exclusive jurisdiction and that such courts
      represent an inconvenient forum. Any such process or summons to be served upon
      the Company may be served by transmitting a copy thereof by registered or
      certified mail, return receipt requested, postage prepaid, addressed to it
      in
      care of the address set forth above or such other address as the undersigned
      shall furnish in writing to the other. Such mailing shall be deemed personal
      service and shall be legal and binding upon the Company in any action,
      proceeding or claim.







b.  Binding
      Effect .
      This
      Agreement shall be binding upon and inure to the benefit of the parties hereto
      and to their respective heirs, legal representatives, successors and assigns.




c.  Entire
      Agreement .
      This
      Agreement sets forth the entire agreement and understanding between the parties
      as to the subject matter thereof and merges and supersedes all prior
      discussions, agreements and understandings of any and every nature among them.
      Except as set forth in this Agreement, provisions of the original Option which
      are not inconsistent with this Agreement shall remain in full force and effect.
      This Agreement may be executed in counterparts.




d.  Severability .
      This
      Agreement shall be deemed severable, and the invalidity or unenforceability
      of
      any term or provision hereof shall not affect the validity or enforceability
      of
      this Agreement or of any other term or provision hereof. Furthermore, in lieu
      of
      any such invalid or unenforceable term or provision, the parties hereto intend
      that there shall be added as a part of this Agreement a provision as similar
      in
      terms to such invalid or unenforceable provision as may be possible and be
      valid
      and enforceable










IN
      WITNESS WHEREOF, the parties hereto have executed this Unit Purchase Option
      Clarification Agreement as of the date first written above.




ARGYLE
                  SECURITY ACQUISTION CORPORATIONBy:
              /s/ Ron
                ChaimovakiName:
              Ron
                ChaimovskiTitle:
              Co-CEO
                and Vice
                Chairman
  RODMAN
                  & RENSHAW, LLCBy:
              /s/ John
                BorerName:
              John
                BorerTitle:
              President