NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...

EXHIBIT
      99.1

NEITHER
      THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES
      HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE
      SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM
      REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES
      ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN
      EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN
      AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION
      REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE
      SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR
      TO
      SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE
      COMPANY. 
 
ASIAN
      FINANCIAL, INC.
 
WARRANT
 

        

            
              [Warrant
                  No.]

              Original
                  Issue Date: December 31, 2007

            

      
 
Asian
      Financial, Inc., a Wyoming corporation (the “Company”),
      hereby certifies that, pursuant to (i) provisions set forth in Section 2(e)
      of
      the Registration Rights Agreement dated as of October 24, 2006 between the
      Company and the investors identified therein in respect of liquidated damages
      that shall be paid by the Company, and (ii) the Investor Warrants Proposal
      Supplemental Letter dated as of October 26, 2007 issued by the Company, the
      Company grants to [INVESTOR] or its registered assigns (the “Holder”),
      the
      right to subscribe for and purchase from the Company up to a total of 47,772
      shares of Common Stock (each such share of Common Stock issuable upon exercise
      of this Warrant, a “Warrant Share” and all such shares, the “Warrant
      Shares”),
      at
      any time during the Exercise Period (as defined below), and subject to the
      following terms and conditions:
 
1.
        DEFINITIONS. AS USED IN THIS WARRANT, THE FOLLOWING TERMS SHALL HAVE THE
        RESPECTIVE DEFINITIONS SET FORTH IN THIS SECTION 1.
 
“Affiliate”
means
      any Person that, directly or indirectly through one or more intermediaries,
      controls or is controlled by or is under common control with a Person, as such
      terms are used in and construed under Rule 144.
 
“Business
      Day”
means
      any day except Saturday, Sunday and any day that is a federal legal holiday
      in
      the United States or a day on which banking institutions in the State of New
      York are authorized or required by law or other government action to
      close.
 
“Common
      Stock”
means
      the common stock of the Company, par value $0.001 per share, and any securities
      into which such common stock may hereafter be reclassified.
 
“Exchange
      Act”
means
      the Securities Exchange Act of 1934, as amended. 
 
“Exercise
      Price”
means
      $5.76 per share of Common Stock, subject to adjustment in accordance with
      Section 9.
 
“Fundamental
      Transaction”
means
      any of the following: (1) the Company effects any merger or consolidation of
      the
      Company with or into another Person as a result of which stockholders of the
      Company immediately prior to such merger or consolidation possess a minority
      of
      the voting power of the acquiring entity immediately following such transaction,
      (2) the Company effects any sale of all or substantially all of its assets
      in
      one or a series of related transactions, (3) any tender offer or exchange offer
      (whether by the Company or another Person) is completed pursuant to which
      holders of Common Stock are permitted to tender or exchange their shares for
      other securities, cash or property, or (4) the Company effects any
      reclassification of the Common Stock or any compulsory share exchange pursuant
      to which the Common Stock is effectively converted into or exchanged for other
      securities, cash or property.
 

        

        

          
        

        
 
“New
      York Courts”
means
      the state and federal courts sitting in the City of New York, Borough of
      Manhattan.
 
“Original
      Issue Date”
means
      the Original Issue Date first set forth on the first page of this
      Warrant.
 
“Person”
means
      an individual or corporation, partnership, trust, incorporated or unincorporated
      association, joint venture, limited liability company, joint stock company,
      government (or an agency or subdivision thereof) or other entity of any
      kind.
 
“Rule
      144”
means
      Rule 144 promulgated by the Securities and Exchange Commission pursuant to
      the
      Securities Act, as such Rule may be amended from time to time, or any similar
      rule or regulation hereafter adopted by the Securities and Exchange Commission
      having substantially the same effect as such Rule.
 
“Securities
      Act”
means
      the Securities Act of 1933, as amended.
 
“Trading
      Day”
means
      (i) a day on which the Common Stock is traded on a Trading Market (other than
      the OTC Bulletin Board), or (ii) if the Common Stock is not listed on a Trading
      Market (other than the OTC Bulletin Board), a day on which the Common Stock
      is
      traded in the over-the-counter market, as reported by the OTC Bulletin Board,
      or
      (iii) if the Common Stock is not quoted on any Trading Market, a day on which
      the Common Stock is quoted in the over-the-counter market as reported by the
      Pink Sheets, LLC (or any similar organization or agency succeeding to its
      functions of reporting prices); provided, that in the event that the Common
      Stock is not listed or quoted as set forth in (i), (ii) and (iii) hereof, then
      Trading Day shall mean a Business Day.
 
“Trading
      Market”
means
      whichever of the New York Stock Exchange, the American Stock Exchange, the
      NASDAQ Global Select Market, the NASDAQ Global Market, the NASDAQ Capital Market
      or OTC Bulletin Board on which the Common Stock is listed or quoted for trading
      on the date in question.
 
