THIS WARRANT AND THE SECURITIES PURCHASABLE UPON ITS EXERCISE HAVE BEEN AND WILL
BE, AS THE CASE MAY BE, ISSUED WITHOUT  REGISTRATION UNDER THE SECURITIES ACT OF
1933,  AS AMENDED (THE "ACT"),  AND MAY NOT BE SOLD,  TRANSFERRED,  OR OTHERWISE
DISPOSED  OF,  UNLESS  SO  REGISTERED  OR AN  EXEMPTION  FROM  THE  REGISTRATION
REQUIREMENTS OF THE ACT IS AVAILABLE FOR SUCH SALE, TRANSFER, OR DISPOSITION.


                               WARRANT TO PURCHASE
                                 COMMON STOCK OF
                              ORYX TECHNOLOGY CORP.
                               WARRANT #C-070701A


         FOR VALUE  RECEIVED,  subject  to the terms and  conditions  herein set
forth,  Newport Capital Consultants Inc. ("Holder") is entitled to purchase from
Oryx Technology Corp., a Delaware corporation (the "Company"), at any time prior
to the Expiration Date (as defined below),  at a price per share as set forth in
Section  1  hereof  (the  "Warrant  Price"),   the  number  of  fully  paid  and
non-assessable  shares of Common  Stock of the Company as set forth in Section 2
hereof (the "Shares").

         1. Warrant Price. The Warrant Price for each of the Shares  purchasable
hereunder  shall be Six  Dollars  and  Fifty  Two Cents  ($6.52)  (the  "Warrant
Price"), subject to adjustment as provided in Section 10.

         2. Number of Shares.  The number of Shares  issuable  upon  exercise of
this Warrant  shall be Twenty Five Thousand  (25,000),  subject to adjustment as
provided in Section 10.

         3. Expiration of Warrant.  Subject to earlier termination in accordance
with  Section  8 below,  this  Warrant  shall  expire  and  shall no  longer  be
exercisable after July 7, 2006 (the "Expiration Date").

         4. No  Fractional  Shares.  This  Warrant  may not be  exercised  as to
fractional Shares.

         5. No Stockholder  Rights. This Warrant shall not entitle Holder to any
of the rights of a stockholder of the Company.

         6. Reservation of Shares.  The Company covenants that during the period
this Warrant is  exercisable  it will reserve from its  authorized  and unissued
shares of Common Stock a sufficient number of shares to provide for the issuance
of the maximum  number of shares of Common Stock  issuable  upon the exercise of
this  Warrant.  The Company  agrees  that its  issuance  of this  Warrant  shall
constitute  full  authority to its officers to instruct the  Company's  transfer
agent to issue the  necessary  certificates  for shares of Common Stock upon the
exercise of this Warrant.


                                       1
<PAGE>


         7. Exercise of Warrant.

            (a) This Warrant may be exercised by Holder, in whole or in part, by
the surrender of this Warrant at the principal  office of the Company,  together
with  the  Subscription  Form  attached  hereto  duly  completed  and  executed,
accompanied  by payment in full of the  aggregate  Warrant  Price for the Shares
being purchased upon such exercise.  In the event of exercise of this Warrant in
compliance with the provisions hereof,  certificates for the Shares so purchased
shall be delivered to Holder  promptly  and,  unless this Warrant has been fully
exercised or expired, a new Warrant  representing that portion of the Shares, if
any, with respect to which this Warrant will not then have been exercised, shall
be issued  to  Holder.  The  Warrant  shall be  deemed  to have  been  exercised
immediately  prior to the close of  business  on the date of its  surrender  for
exercise as provided above,  and Holder shall be treated for all purposes as the
holder of record of such shares as of the close of business on such date.

