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                                                                     EXHIBIT 4.1

                        WARRANT TO PURCHASE COMMON STOCK


Date of Issuance:   December 5, 2001         Warrant to Purchase an Aggregate of
                                             1,000,000 shares of Common Stock


         FOR VALUE RECEIVED, Visual Data Corporation, a Florida corporation
having an office at 1201 S.W. 29th Avenue, Pompano Beach, Florida 33069 (the
"Company"), promises to issue in the name of, and sell and deliver to Frederick
A. DeLuca, (the "Holder") a certificate or certificates for an aggregate of up
to 1,000,000 shares of the Company's Common Stock (the "Common Stock"), upon
payment by the Holder of $1.00 for each share of Common Stock (the "Exercise
Price"), with the Exercise Price being subject to adjustment in the
circumstances set forth below.

                                   Section 1.

                               Exercise of Warrant

         1.1      Exercise Period. The Holder may exercise this Warrant, in
whole or in part (but not as to fractional shares), at any time and from time to
time commencing upon the date hereof (the "Commencement Date") and ending at
5:00 p.m., Eastern Time, on December 4, 2004, the date that is 36 months after
the date hereof (the "Exercise Period").

         1.2      Exercise Procedure.

                  a.       This Warrant will be deemed to have been exercised at
such time as the Company has received all of the following items (the "Exercise
Date"):

                           i.       a completed Exercise Agreement, in the form
attached hereto as Exhibit 1 hereto, executed by the Holder (the "purchaser");
and

                           ii.      a cashier's or official bank check or other
immediately available funds payable to the Company in an amount equal to the sum
of the product of the Exercise Price multiplied by the number of shares of
Common Stock being purchased upon such exercise.

                  b.       Certificates for the shares of Common Stock purchased
upon exercise of this Warrant will be delivered by the Company to the Purchaser
within ten (10) business days after the Exercise Date. Unless this Warrant has
expired or all of the purchase rights represented hereby have been exercised,
the Company will prepare a new Warrant representing the rights


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formerly represented by this Warrant that have not expired or been exercised.
The Company will, within such ten (10) day period, deliver such new Warrant to
the Holder at the address set forth in this Warrant.

                  c.       The shares of Common Stock issuable upon the exercise
of this Warrant will be deemed to have been transferred to the Purchaser on the
Exercise Date, and the Purchaser will be deemed for all purposes to have become
the record holder of such Common Stock on the Exercise Date.

                  d.       The issuance of certificates for shares of Common
Stock upon the exercise of this Warrant will be made without charge to the
Purchaser for any issuance or tax in respect thereof or any other cost incurred
by the Company in connection with such exercise and related transfer of the
shares; provided, however, that the Company shall not be required to pay any tax
that may be payable in respect of any transfer involved in the issuance and
delivery of any certificate or instrument in a name other than that of the
Holder of this Warrant, and that the Company shall not be required to issue or
deliver any such certificate or instrument unless and until the person or
persons requiring the issue thereof shall have paid to the Company the amount of
such tax or shall have established to the satisfaction of the Company that such
tax has been paid.

                  e.       The shares of Common Stock issuable upon the exercise
of this Warrant have not been registered under the Securities Act of 1933, as
amended (the "act") and, accordingly, will be "restricted securities" as that
term is defined in the Act. The Company is under no obligation to register the
shares of Common Stock. The Company may insert the following or similar legend
on the face of the certificates evidencing shares of Common Stock if required in
compliance with state securities laws:

                  "These securities have not been registered under any state
                  securities laws and may not be sold or otherwise transferred
                  or disposed of except pursuant to an effective registration
                  statement under any applicable state securities laws, or an
                  opinion of counsel satisfactory to counsel to the Company that
                  an exemption from registration under any applicable state
                  securities laws is available."

         1.3      Fractional Shares. The Company shall not be obligated to issue
any fractional share interests or fractional warrant interests upon the exercise
of this Warrant, nor shall it be obligated to issue scrip or pay cash in lieu of
fractional interests, provided, however, that if a holder exercises all the
Warrants held of record by such holder, the Company shall at its option
eliminate the fractional interests by rounding any fraction up to the nearest
whole number of shares.


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                                   Section 2.

    Effect of Reorganization, Reclassification, Consolidation, Merger or Sale

         2.1      Recapitalization or Reclassification of Common Stock. In case
the Company shall at any time prior to the exercise or termination of this
Warrant effect a recapitalization or reclassification of such character that its
Common Stock shall be changed into or become exchangeable for a larger or
smaller number of shares, then, upon the effective date thereof, the number of
shares of Common Stock that the Holder of this Warrant shall be entitled to
purchase upon exercise hereof shall be increased or decreased, as the case may
be, in direct proportion to the increase or decrease in such number of shares of
Common Stock by reason of such recapitalization or reclassification, and the
Exercise Price of such recapitalized or reclassified Common Stock shall, in the
case of an increase in the number of shares, be proportionately decreased and,
in the case of a decrease in the number of shares, be proportionately increased.

