Exhibit 4.7


                                 LOAN AGREEMENT

Wachovia Bank, National Association
190 River Road
Summit, New Jersey 07901
(Hereinafter referred to as the "Bank")

I. D. Systems, Inc.
One University Plaza
Hackensack, New Jersey 07601
(Individually and collectively "Borrower")

This Loan Agreement (Agreement) is entered into May 4, 2005, by and between Bank
and Borrower.

This  Agreement  amends and restates in its entirety that certain Loan Agreement
dated  May  23,  2002  and  applies  to the  loan  or  loans  (individually  and
collectively, the "Loan") evidenced by one or more promissory notes of even date
herewith or other notes subject  hereto,  as modified from time to time (whether
one or more, the "Note") and all Loan Documents.  The terms "Loan Documents" and
"Obligations," as used in this Agreement, are defined in the Note.

Relying upon the covenants, agreements, representations and warranties contained
in this  Agreement,  Bank is willing to extend credit to Borrower upon the terms
and subject to the conditions  set forth herein,  and Bank and Borrower agree as
follows:

REPRESENTATIONS.  Borrower  represents  that from the date of this Agreement and
until  final  payment  in full of the  Obligations:  ACCURATE  INFORMATION.  All
information now and hereafter furnished to Bank is and will be true, correct and
complete.  Any such information  relating to Borrower's financial condition will
accurately  reflect  Borrower's  financial  condition as of the date(s) thereof,
(including  all  contingent  liabilities  of every type),  and Borrower  further
represents that its financial  condition has not changed materially or adversely
since the  date(s)  of such  documents.  AUTHORIZATION;  NON-CONTRAVENTION.  The
execution,   delivery  and  performance  by  Borrower  and  any  guarantor,   as
applicable,  of this  Agreement and other Loan  Documents to which it is a party
are within its power,  have been duly  authorized  as may be  required  and,  if
necessary,  by making appropriate  filings with any governmental  agency or unit
and are the legal,  binding,  valid and enforceable  obligations of Borrower and
any guarantors;  and do not (i) contravene,  or constitute  (with or without the
giving of  notice  or lapse of time or both) a  violation  of any  provision  of
applicable law, a violation of the  organizational  documents of Borrower or any
guarantor, or a default under any agreement, judgment, injunction, order, decree
or other instrument  binding upon or affecting  Borrower or any guarantor,  (ii)
result in the creation or imposition of any lien (other than the lien(s) created
by the Loan Documents) on any of Borrower's or any guarantor's  assets, or (iii)
give cause for the  acceleration of any obligations of Borrower or any guarantor
to any other creditor.  ASSET OWNERSHIP.  Borrower has good and marketable title
to all of the  properties  and  assets  reflected  on  the  balance  sheets  and
financial  statements  supplied Bank by Borrower,  and all such  properties  and
assets are free and clear of mortgages, security deeds, pledges, liens, charges,
and all other encumbrances, except as otherwise disclosed to Bank by Borrower in
writing and approved by Bank ("Permitted  Liens"). To Borrower's  knowledge,  no
default  has  occurred  under any  Permitted  Liens  and no claims or  interests
adverse to Borrower's  present  rights in its properties and assets have arisen.
DISCHARGE OF LIENS AND TAXES.  Borrower has duly filed,  paid and/or  discharged
all  taxes or other  claims  that may  become a lien on any of its  property  or
assets,  except to the extent that such items are being appropriately  contested
in  good  faith  and an  adequate  reserve  for the  payment  thereof  is  being
maintained.  SUFFICIENCY OF CAPITAL.  Borrower is not, and after consummation of
this  Agreement and after giving effect to all  indebtedness  incurred and liens
created by Borrower in  connection  with the Note and any other Loan  Documents,
will not be, insolvent within the meaning of 11 U.S.C. ss 101, as in effect from
time to time.  COMPLIANCE  WITH LAWS.  Borrower is in compliance in all respects
with all federal, state and local laws, rules and

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regulations  applicable to its properties,  operations,  business, and finances,
including,  without  limitation,  any  federal or state laws  relating to liquor
(including 18 U.S.C.  ss. 3617, et seq.) or narcotics  (including 21 U.S.C.  ss.
801, et seq.) and/or any commercial  crimes; all applicable  federal,  state and
local laws and regulations intended to protect the environment; and the Employee
Retirement  Income  Security Act of 1974, as amended  ("ERISA"),  if applicable.
ORGANIZATION AND AUTHORITY.  Each corporation,  partnership or limited liability
company  Borrower  and/or  guarantor,  as applicable,  is duly created,  validly
existing and in good standing  under the laws of the state of its  organization,
and  has  all  powers,  governmental  licenses,  authorizations,   consents  and
approvals  required to operate its business as now conducted.  Each corporation,
partnership  or  limited  liability   company  Borrower  and/or  guarantor,   as
applicable,   is  duly  qualified,   licensed  and  in  good  standing  in  each
jurisdiction  where  qualification or licensing is required by the nature of its
business or the character  and location of its property,  business or customers,
and in which the  failure to so qualify or be  licensed,  as the case may be, in
the aggregate,  could have a material adverse effect on the business,  financial
position, results of operations, properties or prospects of Borrower or any such
guarantor.  NO LITIGATION.  There are no pending or threatened suits,  claims or
demands  against  Borrower or any guarantor that have not been disclosed to Bank
by Borrower in writing, and approved by Bank.