            (b) As promptly as  practicable  on or after such date,  the Company
shall cause to be issued and delivered to Holder a certificate  or  certificates
for the number of full Shares issuable upon such exercise.  Notwithstanding  the
foregoing or any other provision of this Warrant,  this Warrant can be exercised
in part, up to a maximum of three (3) times.  Each partial exercise shall not be
for less than one thousand  (1,000)  Shares at any time unless at such time less
than one thousand (1,000) such Shares are subject to such exercise.

            (c)  Issuance of  certificates  for the Shares upon the  exercise of
this Warrant shall be made without  charge to the  registered  holder hereof for
any issue or  transfer  tax or other  incidental  expense  with  respect  to the
issuance of such certificates,  all of which taxes and expenses shall be paid by
the Company, and such certificates shall be issued in the name of the registered
holder  of this  Warrant  or in such  name or  names as may be  directed  by the
registered  holder  of  this  Warrant;  provided,  however,  that  in the  event
certificates  for the  Shares  are to be issued in a name other than the name of
the  registered  holder of this Warrant,  this  Warrant,  when  surrendered  for
exercise,  shall be  accompanied  by the  Assignment  Form attached  hereto duly
executed by Holder hereof,  and provided  further,  that any such transfer shall
comply with Section 9 hereof.

         8.  Automatic  Termination.  In the  event  of (i)  the  sale of all or
substantially  all the capital stock, or  substantially  all the assets,  of the
Company in a merger, business combination, or other form of business transaction
with or into a third  party in which the  Company's  stockholders  do not own at
least  a  majority  of  the  outstanding  voting  securities  of  the  surviving
corporation  or business  entity after such  transaction  (based  solely on such
Company  stockholders'  holdings of the Company prior to the transaction),  (ii)
any breach by Holder of the  service  agreement  by and  between  Holder and the
Company,  (iii)  Holders'  termination  of the service  agreement by and between
Holder and the Company, without cause, or (iv) the average closing price for the
Company's Common Stock exceeding $19.56 per share (as adjusted for stock splits,
combinations and the like) for a period of thirty (30) consecutive trading days,
then the Company  shall give Holder at least thirty (30) days written  notice of
the  proposed  effective  date  and  terms  of  such  offering,  transaction  or
agreements,  and if the Warrant has not been


                                       2
<PAGE>


exercised before the effective date set forth in such notice,  then this Warrant
and the rights hereunder shall be automatically terminated.

         9. Transfer or Assignment of Warrant.

            (a) This Warrant,  and any rights hereunder,  may not be assigned or
transferred, except as provided herein and in accordance with and subject to the
provisions of (i) applicable  state securities laws, and (ii) the Securities Act
of 1933, as amended, and the rules and regulations  promulgated thereunder (such
Act and such rules and regulations being hereinafter collectively referred to as
the "Act").  Any purported  transfer or assignment made other than in accordance
with this Section 9 shall be null and void and of no force and effect.

            (b) This Warrant,  and any rights  hereunder,  may be transferred or
assigned  only with the prior  written  consent of the  Company,  which shall be
granted only upon  receipt by the Company of an opinion of counsel  satisfactory
to the Company that (i) the  transferee  is a person to whom this Warrant may be
legally transferred  without  registration under the Act, and (ii) such transfer
will  not  violate  any  applicable  law or  governmental  rule  or  regulation,
including, without limitation, any applicable federal or state securities law.

            (c) Any assignment permitted hereunder shall be made by surrender of
this Warrant to the Company at its  principal  office with the  Assignment  Form
annexed  hereto duly  executed and funds  sufficient to pay any transfer tax, if
any. In such event, the Company shall, without charge, execute and deliver a new
Warrant in the name of the assignee  named in such  instrument of assignment and
this Warrant shall be promptly canceled.

