THIS  WARRANT  AND THE STOCK  ISSUABLE  UPON THE  EXERCISE  HEREOF HAVE NOT BEEN
REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"),  AND CAN BE
TRANSFERRED  ONLY IN COMPLIANCE  WITH THE ACT AND  APPLICABLE  STATE  SECURITIES
LAWS. THIS WARRANT AND SUCH SECURITIES MAY NOT BE SOLD,  TRANSFERRED OR ASSIGNED
IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT, UNLESS, IN THE OPINION OF
COUNSEL FOR THE COMPANY OR COUNSEL FOR THE REGISTERED  HOLDER (WHICH SHALL BE IN
FORM AND FROM SUCH COUNSEL AS SHALL BE REASONABLY  SATISFACTORY TO THE COMPANY),
SUCH REGISTRATION IS NOT THEN REQUIRED.

                                  IQ BIOMETRIX
                          COMMON STOCK PURCHASE WARRANT

                  1.   ISSUANCE.   In   consideration   of  good  and   valuable
consideration,  the receipt of which is hereby  acknowledged by IQ BIOMETRIX,  a
Delaware  corporation (the "Company"),  Platinum  Partners Value Arbitrage Fund,
LP, or registered assigns (the "Holder") is hereby granted the right to purchase
at any time until 5:00 P.M.,  Pacific  Coast time,  on  September  19, 2005 (the
"Expiration  Date"),  Two  Hundred  Forty  Thousand  (240,000)  fully  paid  and
nonassessable  shares of the Company's Common Stock, no par value per share (the
"Common  Stock") at an exercise price of $1.25 per share (the "Exercise  Price")
subject to further adjustment as set forth in Section 6 hereof.

                  2. EXERCISE OF WARRANTS.  This Warrant is exercisable in whole
or in part for whole shares of the Company's  Common Stock at the Exercise Price
per share of Common Stock payable hereunder,  payable in cash or by certified or
official bank check. Upon surrender of this Warrant Certificate with the annexed
Notice of Exercise  Form duly  executed,  together  with payment of the Exercise
Price for the shares of Common Stock purchased,  the Holder shall be entitled to
receive  a  certificate  or  certificates  for the  shares  of  Common  Stock so
purchased. For the purposes of this Section 2, "Market Value" shall be an amount
equal to the average  closing bid price of a share of Common  Stock for the five
(5) business days immediately  preceding the Company's  receipt of the Notice of
Exercise Form duly executed.

                  3.  RESERVATION  OF SHARES.  The Company hereby agrees that at
all times during the term of this  Warrant  there shall be reserved for issuance
upon exercise of this Warrant such number of shares of its Common Stock as shall
be required for issuance upon exercise of this Warrant (the "Warrant Shares").

                  4. MUTILATION OR LOSS OF WARRANT.  Upon receipt by the Company
of evidence satisfactory to it of the loss, theft,  destruction or mutilation of
this  Warrant,  and (in the  case of  loss,  theft or  destruction)  receipt  of
reasonably  satisfactory  indemnification,  and (in the case of mutilation) upon
surrender and cancellation of this Warrant, the Company will execute and deliver
a new  Warrant of like tenor and date and any such lost,  stolen,  destroyed  or
mutilated Warrant shall thereupon become void.


                                       1
<PAGE>

                  5.  RIGHTS OF THE  HOLDER.  The Holder  shall  not,  by virtue
hereof, be entitled to any rights of a stockholder in the Company, either at law
or equity,  and the rights of the Holder are limited to those  expressed in this
Warrant and are not  enforceable  against  the Company  except to the extent set
forth herein.