AFFIRMATIVE COVENANTS. Borrower agrees that from the date hereof and until final
payment  in full of the  Obligations,  unless  Bank shall  otherwise  consent in
writing,  Borrower will: ACCESS TO BOOKS AND RECORDS. Allow Bank, or its agents,
during  normal  business  hours,  access to the  books,  records  and such other
documents  of  Borrower as Bank shall  reasonably  require,  and allow Bank,  at
Borrower's expense, to inspect,  audit and examine the same and to make extracts
therefrom and to make copies thereof.  ACCOUNTS PAYABLE AGING.  Deliver to Bank,
from time to time  hereafter but not less than  annually  within 120 days of the
end of each such period, a detailed  payables report including aging of payables
by total,  vendor  names and  addresses,  a  reconciliation  statement,  and the
original date of each invoice.  ACCOUNTS RECEIVABLE AGING. Deliver to Bank, from
time to time hereafter but not less than annually  within 120 days of the end of
each such period, a detailed receivables report including totals, customer names
and  addresses,  a  reconciliation  statement,  and  the  original  date of each
invoice.  BUSINESS  CONTINUITY.  Conduct its business in substantially  the same
manner and locations as such business is now and has previously  been conducted.
CERTIFICATE  OF FULL  COMPLIANCE  FROM  ACCOUNTANT.  Deliver  to Bank,  with the
financial statements required herein, a certification by Borrower's  independent
certified  public  accountant  that Borrower is in full compliance with the Loan
Documents.   COMPLIANCE  WITH  OTHER  AGREEMENTS.  Comply  with  all  terms  and
conditions contained in this Agreement,  and any other Loan Documents,  and swap
agreements,  if  applicable,  as defined in the 11 U.S.C.  ss. 101, as in effect
from time to time. ESTOPPEL CERTIFICATE.  Furnish,  within 15 days after request
by Bank, a written  statement duly acknowledged of the amount due under the Loan
and  whether  offsets or defenses  exist  against  the  Obligations.  INSURANCE.
Maintain adequate insurance coverage with respect to its properties and business
against  loss or  damage of the kinds  and in the  amounts  customarily  insured
against by companies of  established  reputation  engaged in the same or similar
businesses   including,   without   limitation,   commercial  general  liability
insurance,  workers compensation insurance, and business interruption insurance;
all  acquired in such  amounts and from such  companies  as Bank may  reasonably
require. MAINTAIN PROPERTIES.  Maintain,  preserve and keep its property in good
repair,  working order and  condition,  making all  replacements,  additions and
improvements  thereto  necessary for the proper conduct of its business,  unless
prohibited  by the Loan  Documents.  NOTICE OF DEFAULT  AND OTHER  NOTICES.  (a)
NOTICE OF  DEFAULT.  Furnish  to Bank  immediately  upon  becoming  aware of the
existence of any  condition or event which  constitutes a Default (as defined in
the Loan  Documents)  or any event which,  upon the giving of notice or lapse of
time or both,  may become a Default,  written  notice  specifying the nature and
period of existence  thereof and the action which Borrower is taking or proposes
to take with respect thereto. (b) OTHER NOTICES. Promptly notify Bank in writing
of (i) any material  adverse change in its financial  condition or its business;
(ii) any default under any material  agreement,  contract or other instrument to
which  it is a  party  or by  which  any of its  properties  are  bound,  or any
acceleration of the maturity of any  indebtedness  owing by Borrower;  (iii) any
material  adverse  claim  against  or  affecting  Borrower  or any  part  of its
properties;  (iv) the  commencement of, and any material  determination  in, any
litigation with any third party or any proceeding before any governmental agency
or unit affecting Borrower;  and (v) at least 30 days prior thereto,  any change
in  Borrower's  name or address as shown above,  and/or any change in Borrower's
structure. OTHER FINANCIAL INFORMATION. Deliver


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promptly such other information  regarding the operation,  business affairs, and
financial  condition of Borrower which Bank may reasonably  request.  PAYMENT OF
DEBTS.  Pay and  discharge  when due,  and before  subject to penalty or further
charge,  and otherwise satisfy before maturity or delinquency,  all obligations,
debts,  taxes, and liabilities of whatever nature or amount,  except those which
Borrower in good faith disputes. REPORTS AND PROXIES. Deliver to Bank, promptly,
a copy of all financial statements, reports, notices, and proxy statements, sent
by Borrower to stockholders,  and all regular or periodic reports required to be
filed by Borrower with any governmental agency or authority.