2.
      REGISTRATION OF WARRANT. THE COMPANY SHALL REGISTER THIS WARRANT UPON
      RECORDS TO BE MAINTAINED BY THE COMPANY FOR THAT PURPOSE (THE “WARRANT
      REGISTER”), IN THE NAME OF THE RECORD HOLDER HEREOF FROM TIME TO TIME. THE
      COMPANY MAY DEEM AND TREAT THE REGISTERED HOLDER OF THIS WARRANT AS THE ABSOLUTE
      OWNER HEREOF FOR THE PURPOSE OF ANY EXERCISE HEREOF OR ANY DISTRIBUTION TO
      THE
      HOLDER, AND FOR ALL OTHER PURPOSES, ABSENT ACTUAL NOTICE TO THE
      CONTRARY.
 
3.
      REGISTRATION OF TRANSFERS. THE COMPANY SHALL REGISTER THE TRANSFER OF ANY
      PORTION OF THIS WARRANT IN THE WARRANT REGISTER, UPON SURRENDER OF THIS WARRANT,
      WITH THE FORM OF ASSIGNMENT ATTACHED HERETO DULY COMPLETED AND SIGNED, TO THE
      COMPANY AT ITS ADDRESS SPECIFIED HEREIN. UPON ANY SUCH REGISTRATION OR TRANSFER,
      A NEW WARRANT TO PURCHASE COMMON STOCK, IN SUBSTANTIALLY THE FORM OF THIS
      WARRANT (ANY SUCH NEW WARRANT, A “NEW WARRANT”), EVIDENCING THE PORTION OF THIS
      WARRANT SO TRANSFERRED SHALL BE ISSUED TO THE TRANSFEREE AND A NEW WARRANT
      EVIDENCING THE REMAINING PORTION OF THIS WARRANT NOT SO TRANSFERRED, IF ANY,
      SHALL BE ISSUED TO THE TRANSFERRING HOLDER. THE ACCEPTANCE OF THE NEW WARRANT
      BY
      THE TRANSFEREE THEREOF SHALL BE DEEMED THE ACCEPTANCE BY SUCH TRANSFEREE OF
      ALL
      OF THE RIGHTS AND OBLIGATIONS OF A HOLDER OF A WARRANT. 
 

        
2

          
        

        
 
4.
      EXERCISE AND DURATION OF WARRANTS. ON THE TERMS AND SUBJECT TO THE
      CONDITIONS CONTAINED HEREIN, THIS WARRANT SHALL BE EXERCISABLE BY THE HOLDER
      ON
      ANY BUSINESS DAY STARTING ON JUNE 30, 2008 AND ENDING AT 5:00 P.M., NEW YORK
      CITY TIME, ON JUNE 30, 2013 (THE “EXERCISE PERIOD”) FOR ALL OR ANY PORTION OF
      THE WARRANT SHARES. THE PORTION OF THIS WARRANT NOT EXERCISED PRIOR TO THE
      EXPIRATION OF THE EXERCISE PERIOD SHALL BE AND BECOME VOID AND OF NO VALUE.
      
 
5.
      DELIVERY OF WARRANT SHARES.
 
(a) To
      effect exercises hereunder, the Holder shall not be required to physically
      surrender this Warrant unless the aggregate Warrant Shares represented by this
      Warrant is being exercised. Upon delivery of the Exercise Notice (in the form
      attached hereto) to the Company (with the attached Warrant Shares Exercise
      Log)
      at its address for notice set forth herein and upon payment of the Exercise
      Price multiplied by the number of Warrant Shares that the Holder intends to
      purchase hereunder, the Company shall promptly (but in no event later than
      three
      Trading Days after the Date of Exercise (as defined herein)) issue and deliver
      to the Holder, a certificate for the Warrant Shares issuable upon such exercise.
      The Company shall, upon request of the Holder and subsequent to the date on
      which a registration statement covering the resale of the Warrant Shares has
      been declared effective by the Securities and Exchange Commission, use its
      reasonable best efforts to deliver Warrant Shares hereunder electronically
      through the Depository Trust Corporation or another established clearing
      corporation performing similar functions, if available, provided, that, the
      Company may, but will not be required to, change its transfer agent if its
      current transfer agent cannot deliver Warrant Shares electronically through
      the
      Depository Trust Corporation. A“Date
      of Exercise”means
      the date on which the Holder shall have delivered to the Company: (i) the
      Exercise Notice (with the Warrant Exercise Log attached to it), appropriately
      completed and duly signed and (ii) if such Holder is not utilizing the cashless
      exercise provisions set forth in this Warrant, payment of the Exercise Price
      for
      the number of Warrant Shares so indicated by the Holder to be
      purchased.
 
(b) If
      by the third Trading Day after a Date of Exercise the Company fails to deliver
      the required number of Warrant Shares in the manner required pursuant to Section
      5(a), then the Holder will have the right to rescind such
      exercise.
 
