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

           WARRANT TO PURCHASE UP TO 1,000,000 SHARES OF COMMON STOCK

                                       OF

                              eAUTOCLAIMS.COM, INC.

              Void after 5:00 p.m., New York Time on June 30, 2011
                        ---------------------------------


                   THIS WARRANT AND THE SHARES OF COMMON STOCK
                   ISSUABLE PURSUANT TO THIS WARRANT HAVE NOT
                   BEEN REGISTERED UNDER THE SECURITIES ACT OF
                    1933, AS AMENDED (THE "SECURITIES ACT"),
                     AND ARE BEING OFFERED AND SOLD PURSUANT
                           TO RULE 506 OF REGULATION D


                  FOR   VALUE   RECEIVED,   eAutoclaims.com,   Inc.,   a  Nevada
corporation (the "Company"),  grants the following rights to Christopher  Korge,
230 Palermo Avenue, Coral Gables, Florida 33134, and/or his assigns ("Holder"):

                             ARTICLE 1. DEFINITIONS.
                                        -----------

As used herein,  the following terms shall have the following  meanings,  unless
the context shall otherwise require:

     (a) "Common Stock" shall mean the common stock, par value $0.001 per share,
of the Company.

     (b)  "Corporate  Office"  shall  mean the  office  of the  Company  (or its
successor) at which its principal business shall be administered.

     (c)  "Closing"  shall  mean the date the  Company  receives  funds from the
related Convertible Debenture.

     (d)  "Exercise  Date" shall mean any date upon which the Holder  shall give
the Company a Notice of Exercise.

     (e)  "Exercise  Price"  shall mean the price to be paid to the  Company for
each share of Common  Stock to be  purchased  upon  exercise of this  Warrant in
accordance with the terms hereof which, Exercise Price shall be $3.00 per share.



<PAGE>

     (f)  "Expiration  Date"  shall  mean 5:00 p.m.  (New York time) on June 30,
2011.

     (g) "SEC" shall mean the United States Securities and Exchange Commission.

     (h) ""Underlying Shares" shall mean the shares of the Common Stock issuable
upon exercise of the Warrant.


                       ARTICLE 2. EXERCISE AND AGREEMENTS.
                                  -----------------------

     2.1 Exercise of Warrant.  This Warrant shall entitle  Holder to purchase up
to One Million (1,000,000) shares of Common Stock (the "Shares") at the Exercise
Price. This Warrant shall be exercisable at any time and from time to time prior
to the Expiration  Date (the "Exercise  Period").  This Warrant and the right to
purchase Shares hereunder shall expire and become void at the Expiration Date.

     2.2 Manner of Exercise.

     (a) Holder may exercise  this Warrant at any time,  starting at the time of
closing and from time to time during the  Exercise  Period,  in whole or in part
(but not in denominations of fewer than 1,000 Shares, except upon an exercise of
this  Warrant  with  respect  to the  remaining  balance  of Shares  purchasable
hereunder at the time of exercise),  by  delivering  to the Company:  (i) a duly
executed  Notice of Exercise in  substantially  the form  attached as Appendix 1
hereto,  and (ii) a bank cashier's or certified check payable to the Company for
the aggregate Exercise Price of the Shares being purchased.

     (b) From time to time upon exercise of this  Warrant,  in whole or part, in
accordance  with its terms,  the Company will  instruct  its  transfer  agent to
deliver stock certificates to the Holder representing the number of Shares being
purchased  pursuant  to such  Notice  of  Exercise,  subject  to  adjustment  as
described herein.

     (c) Promptly following any exercise of this Warrant, if the Warrant has not
been fully exercised and has not expired, the Company will deliver to the Holder
a new Warrant for the balance of the Shares covered hereby.

     2.3  Termination.  All rights of the Holder in this Warrant,  to the extent
they have not been exercised, shall terminate on the Expiration Date.

     2.4 No Rights Prior to Exercise.  Prior to its exercise pursuant to Section
2.2 above,  this  Warrant  shall not  entitle  the Holder to any voting or other
rights as holder of Shares.