                  6. ADJUSTMENTS TO EXERCISE TERMS.

                           If  the  Company  at  any  time  prior  to  the  full
execution of this Warrant shall, by subdivision,  combination, merger, spin-off,
re-classification  or like capital  adjustment of the securities,  change any of
the securities to which  purchase  rights under this Warrant exist into the same
or different  number of securities  of any class or classes,  this Warrant shall
thereafter  entitle the Holder to acquire such number and kind of  securities as
would  have  been  issuable  as a result  of such  change  with  respect  to the
securities  acquirable  immediately prior to such transaction.  If shares of the
securities  acquirable  upon  exercise  of this  Warrant are  subdivided  into a
greater  number  of  securities,  including  any  stock  dividend,  or  if  such
securities  are combined into a lesser number of  securities,  then the purchase
price for the  securities  acquirable  upon  exercise  of this  Warrant  and the
securities  acquirable  pursuant to this Warrant  shall be  proportionately  and
equitably adjusted.

                  7. MISCELLANEOUS.

                  (a) This Warrant has not been registered  under the Securities
Act of 1933,  as  amended,  (the  "Act")  and has been  issued to the Holder for
investment and not with a view to the  distribution of either the Warrant or the
Warrant Shares.  Neither this Warrant nor any of the Warrant Shares or any other
security  issued  or  issuable  upon  exercise  of  this  Warrant  may be  sold,
transferred, pledged or hypothecated in the absence of an effective registration
statement  under the Act and applicable  state  securities laws relating to such
security,  unless in the opinion of counsel  satisfactory  to the Company,  such
registrations  are not required under the Act. Each certificate for the Warrant,
the Warrant  Shares and any other  security  issued or issuable upon exercise of
this Warrant shall  contain a legend on the face thereof,  in form and substance
satisfactory  to counsel for the  Company,  setting  forth the  restrictions  on
transfer contained in this Section.

                  (b)  Company  currently  has on file  with the SEC form  SB-2.
Prior to the  effective  date of the SB-2,  the SB-2 shall be amended to provide
that the shares  underlying this warrant,  and each of them, shall be registered
in such filing.

                  (c) At any time  after the  effective  date of the  SB-2,  the
Company  will have the option,  but not the  obligation,  to "Call" this Warrant
should the Company's  closing stock price equal or exceed $3.00 per share at any
time during the term hereof ("Call  Trigger").  If the Call Trigger occurs,  the
Investor  will have ten (10)  business  days to deliver the  necessary  funds to
exercise the warrant.  Upon receipt of the funds,  the Company will issue to the
Investor the corresponding  number of shares from the warrant  exercise.  In the
event of a Call Trigger,  should the Holder fail to deliver  payment  within the
time allotted,  this Warrant shall be  immediately  terminated and of no further
force and effected.


                                       2
<PAGE>

                  (d) Holder hereby  covenants and agrees,  on behalf of itsself
and its  affiliates  not to short sell,  initiate any short sale or maintain any
short position in the Company or its stock, whether directly or indirectly.

                  (e)  Holder   hereby   covenants  and  agrees  that  upon  the
effectiveness  of the  Registration  Statement  that it will limit its aggregate
daily sales of shares of Common Stock to 5% of the current day's trading  volume
for the shares of Common  Stock on the OTC - Bulletin  Board (or an  exchange if
the  shares  of  Common  Stock or then  trading  on an  exchange).  This  volume
restriction  is expressly  agreed to by Holder in order to preclude  Holder from
engaging in any hedging or other  transaction which is designed to or reasonably
expected to lead to or result in a disposition  of the shares of Common Stock in
excess of said 5% of daily  trading  volume even if said shares of Common  Stock
would be disposed of by someone other than Holder.  Such  prohibited  hedging or
other transactions would include, without limitation, any short sale (whether or
not against the "box") or any  purchase,  sale or grant of any right  (including
without  limitation any put or call option) with respect to any shares of Common
Stock or with respect to any security (other than a broad based market basket or
index) that includes,  relates to or derives any  significant  part of its value
from shares of Common  Stock.  Upon  written  request of Company,  Holder  shall
deliver to Company its trading records  reflecting sales of the shares of Common
Stock within three (3) business days of receipt of such  request.  This covenant
contained in this Section  10.1.6 shall only be effective  provided  Company has
obtained a covenant of the same substance and nature from Forte Capital Partners
LLC and The Micek family and their affiliated entities.