(c) If
      by the
      fifth Trading Day after a Date of Exercise the Company has yet to deliver the
      required number of Warrant Shares in the manner required pursuant to Section
      5(a), and if after such fifth Trading Day and prior to the receipt of such
      Warrant Shares, the Holder (i) has not then rescinded such exercise pursuant
      to
      Section 5(b) and (ii) purchases (in an open market transaction or otherwise)
      shares of Common Stock to deliver in satisfaction of a sale by the Holder of
      the
      Warrant Shares which the Holder anticipated receiving upon such exercise (a
      “Buy-In”),
      then
      the Company shall (1) pay in cash to the Holder the amount by which (x) the
      Holder's total purchase price (including brokerage commissions, if any) for
      the
      shares of Common Stock so purchased exceeds (y) the amount obtained by
      multiplying (A) the number of Warrant Shares that the Company was required
      to
      deliver to the Holder in connection with the exercise at issue by (B) the
      closing bid price of the Common Stock on the Date of Exercise (or, if on the
      Date of Exercise, the Common Stock is not traded on any Trading Market, the
      fair
      market value of one share of the Common Stock on the Date of Exercise, as
      determined by the Company’s Board of Directors) and (2) at the option of the
      Holder, either reinstate the portion of the Warrant and equivalent number of
      Warrant Shares for which such exercise was not honored or deliver to the Holder
      the number of shares of Common Stock that would have been issued had the Company
      on a timely basis complied with its exercise and delivery obligations hereunder.
      The Holder shall provide the Company written notice indicating the amounts
      payable to the Holder in respect of the Buy-In. 
 
6.
        CHARGES, TAXES AND EXPENSES. ISSUANCE AND DELIVERY OF WARRANT SHARES UPON
        EXERCISE OF THIS WARRANT SHALL BE MADE WITHOUT CHARGE TO THE HOLDER FOR ANY
        ISSUE OR TRANSFER TAX, WITHHOLDING TAX, TRANSFER AGENT FEE OR OTHER INCIDENTAL
        TAX OR EXPENSE IN RESPECT OF THE ISSUANCE OF SUCH CERTIFICATES, ALL OF WHICH
        TAXES AND EXPENSES SHALL BE PAID BY THE COMPANY; PROVIDED, HOWEVER, THAT
        THE
        COMPANY SHALL NOT BE REQUIRED TO PAY ANY TAX WHICH MAY BE PAYABLE IN RESPECT
        OF
        ANY TRANSFER INVOLVED IN THE REGISTRATION OF ANY CERTIFICATES FOR WARRANT
        SHARES
        OR WARRANTS IN A NAME OTHER THAN THAT OF THE HOLDER. THE HOLDER SHALL BE
        RESPONSIBLE FOR ALL OTHER TAX LIABILITY THAT MAY ARISE AS A RESULT OF HOLDING
        OR
        TRANSFERRING THIS WARRANT OR RECEIVING WARRANT SHARES UPON EXERCISE
        HEREOF.
 

          
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7.
        REPLACEMENT OF WARRANT. IF THIS WARRANT IS MUTILATED, LOST, STOLEN OR
        DESTROYED, THE COMPANY SHALL ISSUE OR CAUSE TO BE ISSUED IN EXCHANGE AND
        SUBSTITUTION FOR AND UPON CANCELLATION HEREOF, OR IN LIEU OF AND SUBSTITUTION
        FOR THIS WARRANT, A NEW WARRANT, BUT ONLY UPON RECEIPT OF EVIDENCE REASONABLY
        SATISFACTORY TO THE COMPANY OF SUCH LOSS, THEFT OR DESTRUCTION AND CUSTOMARY
        AND
        REASONABLE INDEMNITY (WHICH SHALL NOT INCLUDE A SURETY BOND), IF REQUESTED.
        APPLICANTS FOR A NEW WARRANT UNDER SUCH CIRCUMSTANCES SHALL ALSO COMPLY WITH
        SUCH OTHER REASONABLE REGULATIONS AND PROCEDURES AND PAY SUCH OTHER REASONABLE
        THIRD-PARTY COSTS AS THE COMPANY MAY PRESCRIBE. IF A NEW WARRANT IS REQUESTED
        AS
        A RESULT OF A MUTILATION OF THIS WARRANT, THEN THE HOLDER SHALL DELIVER SUCH
        MUTILATED WARRANT TO THE COMPANY AS A CONDITION PRECEDENT TO THE COMPANY’S
        OBLIGATION TO ISSUE THE NEW WARRANT.
 