     2.5 Adjustments.  In case of any reclassification,  capital reorganization,
stock dividend or other change of outstanding shares of Common Stock, or in case


                                       2
<PAGE>

of any  consolidation or merger of the Company with or into another  corporation
(other than a  consolidation  or merger in which the  Company is the  continuing
corporation  and  which  does  not  result  in  any  reclassification,   capital
reorganization,  stock dividend or other change of outstanding  shares or Common
Stock),  or in case of any sale or  conveyance  to  another  corporation  of the
property  of the  Company as, or  substantially  as, an  entirety  (other than a
sale/leaseback,  mortgage or other  financing  transaction),  the Company  shall
cause  effective  provision  to be made so that the Holder  shall have the right
thereafter,  by  exercising  this  Warrant,  to purchase  the kind and number of
shares of stock or other securities or property (including cash) receivable upon
such reclassification,  capital reorganization,  stock dividend or other change,
consolidation, merger, sale or conveyance as the Holder would have been entitled
to receive had the Holder exercised this Warrant in full immediately before such
reclassification,  capital  reorganization,  stock  dividend  or  other  change,
consolidation,  merger,  sale or conveyance.  Any such  provision  shall include
provision  for  adjustments  that  shall  be as  nearly  equivalent  as  may  be
practicable to the  adjustments  provided for in this Section 2.5. The foregoing
provisions  shall  similarly  apply  to  successive  reclassifications,  capital
reorganizations,  stock  dividends  and other changes of  outstanding  shares of
Common Stock and to successive consolidations, mergers, sales or conveyances.

     2.6 Fractional Shares. No fractional Shares shall be issuable upon exercise
of this Warrant and the number of Shares to be issued shall be rounded up to the
nearest whole Share. If a fractional  Share interest arises upon any exercise of
the Warrant,  the Company shall  eliminate  such  fractional  Share  interest by
issuing Holder an additional full Share.

            ARTICLE 3. REPRESENTATIONS AND COVENANTS OF THE COMPANY.
                       --------------------------------------------

     3.1  Representations  and  Warranties.  The Company  hereby  represents and
warrants to the Holder as follows:

     (a) All Shares which may be issued upon the exercise of the purchase  right
represented by this Warrant shall,  upon issuance,  be duly authorized,  validly
issued,  fully-paid and  nonassessable,  and free of any liens and  encumbrances
except for  restrictions  on transfer  provided  for herein or under  applicable
federal and state securities laws, and not subject to any pre-emptive rights.

     (b) The Company is a corporation  duly organized and validly existing under
the laws of the State of Nevada,  and has the full power and  authority to issue
this Warrant and to comply with the terms hereof.  The  execution,  delivery and
performance  by the Company of its  obligations  under this Warrant,  including,
without limitation,  the issuance of the Shares upon any exercise of the Warrant
have been duly authorized by all necessary  corporate  action.  This Warrant has
been duly  executed  and  delivered  by the  Company  and is a valid and binding
obligation of the Company,  enforceable in accordance with its terms,  except as
enforcement may be limited by applicable bankruptcy, insolvency,  reorganization
or similar laws  affecting  enforceability  of creditors'  rights  generally and
except as the  availability  of the remedy of specific  enforcement,  injunctive
relief or other  equitable  relief is  subject  to the  discretion  of the court
before which any proceeding therefor may be brought.


                                       3
<PAGE>


     (c)  The  Company  is not  subject  to or  bound  by any  provision  of any
certificate or articles of  incorporation or by-laws,  mortgage,  deed of trust,
lease, note, bond, indenture,  other instrument or agreement,  license,  permit,
trust, custodianship,  other restriction or any applicable provision of any law,
statute,  rule, regulation,  judgment,  order, writ, injunction or decree of any
court,  governmental  body,  administrative  agency or  arbitrator  which  could
prevent or be  violated  by or under which there would be a default (or right of
termination)  as a result of the  execution,  delivery  and  performance  by the
Company of this Warrant.

     (d) The Company is subject to the reporting  requirements  of Section 13 or
Section 15d of the Securities  Exchange Act of 1934, as amended.  The Company is
eligible to issue the Warrants and the Underlying Shares pursuant to Rule 506 of
Regulation D promulgated under the Securities Act.