         10. Adjustments to Shares.

            (a) If  outstanding  shares of the  Company's  Common Stock shall be
subdivided  into a greater  number of shares or a dividend in Common Stock shall
be paid in respect of Common  Stock,  the  Warrant  Price in effect  immediately
prior  to  such  subdivision  or at the  record  date  of  such  dividend  shall
simultaneously  with the  effectiveness of such subdivision or immediately after
the record date of such  dividend be  proportionately  reduced.  If  outstanding
shares of Common Stock shall be combined  into a smaller  number of shares,  the
Warrant  Price  in  effect   immediately   prior  to  such  combination   shall,
simultaneously  with the effectiveness of such combination,  be  proportionately
increased.  When any adjustment is required to be made in the Warrant Price, the
number of shares of Common Stock  purchasable  upon the exercise of this Warrant
shall be changed to the number determined by dividing (i) an amount equal to the
number of shares issuable upon the exercise of this Warrant immediately prior to
such adjustment,  multiplied by the Warrant Price in effect immediately prior to
such  adjustment,  by (ii) the Warrant  Price in effect  immediately  after such
adjustment.

            (b) In case of any  reclassification  or change  of the  outstanding
securities of the Company or of any  reorganization of the Company (or any other
corporation the stock or securities of which are at the time receivable upon the
exercise of this Warrant) or any similar  corporate  reorganization  on or after
the date hereof, then and in each such case the holder of this Warrant, upon the
exercise  hereof at any time after the  consummation  of such  reclassification,
change,  reorganization,  merger or conveyance, shall be entitled to receive, in
lieu of the stock or other securities and property  receivable upon the exercise
hereof prior to such consummation,  the stock or


                                        3
<PAGE>


other  securities or property to which such holder would have been entitled upon
such  consummation if such holder had exercised this Warrant  immediately  prior
thereto,  all subject to further adjustment as provided in Section 10(a); and in
each such case,  the terms of this Section 10 shall be  applicable to the shares
of stock or other  securities  properly  receivable  upon the  exercise  of this
Warrant after such consummation.

            (c) When any  adjustment  is  required  to be made in the  number of
shares of Common Stock  purchasable  hereunder or the Warrant Price  pursuant to
this Section 10, the Company  shall  promptly  mail to the Holder a  certificate
setting forth (i) a brief statement of the facts requiring such adjustment, (ii)
the Warrant Price after such  adjustment  and (iii) the kind and amount of stock
or other  securities or property  into which this Warrant  shall be  exercisable
after such adjustment.

            (d) The Company  shall not, by amendment of its Amended and Restated
Articles  of  Incorporation  or through a  reorganization,  transfer  of assets,
consolidation,  merger,  dissolution,  issue or sale of  securities or any other
voluntary action, avoid or seek to avoid the observance or performance of any of
its terms to be observed or performed  under this  Warrant by the  Company,  but
shall at all times in good faith assist in carrying out of all the provisions of
this Section 10 and in taking all such action as may be necessary or appropriate
to protect Holder's rights under this Section 10 against impairment.

         11. Loss, Theft,  Destruction or Mutilation of Warrant. Upon receipt by
the  Company  of  evidence  reasonably  satisfactory  to it of the loss,  theft,
destruction  or  mutilation  of this  Warrant,  and in case of  loss,  theft  or
destruction,  of indemnity or security  reasonably  satisfactory to it, and upon
reimbursement to the Company of all reasonable expenses incidental thereto,  and
upon surrender and cancellation of this Warrant, if mutilated,  the Company will
make and  deliver  a new  warrant  identical  in tenor  and date in lieu of this
Warrant.

         12.  General.  This  Warrant  shall be governed by and  interpreted  in
accordance  with the laws of the State of California,  except for its principles
of  conflicts  of  laws.  The  headings  in this  Warrant  are for  purposes  of
convenience  and  reference  only and shall not be deemed to  constitute  a part
hereof.  Neither  this  Warrant  nor any term  hereof  may be  changed,  waived,
discharged  or  terminated  orally but rather only by an  instrument  in writing
signed by the Company and Holder. All notices and other  communications from the
Company to Holder shall be mailed by prepaid  courier or first-class  registered
or certified mail, postage pre-paid,  to the address furnished to the Company in
writing by the last holder who shall have furnished an address to the Company in
writing.