8.
        RESERVATION OF WARRANT SHARES. THE COMPANY COVENANTS THAT IT WILL AT ALL
        TIMES RESERVE AND KEEP AVAILABLE OUT OF THE AGGREGATE OF ITS AUTHORIZED BUT
        UNISSUED AND OTHERWISE UNRESERVED COMMON STOCK, SOLELY FOR THE PURPOSE OF
        ENABLING IT TO ISSUE WARRANT SHARES UPON EXERCISE OF THIS WARRANT AS HEREIN
        PROVIDED, THE NUMBER OF WARRANT SHARES WHICH ARE THEN ISSUABLE AND DELIVERABLE
        UPON THE EXERCISE OF THIS ENTIRE WARRANT, FREE FROM PREEMPTIVE RIGHTS OR
        ANY
        OTHER CONTINGENT PURCHASE RIGHTS OF PERSONS OTHER THAN THE HOLDER (TAKING
        INTO
        ACCOUNT THE ADJUSTMENTS AND RESTRICTIONS OF SECTION 9). THE COMPANY COVENANTS
        THAT ALL WARRANT SHARES SO ISSUABLE AND DELIVERABLE SHALL, UPON ISSUANCE
        AND THE
        PAYMENT OF THE APPLICABLE EXERCISE PRICE IN ACCORDANCE WITH THE TERMS HEREOF,
        BE
        DULY AND VALIDLY AUTHORIZED, ISSUED AND FULLY PAID AND
        NONASSESSABLE.
 
9.
        CERTAIN ADJUSTMENTS. THE EXERCISE PRICE AND NUMBER OF WARRANT SHARES
        ISSUABLE UPON EXERCISE OF THIS WARRANT ARE SUBJECT TO ADJUSTMENT FROM TIME
        TO
        TIME AS SET FORTH IN THIS SECTION 9.
 
(a) Stock
      Dividends and Splits.
      If the Company, at any time while this Warrant is outstanding, (i) pays a stock
      dividend on its Common Stock or otherwise makes a distribution on any class
      of
      capital stock that is payable in shares of Common Stock, (ii) subdivides
      outstanding shares of Common Stock into a larger number of shares, or (iii)
      combines outstanding shares of Common Stock into a smaller number of shares,
      then in each such case the Exercise Price shall be multiplied by a fraction
      of
      which the numerator shall be the number of shares of Common Stock outstanding
      immediately before such event and of which the denominator shall be the number
      of shares of Common Stock outstanding immediately after such event. Any
      adjustment made pursuant to clause (i) of this paragraph shall become effective
      immediately after the record date for the determination of stockholders entitled
      to receive such dividend or distribution, and any adjustment pursuant to clause
      (ii) or (iii) of this paragraph shall become effective immediately after the
      effective date of such subdivision or combination.
 

        
4

          
        

        
 
(b) Fundamental
      Transactions.
      If, at any time while this Warrant is outstanding there is a Fundamental
      Transaction, then the Holder shall have the right thereafter to receive, upon
      exercise of this Warrant, the same amount and kind of securities, cash or
      property as it would have been entitled to receive upon the occurrence of such
      Fundamental Transaction if it had been, immediately prior to such Fundamental
      Transaction, the holder of the number of Warrant Shares then issuable upon
      exercise in full of this Warrant
      (the“Alternate
      Consideration”).
      For
      purposes of any such exercise, the determination of the Exercise Price shall
      be
      appropriately adjusted to apply to such Alternate Consideration based on the
      amount of Alternate Consideration issuable in respect of one share of Common
      Stock in such Fundamental Transaction, and the Company shall apportion the
      Exercise Price among the Alternate Consideration in a reasonable manner
      reflecting the relative value of any different components of the Alternate
      Consideration. If holders of Common Stock are given any choice as to the
      securities, cash or property to be received in a Fundamental Transaction, then
      the Holder shall be given the same choice as to the Alternate Consideration
      it
      receives upon any exercise of this Warrant following such Fundamental
      Transaction. At the Holder's option and request, the Company shall make
      commercially reasonable efforts to procure that any successor to the Company
      or
      surviving entity in such Fundamental Transaction either (1) issue to the Holder
      a new warrant substantially in the form of this Warrant and consistent with
      the
      foregoing provisions and evidencing the Holder's right to purchase the Alternate
      Consideration for the aggregate Exercise Price upon exercise thereof, or (2)
      purchase the Warrant from the Holder for a purchase price, payable in cash
      within five Trading Days after such request (or, if later, on the effective
      date
      of the Fundamental Transaction), equal to the Black Scholes value of the
      remaining unexercised portion of this Warrant on the date of such request.
      The
      Company shall make commercially reasonable efforts to procure that the terms
      of
      any agreement pursuant to which a Fundamental Transaction is effected include
      terms requiring any such successor or surviving entity to comply with the
      provisions of this paragraph (b) and insuring that the Warrant (or any such
      replacement security) will be similarly adjusted upon any subsequent transaction
      analogous to a Fundamental Transaction. 
 
(c) Number
      of Warrant Shares.
      Simultaneously with any adjustment to the Exercise Price pursuant to this
      Section 9, the number of Warrant Shares that may be purchased upon exercise
      of
      this Warrant shall be increased or decreased proportionately, so that after
      such
      adjustment the aggregate Exercise Price payable hereunder for the adjusted
      number of Warrant Shares shall be the same as the aggregate Exercise Price
      in
      effect immediately prior to such adjustment.
 