                  8.  NOTICES.  Any notice or other  communication  required  or
permitted  hereunder  shall be in  writing  and shall be  delivered  personally,
telegraphed,  telexed,  sent by  facsimile  transmission  or sent by  certified,
registered or express mail,  postage  pre-paid.  Any such notice shall be deemed
given when so delivered  personally,  telegraphed,  telexed or sent by facsimile
transmission,  or, if  mailed,  two days after the date of deposit in the United
States mails, as follows:

                           (i)      if the to Company,  to:
                                    IQ  BIOMETRIX,  INC.
                                    39111  Paseo  Parkway,  Suite  304
                                    Fremont, California  94538
                                    ATTN:  CEO
                                    Telephone  No.: (510) 795-2900
                                    Telecopier No.: (559) 272-5121

                            (ii)    if to the Holder, to:
                                    Platinum Partners Value Arbitrage Fund, LP
                                    152 West 57th Street, 54th Floor
                                    New York, NY 10019
                                    Attn: Mark Nordlicht
                                    Telephone No.: (212) 581-0500
                                    Telecopier No.: (212) 581-0002


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<PAGE>

Any party may give notice in  accordance  with this Section to the other parties
designating another address or person for receipt of notices hereunder.

                  9. SUPPLEMENTS AND AMENDMENTS;  WHOLE AGREEMENT.  This Warrant
may be amended or  supplemented  only by an instrument in writing  signed by the
parties  hereto.  This Warrant  contains the full  understanding  of the parties
hereto with  respect to the subject  matter  hereof and thereof and there are no
representations,  warranties,  agreements or understandings other than expressly
contained herein and therein.

                  10.  GOVERNING  LAW.  This  Warrant  shall be  governed by and
interpreted in accordance with the laws of the State of California for contracts
to be wholly performed in such state and without giving effect to the principles
thereof regarding the conflict of laws. Any litigation based thereon, or arising
out of,  under,  or in  connection  with,  this  Warrant  shall be  brought  and
maintained  exclusively  in  the  state  or  Federal  courts  of  the  State  of
California,  sitting  in the City of Los  Angeles.  The  parties  hereto  hereby
expressly and  irrevocably  submit to the  jurisdiction of the state and federal
Courts of the State of California for the purpose of any such  litigation as set
forth above and  irrevocably  agree to be bound by any final  judgment  rendered
thereby in connection  with such  litigation.  The parties  further  irrevocably
consent to the service of process by registered  mail,  postage  prepaid,  or by
personal  service within or without the State of California.  The parties hereby
expressly and  irrevocably  waive,  to the fullest extent  permitted by law, any
objection  which they may have or  hereafter  may have to the laying of venue of
any such  litigation  brought in any such court  referred to above and any claim
that any such  litigation  has been brought in any  inconvenient  forum.  To the
extent that any party  hereto has or  hereafter  may acquire any  immunity  from
jurisdiction of any court or from any legal process  (whether through service or
notice,  attachment  prior  to  judgment,  attachment  in  aid of  execution  or
otherwise) with respect to itself or its property, such party hereby irrevocably
waives such immunity in respect of its obligations under this Warrant.

              (The Remainder of this page left intentionally blank)


                                       4
<PAGE>







                  11. DESCRIPTIVE HEADINGS.  Descriptive headings of the several
Sections of this Warrant are inserted for convenience only and shall not control
or affect the meaning or construction of any of the provisions hereof.

         IN WITNESS WHEREOF, the parties hereto have executed this Warrant as of
the 22nd day of September, 2003.

                                 IQ BIOMETRIX, INC., a Delaware corporation



                                 By:_________________________________
                                          Name:
                                          Title:

Attest:


------------------------
Name:
Title:



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