                       ARTICLE 4. PIGGY BACK REGISTRATION
                                  -----------------------

         If the Company files a registration statement on Form S-1, Form SB-2 or
Form S-3, or such other form of  registration  statement in which the underlying
shares may be  included,  then the  Company  will  include in such  registration
statement the underlying shares issuable upon conversion of any then outstanding
Debentures so as to permit the public resale thereof.  All costs and expenses of
registration  shall be borne by the Company.  These  covenants  exclude the Form
SB-2 underwritten by Dirks & Company, Inc.

                            ARTICLE 5. MISCELLANEOUS.
                                       -------------

     5.1 Transfer.  This Warrant may not be transferred or assigned, in whole or
in part, at any time,  except in compliance  with  applicable  federal and state
securities  laws  by the  transferor  and  the  transferee  (including,  without
limitation,  the  delivery of an  investment  representation  letter and a legal
opinion reasonably satisfactory to the Company),  provided that this Warrant may
not be  transferred  or assigned  such that either the Holder or any  transferee
will,  following  such transfer or  assignment,  hold a Warrant for the right to
purchase fewer than 1,000 Shares.

     5.2 Transfer  Procedure.  Subject to the provisions of Section 5.1,  Holder
may transfer or assign this Warrant by giving the Company  notice  setting forth
the name,  address  and  taxpayer  identification  number of the  transferee  or
assignee,  if applicable (the "Transferee") and surrendering this Warrant to the
Company for  reissuance  to the  Transferee  (and the Holder,  in the event of a
transfer  or  assignment  of this  Warrant  in part).  (Each of the  persons  or
entities in whose name any such new Warrant shall be issued are herein  referred
to as a Holder").

     5.3 Loss,  Theft,  Destruction or Mutilation.  If this Warrant shall become
mutilated or defaced or be destroyed,  lost or stolen, the Company shall execute
and deliver a new Warrant in exchange for and upon surrender and cancellation of
such mutilated or defaced  Warrant or, in lieu of and in  substitution  for such
Warrant so  destroyed,  lost or stolen,  upon the Holder filing with the Company
evidence  satisfactory  to it that such Warrant has been so mutilated,  defaced,
destroyed,  lost or  stolen.  However,  the  Company  shall  be  entitled,  as a
condition to the execution and delivery of such new Warrant, to demand indemnity
satisfactory  to it  and  payment  of  the  expenses  and  charges  incurred  in
connection with the delivery of such new Warrant.  Any Warrant so surrendered to
the Company shall be canceled.


                                       4
<PAGE>

     5.4 Notices.  All notices and other  communications from the Company to the
Holder  or vice  versa  shall be  deemed  delivered  and  effective  when  given
personally,  by  facsimile  transmission  and  confirmed in writing or mailed by
first-class registered or certified mail, postage prepaid at such address and/or
facsimile number as may have been furnished to the Company or the Holder, as the
case may be, in writing by the Company or the Holder from time to time.

     5.5 Waiver.  This  Warrant and any term hereof may be changed,  waived,  or
terminated  only by an instrument  in writing  signed by the party against which
enforcement of such change, waiver, discharge or termination is sought.

     5.6  Governing  Law.  This  Warrant  shall be governed by and  construed in
accordance with the laws of the State of New York,  without giving effect to its
principles regarding conflicts of law.



Dated:                                       eAUTOCLAIMS.COM, INC.


Attest: ____________________                 By:
                                                -------------------------
                                                Name:    Eric Seidel
                                                Title:   President


                                       5
<PAGE>



                                   APPENDIX 1

                               NOTICE OF EXERCISE
                               ------------------

     1. The  undersigned  hereby  elects to  purchase  __________  shares of the
Common  Stock of  eAutoclaims.com,  Inc.  pursuant to the terms of the  attached
Warrant,  and tenders  herewith  payment of the purchase price of such shares in
full.

     2. Please issue a certificate or certificates  representing  said shares in
the name of the undersigned or in such other name as are specified below:

     3. The undersigned represents it is acquiring the shares solely for its own
account and not with a view toward the resale or distribution  thereof except in
compliance with applicable securities laws.



                                           ---------------------------
                                           (Signature)



                                           -------------
                                           (Date)


                                       6