(d) Calculations.
      All calculations under this Section 9 shall be rounded to the nearest cent
      or
      the nearest one (1) share, as applicable. The number of shares of Common Stock
      outstanding at any given time shall not include shares owned or held by or
      for
      the account of the Company, and the disposition of any such shares shall be
      considered an issue or sale of Common Stock.
 
(e) Notice
      of Adjustments.
      Upon the occurrence of each adjustment pursuant to this Section 9, the Company
      at its expense will promptly compute such adjustment in accordance with the
      terms of this Warrant and prepare a certificate setting forth such adjustment,
      including a statement of the adjusted Exercise Price and adjusted number or
      type
      of Warrant Shares or other securities issuable upon exercise of this Warrant
      (as
      applicable), describing the transactions giving rise to such adjustments and
      showing in detail the facts upon which such adjustment is based. Upon written
      request, the Company will promptly deliver a copy of each such certificate
      to
      the Holder and to the Company's Transfer Agent.

10.
        PAYMENT OF EXERCISE PRICE. THE HOLDER MAY PAY THE EXERCISE PRICE IN ONE
        OF THE FOLLOWING MANNERS:
 
(a) Cash
      Exercise.
      The Holder may deliver immediately available funds; or
 

        
5

          
        

        
 
(b) Cashless
      Exercise.
      The Holder may notify the Company in an Exercise Notice of its election to
      utilize cashless exercise, in which event the Company shall issue to the Holder
      the number of Warrant Shares determined as follows:
 

        

            
               
              X
                  =
                  Y [(A-B)/A]

            

              where: 

            

               
              X
                  =
                  the number of Warrant Shares to be issued to the
                  Holder.

            

               
              Y
                  =
                  the number of Warrant Shares with respect to which this Warrant
                  is being
                  exercised.

            

               
              A
                  =
                  the average of the closing prices for the five Trading Days immediately
                  prior to (but not including) the Date of Exercise.

            

               
              B
                  =
                  the Exercise Price.

            

      
 
For
      purposes of Rule 144, it is intended, understood and acknowledged that the
      Warrant Shares issued in a cashless exercise transaction shall be deemed to
      have
      been acquired by the Holder, and the holding period for the Warrant Shares
      shall
      be deemed to have commenced, on the date this Warrant was originally
      issued.
 
11.
        LIMITATIONS ON EXERCISE. NOTWITHSTANDING ANYTHING TO THE CONTRARY
        CONTAINED HEREIN, THE NUMBER OF WARRANT SHARES THAT MAY BE ACQUIRED BY THE
        HOLDER UPON ANY EXERCISE OF THIS WARRANT (OR OTHERWISE IN RESPECT HEREOF)
        SHALL
        BE LIMITED TO THE EXTENT NECESSARY TO INSURE THAT, FOLLOWING SUCH EXERCISE
        (OR
        OTHER ISSUANCE), THE TOTAL NUMBER OF SHARES OF COMMON STOCK THEN BENEFICIALLY
        OWNED BY SUCH HOLDER AND ITS AFFILIATES AND ANY OTHER PERSONS WHOSE BENEFICIAL
        OWNERSHIP OF COMMON STOCK WOULD BE AGGREGATED WITH THE HOLDER'S FOR PURPOSES
        OF
        SECTION 13(D) OF THE EXCHANGE ACT, DOES NOT EXCEED 9.999% OF THE TOTAL NUMBER
        OF
        ISSUED AND OUTSTANDING SHARES OF COMMON STOCK (INCLUDING FOR SUCH PURPOSE
        THE
        SHARES OF COMMON STOCK ISSUABLE UPON SUCH EXERCISE). FOR SUCH PURPOSES,
        BENEFICIAL OWNERSHIP SHALL BE DETERMINED IN ACCORDANCE WITH SECTION 13(D)
        OF THE
        EXCHANGE ACT AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER. THIS
        PROVISION SHALL NOT RESTRICT THE NUMBER OF SHARES OF COMMON STOCK WHICH A
        HOLDER
        MAY RECEIVE OR BENEFICIALLY OWN IN ORDER TO DETERMINE THE AMOUNT OF SECURITIES
        OR OTHER CONSIDERATION THAT SUCH HOLDER MAY RECEIVE IN THE EVENT OF A
        FUNDAMENTAL TRANSACTION AS CONTEMPLATED IN SECTION 9 OF THIS WARRANT. THIS
        RESTRICTION MAY NOT BE WAIVED.
 