         2.2      Consolidation, Merger or Sale. In case the Company shall at
any time prior to the exercise of this Warrant, or the expiration of the
Exercise Period, whichever first occurs, consolidate or merge with any other
corporation (unless the Company shall be the surviving entity) or transfer all
or substantially all of its assets to any other corporation preparatory to a
dissolution, then the Company shall, as a condition precedent to such
transaction, cause a provision to be made so that the Holder of this Warrant,
upon the exercise thereof after the effective date of such transaction, shall be
entitled to receive the kind and amount of shares, evidences of indebtedness,
and/or other property receivable on such transaction by a holder of the number
of shares of Common Stock as to which the Warrant was exercisable immediately
prior to such transaction (without giving effect to any restriction upon such
exercise); and, in any such case, appropriate provision shall be made with
respect to the rights and interests of the Holder hereof to the effect that the
provisions of this Warrant shall thereafter be applicable (as nearly as may be
practicable) with respect to any shares, evidences of indebtedness, or other
securities or assets thereafter deliverable upon exercise of this Warrant.

         2.3      Notice of Adjustment. Whenever the number of shares of Common
Stock purchasable upon exercise of this Warrant shall be adjusted as provided
herein, the Company shall file with its corporate records a certificate of its
Chief Financial Officer setting forth the computation and the adjusted number of
shares of Common Stock purchasable hereunder resulting from such adjustments,
and a copy of such certificate shall be mailed to the Holder. Any such
certificate or letter shall be conclusive evidence as to the correctness of the
adjustment or adjustments referred to therein and shall be available for
inspection by the holders of the Warrants on any day during normal business
hours.


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                                   Section 3.

                           Reservation of Common Stock

         The Company will at all times reserve and keep available such number of
shares of Common Stock as will be sufficient to permit the exercise in full of
this Warrant. Upon exercise of this Warrant pursuant to its terms, the Holder
will acquire fully paid and non-assessable ownership rights of the Common Stock,
free and clear of any liens, claims or encumbrances except as otherwise provided
herein.

                                   Section 4.

                      No Shareholder Rights or Obligations

         This Warrant will not entitle the Holder hereof to any voting rights or
other rights as a shareholder of the Company. Until the shares of Common Stock
issuable upon the exercise of this Warrant are recorded as issued on the books
and records of the Company's transfer agent, the Holder shall not be entitled to
any voting rights or other rights as a shareholder; provided, however, the
Company uses its best efforts to ensure that, upon receipt of the Exercise
Agreement and payment of the Exercise Price, the appropriate documentation
necessary to effectuate the exercise of the Warrant and the issuance of the
Common Stock is accomplished as expeditiously as possible. No provision of this
Warrant, in the absence of affirmative action by the Holder to purchase Common
Stock, and no enumeration in this Warrant of the rights or privileges of the
Holder, will give rise to any obligation of such Holder for the Exercise Price
or as a stockholder of the Company.

                                   Section 5.

                                 Transferability

         This Warrant and all rights hereunder are not transferrable, in whole
or in part.

                                   Section 6.

                                  Miscellaneous

         6.1      Notices. Any notices, requests or consents hereunder shall be
deemed given, and any instruments delivered, two days after they have been
mailed by first class mail, postage prepaid, or upon receipt if delivered
personally or by facsimile transmission, to the address set forth on the first
page of the Warrant.


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         6.2      Entire Agreement. This Warrant, including the exhibits and
documents referred to herein which are a part hereof, contain the entire
understanding of the parties hereto with respect to the subject matter and may
be amended only by a written instrument executed by the parties hereto or their
successors or assigns. Any paragraph headings contained in this Agreement are
for reference purposes only and shall not affect in any way the meaning or
interpretation of this Warrant.

         6.3      Governing Law. This Warrant is governed by, interpreted under
and construed in all respects in accordance with the substantive laws of the
State of Florida, without regard to the conflicts of law provision thereof, and
irrespective of the place of domicile or resident of the party. In the event of
a controversy arising out of the interpretation, construction, performance or
breach of this Warrant, the parties hereby agree and consent to the jurisdiction
and venue of the Courts of the State of Florida, or the United States District
Court for the Southern District of Florida; and further agree and consent that
personal service of process in any such action or preceding outside the State of
Florida shall be tantamount to service in person in Florida. IN WITNESS WHEREOF,
this Warrant has been duly executed and the corporate seal affixed hereto, all
as of the day and year first above written.

                                       VISUAL DATA CORPORATION


                                       By:
                                          ----------------------------
ATTEST:

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


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                                    EXHIBIT 1


                               EXERCISE AGREEMENT

To:                                             Dated:
   ---------------------                               ------------------------


         The undersigned record Holder, pursuant to the provisions set forth in
the within Warrant, hereby subscribes for and purchases               shares of
Common Stock covered by such Warrant and hereby makes full cash payment of
$             for such shares at the Exercise Price provided by such Warrant.

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


                                    --------------------------------
                                           (Print or type name)


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

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


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


         NOTICE: The signature of this Exercise Agreement must correspond with
the name as written upon the face of the within Warrant, if applicable, in every
particular, without alteration, enlargement or any change whatsoever.


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