EXHIBIT 10.7





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         THIS  WARRANT AND THE SHARES OF COMMON  STOCK  ISSUABLE  UPON  EXERCISE
HEREOF HAVE NOT BEEN  REGISTERED  UNDER THE  SECURITIES  ACT OF 1933, AS AMENDED
(THE "ACT"),  OR THE SECURlTIES  LAWS OF ANY STATE.  SUCH  SECURITIES MAY NOT BE
SOLD, OFFERED FOR SALE, PLEDGED,  HYPOTHECATED,  OR OTHERWISE TRANSFERRED IN THE
ABSENCE OF REGISTRATION UNDER SAID ACT AND ALL OTHER APPLICABLE SECURITIES LAWS,
UNLESS  INFORMATION  ANALYSIS  INCORPORATED  RECEIVES A SATISFACTORY  OPINION OF
COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED.

                                     WARRANT
                                     -------

                   WARRANT TO PURCHASE SHARES OF COMMON STOCK
                      OF INFORMATION ANALYSIS INCORPORATED

                        Date of Issuance: Feb. 24, 1993

         THIS  CERTIFIES  that,  for  value  received,   JAMES  C.  WESTER,  or
registered  assigns (the  "Holder") is entitled,  subject to the  provisions of
this Warrant, to purchase from INFORMATION  ANALYSIS  INCORPORATED,  a Virginia
corporation (the "Company"),  at the price hereinafter set forth, 12,000 shares
of the Company's  S0.01 par value common stock (all of the Company's  shares of
Common Stock being hereafter  referred to as "Common  Stock").  This Warrant is
hereinafter  referred to as the "Warrant" and the shares of Common Stock issued
or then  issuable  pursuant  to the  terms  hereof  are  hereinafter  sometimes
referred to as "Warrant Shares".

         Section 1.  Exercise of Warrant.  This  Warrant  shall be  exercised in
whole  or in part at any time  and  from  time to time on or  after  its date of
issuance but prior to the Expiration  Date defined in Section 12 by presentation
of the Purchase Form annexed hereto duly executed and  accompanied by payment of
the  Exercise  Price set forth in  Section  7 hereof,  for the  number of shares
specified  in such form.  Upon  receipt  by the  Company  of the  Purchase  Form
executed as aforesaid,  at the office of the Company,  accompanied by payment of
the Exercise  Price,  the Company shall issue and deliver to the Holder within a
reasonable period of time not to exceed 10 days an additional  Purchase Form for
future exercise of this Warrant which on its face shall note the total number of
shares heretofore  purchased under this Warrant (including the shares then being
purchased) and a certificate or certificates for the shares of Common Stock then
being  issued upon such  exercise.  If deemed  necessary  by the  Company,  such
certificates shall bear restricted legends  substantially  similar to the legend
appearing on the face of this Warrant.


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          Section 2. Reservation of Shares. The Company hereby covenants that at
all times during the term of this Warrant there shall be reserved for issuance
such number of shares of its Common Stock as shall be required to be issued upon
exercise of this Warrant.

          Section 3. Fractional Shares. This Warrant may be exercised only for a
whole  number  of  shares of Common  Stock,  and no  fractional  shares or scrip
representing  fractional  shares  shall be  issuable  upon the  exercise of this
Warrant.

          Section 4.  Assignment of Warrant.  Subject to  applicable  securities
laws,  the Holder of this  Warrant  shall have the right to transfer  and assign
this Warrant and the right to purchase all (but not less than all) of the shares
issuable hereunder. Upon such transfer or assignment, the Holder shall surrender
this Warrant to the Company with the Assignment  Form in the form annexed hereto
duly  executed  and with funds  sufficient  to pay any transfer  taxes,  and the
Company shall cancel this Warrant, and without charge, shall execute and deliver
a new Warrant of like tenor in the name of the assignee  entitling such assignee
to all rights and  interests of its assignor at the time of  assignment  of this
Warrant.

          Section 5. Loss of  Warrant.  Upon  receipt by the Company of evidence
satisfactory to it of the loss,  theft,  or destruction of this Warrant,  and of
indemnification  satisfactory to it, or upon surrender and  cancellation of this
Warrant,  if  mutilated,  the Company  will execute and deliver a new Warrant of
like tenor and date.

          Section 6. Rights of the Holder. No provision of this Warrant shall be
construed  as  conferring  upon the Holder  hereof  the right to vote,  consent,
receive  dividends or receive notice other than as herein expressly  provided in
respect of meetings of stockholders for the election of directors of the Company
or any other matter  whatsoever  as a stockholder  of the Company.  No provision
hereof,  in the absence of  affirmative  action by the Holder hereof to purchase
Warrant  Shares,  and no  enumeration  herein of the rights or privileges of the
Holder hereof,  shall give rise to any liability of such Holder for the purchase
price of any Warrant  Shares or as a  stockholder  of the Company,  whether such
liability is asserted by the Company or by creditors of the Company.

          This  Warrant  and the shares  issuable  hereunder  shall not be sold,
offered for sale, pledged, hypothecated, or otherwise transferred in the absence
of  registration  under  the  Securities  Act of 1933,  as  amended,  and  other
applicable  securities  laws or the  Company's  receipt of an opinion of counsel
satisfactory to the Company that such registration is not required.

          Section 7. Exercise Price. The purchase price for each share purchased
under this Warrant shall be five dollars (S5.00) per share;  provided,  however,
that if the Company shall  subdivide its  outstanding  shares of Common Stock by
stock  split  or  stock   dividend,   the   purchase   price   hereunder   shall
proportionately decrease and if the


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Company  shall  combine  its  outstanding   shares  of  Common  Stock  by  stock
combination, the purchase price hereunder shall proportionately increase.