12.
NO
        FRACTIONAL SHARES. NO FRACTIONAL SHARES OF WARRANT SHARES WILL BE ISSUED IN
        CONNECTION WITH ANY EXERCISE OF THIS WARRANT. IN LIEU OF ANY FRACTIONAL SHARES
        WHICH WOULD, OTHERWISE BE ISSUABLE, THE COMPANY SHALL PAY CASH EQUAL TO THE
        PRODUCT OF SUCH FRACTION MULTIPLIED BY THE CLOSING BID PRICE OF ONE WARRANT
        SHARE AS REPORTED BY THE APPLICABLE TRADING MARKET ON THE DATE OF EXERCISE
        (OR,
        IF ON THE DATE OF EXERCISE, THE WARRANT SHARES ARE NOT TRADED ON ANY TRADING
        MARKET, THE FAIR MARKET VALUE OF ONE WARRANT SHARE ON THE DATE OF EXERCISE,
        AS
        DETERMINED IN GOOD FAITH BY THE COMPANY’S BOARD OF DIRECTORS).
 

          
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13.
        CALL PROVISION. IF AT ANY TIME FOLLOWING THE ORIGINAL ISSUE DATE: (I) THE
        COMMON STOCK IS LISTED OR QUOTED ON A TRADING MARKET DURING THE ENTIRE CALL
        CONDITION PERIOD (AS DEFINED BELOW), (II) THE CLOSING BID PRICE OF THE COMMON
        STOCK FOR ANY CONSECUTIVE TEN (10) TRADING DAY PERIOD (EACH SUCH TRADING
        DAY
        DURING THE CONSECUTIVE TEN (10) TRADING DAY PERIOD SHALL OCCUR FOLLOWING
        THE
        ORIGINAL ISSUE DATE) IS EQUAL TO OR GREATER THAN 200% OF THE EXERCISE PRICE
        (SUBJECT TO ADJUSTMENT PURSUANT TO SECTION 9), AND (III) (A) THE HOLDER IS
        ENTITLED, UPON EXERCISE OF THE WARRANT, TO REQUIRE THE COMPANY TO INCLUDE
        THE
        WARRANT SHARES FOR REGISTRATION PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT
        NAMING THE HOLDER AS A SELLING STOCKHOLDER THEREUNDER (AND THE PROSPECTUS
        THEREUNDER IS AVAILABLE FOR USE BY THE HOLDER AS TO ALL WARRANT SHARES) OR
        (B)
        UPON EXERCISE OF THE WARRANT, THE WARRANT SHARES ARE FREELY TRANSFERABLE
        WITHOUT
        VOLUME RESTRICTIONS PURSUANT TO RULE 144, AS DETERMINED BY COUNSEL TO THE
        COMPANY PURSUANT TO A WRITTEN OPINION LETTER ADDRESSED AND IN FORM AND SUBSTANCE
        REASONABLY ACCEPTABLE TO THE HOLDER AND THE TRANSFER AGENT FOR THE COMMON
        STOCK,
        DURING THE ENTIRE TEN (10) TRADING DAY PERIOD REFERENCED IN (II) ABOVE THROUGH
        THE EXPIRATION OF THE CALL DATE AS SET FORTH IN THE COMPANY’S NOTICE PURSUANT TO
        THIS SECTION (THE “CALL CONDITION PERIOD”), THEN, SUBJECT TO
        THE CONDITIONS SET FORTH IN THIS SECTION, THE COMPANY MAY, UPON WRITTEN NOTICE
        TO THE HOLDER (THE “CALL NOTICE”), ELECT IN ITS SOLE DISCRETION
        TO REQUIRE THAT THE HOLDER EXERCISE UP TO ALL OF THE THEN UNEXERCISED PORTION
        OF
        THIS WARRANT, ON THE DATE THAT IS TWENTY (20) DAYS FOLLOWING THE DELIVERY
        OF THE
        CALL NOTICE (SUCH TWENTIETH DAY SHALL BE KNOWN AS THE “CALL
        DATE”) AT THE ADDRESS LAST SHOWN ON THE RECORDS OF THE COMPANY FOR THE
        HOLDER OR GIVEN BY THE HOLDER TO THE COMPANY FOR THE PURPOSE OF NOTICE, AND
        IF
        SUCH EXERCISE IS NOT MADE BY THE HOLDER, ANY AND ALL RIGHTS TO EXERCISE ANY
        THEN
        UNEXERCISED PORTION OF THE WARRANT SHALL AUTOMATICALLY TERMINATE WITHOUT
        ANY
        FURTHER ACTION REQUIRED BY ANY PARTY; PROVIDED, THAT THE CONDITIONS TO GIVING
        SUCH NOTICE MUST BE IN EFFECT AT ALL TIMES DURING THE CALL CONDITION PERIOD
        (OTHER THAN AS TO CLAUSE (II) ABOVE WHICH ONLY NEEDS TO BE SATISFIED UP TO
        THE
        TIME OF THE DELIVERY OF THE CALL NOTICE) OR ANY SUCH CALL NOTICE SHALL BE
        NULL
        AND VOID. THE COMPANY AND THE HOLDER AGREE THAT, IF AND TO THE EXTENT SECTION
        11
        OF THIS WARRANT WOULD RESTRICT THE ABILITY OF THE HOLDER TO EXERCISE THIS
        WARRANT IN THE EVENT OF A DELIVERY OF A CALL NOTICE, THEN NOTWITHSTANDING
        ANYTHING TO THE CONTRARY SET FORTH IN THE CALL NOTICE, THE CALL NOTICE SHALL
        BE
        DEEMED AUTOMATICALLY AMENDED TO APPLY ONLY TO SUCH PORTION OF THIS WARRANT
        AS
        MAY BE EXERCISED BY THE HOLDER BY THE CALL DATE IN ACCORDANCE WITH SUCH SECTION.
        THE HOLDER WILL PROMPTLY (AND, IN ANY EVENT, PRIOR TO THE CALL DATE) NOTIFY
        THE
        COMPANY IN WRITING FOLLOWING RECEIPT OF A CALL NOTICE IF SECTION 11 WOULD
        RESTRICT ITS EXERCISE OF THE WARRANT, SPECIFYING THEREIN THE NUMBER OF WARRANT
        SHARES SO RESTRICTED. THE COMPANY COVENANTS AND AGREES THAT IT WILL HONOR
        ALL
        EXERCISE NOTICES TENDERED THROUGH 5:00 P.M. (NEW YORK CITY TIME) ON THE CALL
        DATE.
 