         13.  Amendment and Waiver.  Any provisions of this Warrant  (including,
without limitation, termination of exercisability) may be amended or waived, and
any and all such  amendments  or waivers  shall be binding upon Holder,  only if
approved in writing by the Company and Holder.


                                       4
<PAGE>


        Issued this 7th day of July, 2001.






                                               ORYX TECHNOLOGY CORP.


                                               By: /s/ Mitchel Underseth
                                                   ---------------------
                                                   Name: Mitchel Underseth
                                                   Title: CFO







                                       5
<PAGE>


                                SUBSCRIPTION FORM

         The undersigned  registered owner of the Warrant which accompanies this
Subscription Form hereby  irrevocably  exercises such warrant for, and purchases
______  shares of Oryx  Technology  Corp.  Common  Stock,  purchasable  upon the
exercise of such Warrant, and herewith makes payment therefor,  all at the price
and on the terms and conditions specified in such Warrant.


         Dated:
               --------------



                                             -----------------------------------
                                             (Signature of Registered Owner)

                                             -----------------------------------
                                             (Name)

                                             -----------------------------------
                                             (Street Address)

                                             -----------------------------------
                                             (City, State, Zip Code)









                                       1
<PAGE>


                               FORM OF ASSIGNMENT

                 (To be signed only upon assignment of Warrant)


  FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto:


                       ----------------------------------

                       ----------------------------------

                       ----------------------------------

          (Name and address of assignee must be printed or typewritten)


___________  shares of Oryx Technology Corp.  Common Stock purchasable under the
within Warrant, hereby irrevocably  constituting and appointing  _______________
Attorney to transfer  said Warrant on the books of the Company,  with full power
of substitution in the premises.


         Dated:
               --------------

                                                 -------------------------------
                                                 (Signature of Registered Owner)


                                       2
<PAGE>



THIS WARRANT AND THE SECURITIES PURCHASABLE UPON ITS EXERCISE HAVE BEEN AND WILL
BE, AS THE CASE MAY BE, ISSUED WITHOUT  REGISTRATION UNDER THE SECURITIES ACT OF
1933,  AS AMENDED (THE "ACT"),  AND MAY NOT BE SOLD,  TRANSFERRED,  OR OTHERWISE
DISPOSED  OF,  UNLESS  SO  REGISTERED  OR AN  EXEMPTION  FROM  THE  REGISTRATION
REQUIREMENTS OF THE ACT IS AVAILABLE FOR SUCH SALE, TRANSFER, OR DISPOSITION.

                               WARRANT TO PURCHASE
                                 COMMON STOCK OF
                              ORYX TECHNOLOGY CORP.
                              WARRANT #C -070701__

         FOR VALUE  RECEIVED,  subject  to the terms and  conditions  herein set
forth,  Newport Capital Consultants Inc. ("Holder") is entitled to purchase from
Oryx Technology Corp., a Delaware corporation (the "Company"), at any time prior
to the Expiration Date (as defined below),  at a price per share as set forth in
Section  1  hereof  (the  "Warrant  Price"),   the  number  of  fully  paid  and
non-assessable  shares of Common  Stock of the Company as set forth in Section 2
hereof (the "Shares").

         1. Warrant Price. The Warrant Price for each of the Shares  purchasable
hereunder  shall be Three  Dollars and Twenty Six Cents  ($3.26)  (the  "Warrant
Price"), subject to adjustment as provided in Section 10.

         2. Number of Shares.  The number of Shares  issuable  upon  exercise of
this Warrant  shall be Twenty Five Thousand  (25,000),  subject to adjustment as
provided in Section 10.

         3. Expiration of Warrant.  Subject to earlier termination in accordance
with  Section  8 below,  this  Warrant  shall  expire  and  shall no  longer  be
exercisable after July 7, 2006 (the "Expiration Date").