NEGATIVE  COVENANTS.  Borrower  agrees that from the date hereof and until final
payment  in full of the  Obligations,  unless  Bank shall  otherwise  consent in
writing,  Borrower  will not:  CHANGE IN FISCAL  YEAR.  Change its fiscal  year.
CHANGE OF CONTROL. Make or suffer a change of ownership that effectively changes
control of Borrower from current  ownership.  ENCUMBRANCES.  Create,  assume, or
permit to exist any mortgage, security deed, deed of trust, pledge, lien, charge
or other  encumbrance  on any of its  assets,  whether  now  owned or  hereafter
acquired,  other than: (i) security  interests  required by the Loan  Documents;
(ii) liens for taxes contested in good faith; or (iii) Permitted Liens.  DEFAULT
ON OTHER  CONTRACTS OR  OBLIGATIONS.  Default on any material  contract  with or
obligation  when  due to a third  party or  default  in the  performance  of any
obligation   to  a  third  party   incurred  for  money   borrowed.   GOVERNMENT
INTERVENTION.  Permit  the  assertion  or  making  of any  seizure,  vesting  or
intervention by or under authority of any  governmental  entity,  as a result of
which the  management of Borrower or any guarantor is displaced of its authority
in the conduct of its  respective  business or such  business  is  curtailed  or
materially impaired. JUDGMENT ENTERED. Permit the entry of any monetary judgment
or the assessment  against,  the filing of any tax lien against, or the issuance
of any writ of garnishment  or attachment  against any property of or debts due.
RETIRE OR  REPURCHASE  CAPITAL  STOCK.  Retire or  otherwise  acquire any of its
capital stock.

ANNUAL  FINANCIAL  STATEMENTS.  Borrower shall deliver to Bank,  within 120 days
after the close of each fiscal year, audited financial statements reflecting its
operations during such fiscal year,  including,  without  limitation,  a balance
sheet,  profit and loss statement and statement of cash flows,  with  supporting
schedules  and in  reasonable  detail,  prepared in  conformity  with  generally
accepted accounting  principles,  applied on a basis consistent with that of the
preceding year. If audited statements are required, all such statements shall be
examined by an independent  certified public accountant  acceptable to Bank. The
opinion of such independent  certified public accountant shall not be acceptable
to Bank if qualified due to any  limitations in scope imposed by Borrower or any
other person or entity. Any other qualification of the opinion by the accountant
shall render the  acceptability  of the financial  statements  subject to Bank's
approval.  If audited  statements  are  required,  Borrower's  accountant  shall
provide  Bank with a written  acknowledgment  of the  Bank's  reliance  upon the
statements in accordance with N.J.S. 2A: 53A-25.

FINANCIAL  COVENANTS.  Borrower agrees to the following provisions from the date
hereof  until  final  payment  in full of the  Obligations,  unless  Bank  shall
otherwise consent in writing,  using the financial information for Borrower, its
subsidiaries,  affiliates  and its  holding or parent  company,  as  applicable:
DEPOSIT  RELATIONSHIP.  Borrower shall maintain its primary  depository  account
with Bank.  LIMITATION  ON DEBT.  Borrower  shall not,  directly or  indirectly,
create, incur, assume or become liable for any additional indebtedness,  whether
contingent or direct,  if, giving effect to such  additional debt on a pro forma
basis causes the aggregate amount of Borrower's debt,  including  obligations to
Bank.  LIQUIDITY  REQUIREMENT.  Borrower  shall,  at all times,  maintain Liquid
Assets of not less than $3,000,000.00. "Liquid Assets" shall mean the sum of all
cash, time deposits and marketable securities.

CONDITIONS PRECEDENT.  The obligations of Bank to make the loan and any advances
pursuant to this  Agreement are subject to the following  conditions  precedent:
ADDITIONAL DOCUMENTS. Receipt by Bank of such additional supporting documents as
Bank or its counsel may reasonably request.


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IN WITNESS WHEREOF,  Borrower and Bank, on the day and year first written above,
have caused this Agreement to be executed under seal.


                         I.D. Systems, Inc.

                         By: /s/ Ned Mavrommatis                      (SEAL)
                             ----------------------------------------
                             Ned Mavrommatis, Chief Financial Officer



                         Wachovia Bank, National Association

                         By: /s/ Thomas Caputo                    (SEAL)
                             ------------------------------------
                             Thomas Caputo, Senior Vice President




Tracking #: 67194 PHL 20/4226578522/18
CAT - Deal # 502363 Facility ID 352242


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