14.
        NOTICES. ANY AND ALL NOTICES OR OTHER COMMUNICATIONS OR DELIVERIES
        HEREUNDER (INCLUDING, WITHOUT LIMITATION, ANY EXERCISE NOTICE) SHALL BE IN
        WRITING AND SHALL BE DEEMED GIVEN AND EFFECTIVE ON THE EARLIEST OF (I) THE
        DATE
        OF TRANSMISSION, IF SUCH NOTICE OR COMMUNICATION IS DELIVERED VIA FACSIMILE
        AT
        THE FACSIMILE NUMBER SPECIFIED IN THIS SECTION PRIOR TO 5:00 P.M. (NEW YORK
        CITY
        TIME) ON A BUSINESS DAY, (II) THE NEXT BUSINESS DAY AFTER THE DATE OF
        TRANSMISSION, IF SUCH NOTICE OR COMMUNICATION IS DELIVERED VIA FACSIMILE
        AT THE
        FACSIMILE NUMBER SPECIFIED IN THIS SECTION ON A DAY THAT IS NOT A BUSINESS
        DAY
        OR LATER THAN 5:00 P.M. (NEW YORK CITY TIME) ON ANY BUSINESS DAY, (III) THE
        BUSINESS DAY FOLLOWING THE DATE OF MAILING, IF SENT BY NATIONALLY RECOGNIZED
        OVERNIGHT COURIER SERVICE, OR (IV) UPON ACTUAL RECEIPT BY THE PARTY TO WHOM
        SUCH
        NOTICE IS REQUIRED TO BE GIVEN. THE ADDRESSES FOR SUCH COMMUNICATIONS SHALL
        BE:
        (I) IF TO THE COMPANY, TO NO. 0 XXXXXXX XXXX, XXXXXX XXXXXXXX XXXXXXXXXX
        XXXXXXXXXXX XXXX, XXXXXXX, XXXXX 102600, ATTN.: XXXXX XXXX, OR TO FACSIMILE
        NO.:
        x00 (00) 0000-0000 (OR SUCH OTHER ADDRESS AS THE COMPANY SHALL INDICATE IN
        WRITING IN ACCORDANCE WITH THIS SECTION), OR (II) IF TO THE HOLDER, TO THE
        ADDRESS OR FACSIMILE NUMBER APPEARING ON THE WARRANT REGISTER OR SUCH OTHER
        ADDRESS OR FACSIMILE NUMBER AS THE HOLDER MAY PROVIDE TO THE COMPANY IN
        ACCORDANCE WITH THIS SECTION.
 

          
7

            
          

          
 
15.
NO
        STOCKHOLDER RIGHTS. THIS WARRANT, BY ITSELF, AS DISTINGUISHED FROM ANY
        WARRANT SHARES ISSUED HEREUNDER, SHALL NOT ENTITLE THE HOLDER TO ANY OF THE
        RIGHTS OF A STOCKHOLDER OF THE COMPANY.
 
16.
        WARRANT AGENT. THE COMPANY SHALL APPOINT BNY MELLON SHAREOWNER SERVICES
        AS ITS WARRANT AGENT UNDER THIS WARRANT. UPON 10 DAYS' NOTICE TO THE HOLDER,
        THE
        COMPANY MAY APPOINT A NEW WARRANT AGENT. ANY CORPORATION INTO WHICH THE COMPANY
        OR ANY NEW WARRANT AGENT MAY BE MERGED OR ANY CORPORATION RESULTING FROM
        ANY
        CONSOLIDATION TO WHICH THE COMPANY OR ANY NEW WARRANT AGENT SHALL BE A PARTY
        OR
        ANY CORPORATION TO WHICH THE COMPANY OR ANY NEW WARRANT AGENT TRANSFERS
        SUBSTANTIALLY ALL OF ITS CORPORATE TRUST OR SHAREHOLDERS SERVICES BUSINESS
        SHALL
        BE A SUCCESSOR WARRANT AGENT UNDER THIS WARRANT WITHOUT ANY FURTHER ACT.
        ANY
        SUCH SUCCESSOR WARRANT AGENT SHALL PROMPTLY CAUSE NOTICE OF ITS SUCCESSION
        AS
        WARRANT AGENT TO BE MAILED (BY FIRST CLASS MAIL, POSTAGE PREPAID) TO THE
        HOLDER
        AT THE HOLDER'S LAST ADDRESS AS SHOWN ON THE WARRANT REGISTER.
 