         4. No  Fractional  Shares.  This  Warrant  may not be  exercised  as to
fractional Shares.

         5. No Stockholder  Rights. This Warrant shall not entitle Holder to any
of the rights of a stockholder of the Company.

         6. Reservation of Shares.  The Company covenants that during the period
this Warrant is  exercisable  it will reserve from its  authorized  and unissued
shares of Common Stock a sufficient number of shares to provide for the issuance
of the maximum  number of shares of Common Stock  issuable  upon the exercise of
this  Warrant.  The Company  agrees  that its  issuance  of this  Warrant  shall
constitute  full  authority to its officers to instruct the  Company's  transfer
agent to issue the  necessary  certificates  for shares of Common Stock upon the
exercise of this Warrant.


                                       1
<PAGE>


         7. Exercise of Warrant.

            (a) This Warrant may be exercised by Holder, in whole or in part, by
the surrender of this Warrant at the principal  office of the Company,  together
with  the  Subscription  Form  attached  hereto  duly  completed  and  executed,
accompanied  by payment in full of the  aggregate  Warrant  Price for the Shares
being purchased upon such exercise.  In the event of exercise of this Warrant in
compliance with the provisions hereof,  certificates for the Shares so purchased
shall be delivered to Holder  promptly  and,  unless this Warrant has been fully
exercised or expired, a new Warrant  representing that portion of the Shares, if
any, with respect to which this Warrant will not then have been exercised, shall
be issued  to  Holder.  The  Warrant  shall be  deemed  to have  been  exercised
immediately  prior to the close of  business  on the date of its  surrender  for
exercise as provided above,  and Holder shall be treated for all purposes as the
holder of record of such shares as of the close of business on such date.

            (b) As promptly as  practicable  on or after such date,  the Company
shall cause to be issued and delivered to Holder a certificate  or  certificates
for the number of full Shares issuable upon such exercise.  Notwithstanding  the
foregoing or any other provision of this Warrant,  this Warrant can be exercised
in part, up to a maximum of three (3) times.  Each partial exercise shall not be
for less than one thousand  (1,000)  Shares at any time unless at such time less
than one thousand (1,000) such Shares are subject to such exercise.

            (c)  Issuance of  certificates  for the Shares upon the  exercise of
this Warrant shall be made without  charge to the  registered  holder hereof for
any issue or  transfer  tax or other  incidental  expense  with  respect  to the
issuance of such certificates,  all of which taxes and expenses shall be paid by
the Company, and such certificates shall be issued in the name of the registered
holder  of this  Warrant  or in such  name or  names as may be  directed  by the
registered  holder  of  this  Warrant;  provided,  however,  that  in the  event
certificates  for the  Shares  are to be issued in a name other than the name of
the  registered  holder of this Warrant,  this  Warrant,  when  surrendered  for
exercise,  shall be  accompanied  by the  Assignment  Form attached  hereto duly
executed by Holder hereof,  and provided  further,  that any such transfer shall
comply with Section 9 hereof.

         8.  Automatic  Termination.  In the  event  of (i)  the  sale of all or
substantially  all the capital stock, or  substantially  all the assets,  of the
Company in a merger, business combination, or other form of business transaction
with or into a third  party in which the  Company's  stockholders  do not own at
least  a  majority  of  the  outstanding  voting  securities  of  the  surviving
corporation  or business  entity after such  transaction  (based  solely on such
Company  stockholders'  holdings of the Company prior to the transaction),  (ii)
any breach by Holder of the  service  agreement  by and  between  Holder and the
Company,  (iii)  Holders'  termination  of the service  agreement by and between
Holder and the Company, without cause, or (iv) the average closing price for the
Company's Common Stock exceeding $19.56 per share (as adjusted for stock splits,
combinations and the like) for a period of thirty (30) consecutive trading days,
then the Company  shall give Holder at least thirty (30) days written  notice of
the  proposed  effective  date  and  terms  of  such  offering,  transaction  or
agreements,  and if the Warrant has not been


                                       2
<PAGE>


exercised before the effective date set forth in such notice,  then this Warrant
and the rights hereunder shall be automatically terminated.