          Section 8. Adjustment in Number of Warrant Shares.  This Warrant shall
upon its issuance be exercisable in accordance with the terms hereof,  for 2,000
shares of Common Stock;  provided,  however,  if the Company shall subdivide its
outstanding shares of Common Stock by stock split or stock dividend,  the number
of shares of Common Stock issuable hereunder shall proportionately increase, and
if the Company shall combine its  outstanding  shares of Common Stock by a stock
combination,  the  number of shares of Common  Stock  issuable  hereunder  shall
proportionately decrease.

          Section 9.  Dissolution or  Liquidation.  In case the Company shall at
any time prior to the Expiration Date set forth in Section 12 hereof,  dissolve,
liquidate  or wind up its  affairs,  the  Holder  shall  be  entitled,  upon the
exercise of this Warrant in whole or in part and prior to any such  distribution
in  dissolution  or  liquidation,  to receive on such  exercise,  in lieu of the
shares of Common Stock which the Holder would have been entitled to receive, the
same kind and  amount of assets as would  have been  distributed  or paid to the
Holder upon any such  dissolution,  liquidation  or winding up, with  respect to
such  shares of Common  Stock had the  Holder  been the holder of record of such
share of Common Stock on the record date for the  determination of those holders
of Common Stock entitled to receive any such liquidation distribution.

          Section 10.  Notices to Warrant  Holder.  If the Company shall pay any
dividend or make any  distribution  upon the shares of its Common  Stock or (ii)
the  Company  shall  offer to the holders of Common  Stock for  subscription  or
purchase  by them any  shares of stock of any  classes or any other  rights,  or
(iii) if any capital  reorganization  of the  Company,  reclassification  of the
Common Stock of the Company, consolidation or merger of the Company with or into
another  corporation,  or voluntary or involuntary  dissolution,  liquidation or
winding up of the Company shall be affected, then, in any such case, the Company
shall cause to be delivered  to the Holder,  a notice of any such actions at the
same time and in the same for that notice thereof is provided, if at all, to the
stockholders of the Company.

          Section 11. Reclassification, Reorganization or Merger. In case of any
reclassification,  capital  reorganization or other change of outstanding shares
of Common  Stock of the Company  (other than a change in par value,  or from par
value to no par value,  or from no par value to par value,  or as a result of an
issuance  of  Common  Stock by way of  dividend  or other  distribution  or of a
subdivision or  combination),  or in case of any  consolidation or merger of the
Company with or into another  corporation (other than a merger with a subsidiary
in which  merger the  Company is the  continuing  corporation  or which does not
result  in any  reclassification,  capital  reorganization  or other  change  of
outstanding  shares of Common Stock of the class  issuable upon exercise of this
Warrant),  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

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and amount of shares of stock and other securities and property  receivable upon
such reclassification,  capital reorganization or other change, consolidation or
merger,  by a holder of the number of shares of Common  Stock  which  might have
been  purchased  upon  exercise  of  this  Warrant  immediately  prior  to  such
reclassification,  change,  consolidation  or merger.  Any such provision  shall
include  provision for adjustments which shall be as nearly equivalent as may be
practicable  to the  adjustments  provided for in this  Warrant.  The  foregoing
provisions   of  this   Section   11  shall   similarly   apply  to   successive
reclassifications, capital reorganizations and changes of shares of Common Stock
and to  successive  consolidations  and  mergers.  In the event that in any such
capital reorganization or reclassification,  consolidation or merger, additional
shares of Common Stock shall be issued in exchange, conversion,  substitution or
payment,  in whole or in part,  for or of a security of the  Company  other than
Common Stock any amount of the  consideration  received  upon the issue  thereof
being  determined  by the Board of Directors  of the Company  shall be final and
binding on the Holder.

         Section 12. Applicable Law. This Warrant shall be construed in
accordance with the laws of the Commonwealth of Virginia.

         Section  13.  Expiration  Date.  The  Warrant  shall  terminate  on the
Expiration  Date and may not be exercised on or after such date.  The Expiration
Date shall be ten (10) years from the date of  issuance of this  Warrant  except
this Warrant shall expire one year prior to the  Expiration  Date as to a number
of Warrant Shares equal to the  difference  (but not less than zero) between (i)
2,000 and (ii) the number of Warrant  Shares  issued upon prior  exercise(s)  of
this Warrant.

                                            INFORMATION ANALYSIS INCORPORATED

Attest:

/s/ Rosemary Wozniek                        /s/ Sandor Rosenberg
------------------------------              ---------------------------------
Secretary                                   By:
                                               ------------------------------
                                            Title: President
                                                  ---------------------------

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                                ASSIGNMENT FORM
                                ---------------

Dated:_____________________

         For value received ____________________________________________________
hereby sells, assigns and transfers unto

Name____________________________________________________________________________
    (Please typewrite or print in block letters)

Address_________________________________________________________________________

________________________________________ and appoints _______________________ as

Attorney to transfer said Warrant on the books of the within named Company with
full power of substitution in the premises.

                                    ________________________________
                                    Signature


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                                 PURCHASE FORM
                                 -------------

         The undersigned hereby irrevocably elects to exercise its right to
purchase _______ shares of the $0.01 par value  Common  Stock of  Information
Analysis Incorporated, such right being pursuant to a Warrant dated ___________,
and as issued to the undersigned by Information Analysis Incorporated, and
remits herewith the sum of $_________ in payment for same in accordance with the
Exercise Price specified in Section 7 of said Warrant.

INSTRUCTIONS FOR REGISTRATION OF STOCK

Name_________________________________________________
    (Please typewrite or print in block letters)

Address______________________________________________

Dated:______________________    _____________________
                                Signature

Shares Heretofore Purchased Under Warrant ___________

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