         9. Transfer or Assignment of Warrant.

            (a) This Warrant,  and any rights hereunder,  may not be assigned or
transferred, except as provided herein and in accordance with and subject to the
provisions of (i) applicable  state securities laws, and (ii) the Securities Act
of 1933, as amended, and the rules and regulations  promulgated thereunder (such
Act and such rules and regulations being hereinafter collectively referred to as
the "Act").  Any purported  transfer or assignment made other than in accordance
with this Section 9 shall be null and void and of no force and effect.

            (b) This Warrant,  and any rights  hereunder,  may be transferred or
assigned  only with the prior  written  consent of the  Company,  which shall be
granted only upon  receipt by the Company of an opinion of counsel  satisfactory
to the Company that (i) the  transferee  is a person to whom this Warrant may be
legally transferred  without  registration under the Act, and (ii) such transfer
will  not  violate  any  applicable  law or  governmental  rule  or  regulation,
including, without limitation, any applicable federal or state securities law.

            (c) Any assignment permitted hereunder shall be made by surrender of
this Warrant to the Company at its  principal  office with the  Assignment  Form
annexed  hereto duly  executed and funds  sufficient to pay any transfer tax, if
any. In such event, the Company shall, without charge, execute and deliver a new
Warrant in the name of the assignee  named in such  instrument of assignment and
this Warrant shall be promptly canceled.

         10. Adjustments to Shares.

            (a) If  outstanding  shares of the  Company's  Common Stock shall be
subdivided  into a greater  number of shares or a dividend in Common Stock shall
be paid in respect of Common  Stock,  the  Warrant  Price in effect  immediately
prior  to  such  subdivision  or at the  record  date  of  such  dividend  shall
simultaneously  with the  effectiveness of such subdivision or immediately after
the record date of such  dividend be  proportionately  reduced.  If  outstanding
shares of Common Stock shall be combined  into a smaller  number of shares,  the
Warrant  Price  in  effect   immediately   prior  to  such  combination   shall,
simultaneously  with the effectiveness of such combination,  be  proportionately
increased.  When any adjustment is required to be made in the Warrant Price, the
number of shares of Common Stock  purchasable  upon the exercise of this Warrant
shall be changed to the number determined by dividing (i) an amount equal to the
number of shares issuable upon the exercise of this Warrant immediately prior to
such adjustment,  multiplied by the Warrant Price in effect immediately prior to
such  adjustment,  by (ii) the Warrant  Price in effect  immediately  after such
adjustment.

            (b) In case of any  reclassification  or change  of the  outstanding
securities of the Company or of any  reorganization of the Company (or any other
corporation the stock or securities of which are at the time receivable upon the
exercise of this Warrant) or any similar  corporate  reorganization  on or after
the date hereof, then and in each such case the holder of this Warrant, upon the
exercise  hereof at any time after the  consummation  of such  reclassification,
change,  reorganization,  merger or conveyance, shall be entitled to receive, in
lieu of the stock or


                                       3
<PAGE>


other securities and property  receivable upon the exercise hereof prior to such
consummation,  the stock or other  securities  or  property to which such holder
would have been  entitled  upon such  consummation  if such holder had exercised
this Warrant  immediately  prior thereto,  all subject to further  adjustment as
provided in Section  10(a);  and in each such case, the terms of this Section 10
shall  be  applicable  to the  shares  of stock  or  other  securities  properly
receivable upon the exercise of this Warrant after such consummation.

            (c) When any  adjustment  is  required  to be made in the  number of
shares of Common Stock  purchasable  hereunder or the Warrant Price  pursuant to
this Section 10, the Company  shall  promptly  mail to the Holder a  certificate
setting forth (i) a brief statement of the facts requiring such adjustment, (ii)
the Warrant Price after such  adjustment  and (iii) the kind and amount of stock
or other  securities or property  into which this Warrant  shall be  exercisable
after such adjustment.

            (d) The Company  shall not, by amendment of its Amended and Restated
Articles  of  Incorporation  or through a  reorganization,  transfer  of assets,
consolidation,  merger,  dissolution,  issue or sale of  securities or any other
voluntary action, avoid or seek to avoid the observance or performance of any of
its terms to be observed or performed  under this  Warrant by the  Company,  but
shall at all times in good faith assist in carrying out of all the provisions of
this Section 10 and in taking all such action as may be necessary or appropriate
to protect Holder's rights under this Section 10 against impairment.

         11. Loss, Theft,  Destruction or Mutilation of Warrant. Upon receipt by
the  Company  of  evidence  reasonably  satisfactory  to it of the loss,  theft,
destruction  or  mutilation  of this  Warrant,  and in case of  loss,  theft  or
destruction,  of indemnity or security  reasonably  satisfactory to it, and upon
reimbursement to the Company of all reasonable expenses incidental thereto,  and
upon surrender and cancellation of this Warrant, if mutilated,  the Company will
make and  deliver  a new  warrant  identical  in tenor  and date in lieu of this
Warrant.

         12.  General.  This  Warrant  shall be governed by and  interpreted  in
accordance  with the laws of the State of California,  except for its principles
of  conflicts  of  laws.  The  headings  in this  Warrant  are for  purposes  of
convenience  and  reference  only and shall not be deemed to  constitute  a part
hereof.  Neither  this  Warrant  nor any term  hereof  may be  changed,  waived,
discharged  or  terminated  orally but rather only by an  instrument  in writing
signed by the Company and Holder. All notices and other  communications from the
Company to Holder shall be mailed by prepaid  courier or first-class  registered
or certified mail, postage pre-paid,  to the address furnished to the Company in
writing by the last holder who shall have furnished an address to the Company in
writing.

         13.  Amendment and Waiver.  Any provisions of this Warrant  (including,
without limitation, termination of exercisability) may be amended or waived, and
any and all such  amendments  or waivers  shall be binding upon Holder,  only if
approved in writing by the Company and Holder.


                                       4
<PAGE>




         Issued this 7th day of July, 2001.



                                              ORYX TECHNOLOGY CORP.


                                              By: /s/ Mitchel Underseth
                                                  ----------------------
                                                  Name: Mitchel Underseth
                                                  Title:CFO




                                       5
<PAGE>


                                SUBSCRIPTION FORM

         The undersigned  registered owner of the Warrant which accompanies this
Subscription Form hereby  irrevocably  exercises such warrant for, and purchases
______  shares of Oryx  Technology  Corp.  Common  Stock,  purchasable  upon the
exercise of such Warrant, and herewith makes payment therefor,  all at the price
and on the terms and conditions specified in such Warrant.


         Dated:
               --------------


                                             -----------------------------------
                                             (Signature of Registered Owner)

                                             -----------------------------------
                                             (Name)

                                             -----------------------------------
                                             (Street Address)

                                             -----------------------------------
                                             (City, State, Zip Code)




                                       1
<PAGE>


                               FORM OF ASSIGNMENT

                 (To be signed only upon assignment of Warrant)


  FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto:

                       ----------------------------------

                       ----------------------------------

                       ----------------------------------

          (Name and address of assignee must be printed or typewritten)


___________  shares of Oryx Technology Corp.  Common Stock purchasable under the
within Warrant, hereby irrevocably constituting and appointing _________________
Attorney to transfer  said Warrant on the books of the Company,  with full power
of substitution in the premises.



         Dated:
               --------------

                                                 -------------------------------
                                                 (Signature of Registered Owner)

                                       2