17.
        HOLDER REPRESENTATIONS. THE HOLDER OF THIS WARRANT, BY ACCEPTANCE HEREOF,
        ACKNOWLEDGES THAT THIS WARRANT IS BEING ISSUED BY THE COMPANY IN RELIANCE
        UPON
        THE FOLLOWING REPRESENTATIONS OF THE HOLDER:
(a) the
      Holder is an entity duly organized,
      validly existing and in good standing under the laws of the jurisdiction of
      its
      organization with the requisite power and authority to enter into and to
      consummate the transactions contemplated by the Warrant and otherwise to carry
      out its obligations hereunder. The acceptance of the Warrant has been duly
      authorized by all necessary action and will constitute the valid and legally
      binding obligation of such Holder, enforceable against it in accordance with
      the
      terms hereunder;
 
(b) that
      as of the date hereof,
      the Holder is an “accredited investor” as defined in Rule 501(a) under the
      Securities Act and
      such Holder has such experience in business and financial matters that it is
      capable of evaluating the merits and risks of the
      Warrant. The Holder acknowledges that returns
      based upon
      the Warrant are
      speculative and involve
      a high degree of risk;
 
(c) the
      Holder is not acquiring the Warrant as a result of any advertisement, article,
      notice, meeting or other communication regarding the Warrant published in any
      newspaper, magazine or similar media or broadcast over television or radio
      or
      presented at any seminar or any other general solicitation or general
      advertisement;
 

        
8

          
        

        
 
(d) the
      Holder acknowledges that it has the information (or access to such information)
      with respect to the Company that is necessary for it to make the decision to
      acquire the Warrant and has been afforded (i) the opportunity to ask such
questions
      as it has deemed necessary of, and to receive answers from, representatives
      of
      the Company concerning the terms and conditions of the offering of the Warrant
      and the merits and risks of acquiring the Warrant;
      (ii) information or access to information about the Company and its subsidiaries
      as disclosed in the Company’s filings with the Commission
      and their respective financial conditions, results of operations, business,
      properties, management and prospects sufficient to enable it to evaluate
the
      Warrant;
      and (iii) the opportunity to obtain such additional information that the Company
      possesses or can acquire without reasonable effort or expense that is necessary
      to make an informed decision
      with respect to the Warrant;
 
(e) the
      Holder has independently evaluated the merits of its decision to acquire the
      Warrant and such Holder confirms that it has not relied on the advice of any
      business or legal counsel in making such decision;
 
(f) the
      Holder
      is acquiring the
      Warrant as principal for its own account and
      not with a view to or for distributing or reselling this
      Warrant,
      any part thereof, or
      any Warrant Shares, without
      prejudice, however, to the Holder’s right at all times to sell or otherwise
      dispose of all or any part of the
      Warrant in compliance with applicable federal and state securities
      laws.
      The Holder is acquiring the Warrant in the ordinary course of its business.
      The
      Holder does not have any agreement or understanding, directly or indirectly,
      with any person to distribute the Warrant or any portion
      hereof;
 
(g) the
      Holder understands that the Warrant and any Warrant Shares must be held
      indefinitely unless they are registered
      under the Securities Act or
      an exemption from registration
      is available. The Holder acknowledges that it is familiar with Rule 144 and
      that
      such Xxxxxx has been advised that Rule 144 permits resales only under certain
      circumstances. The Holder understands that to the extent that Rule 144 is not
      available, such Holder will be unable to sell any portion of the Warrant or
      Warrant Shares without either registration under the Securities Act or the
      existence of another exemption from such registration requirement;
      and
 
(h) the
      Holder understands that the Warrant is
      being offered and issued
      in reliance on a transactional exemption from the registration requirements
      of
      federal and state securities laws
      and the Company is relying upon the truth and accuracy of the representations,
      warranties, agreements, acknowledgements and understandings of the Holder set
      forth herein in order to determine the applicability of such exemptions and
      the
      suitability of the Holder to acquire the Warrant.
      The Holder understands that no United States federal or state agency or any
      government or governmental agency has passed upon or made any recommendation
      or
      endorsement of the Warrant.
 
18.
        RELEASE
        AND SATISFACTION.
        THE
        HOLDER HEREBY (A) ACKNOWLEDGES AND CONFIRMS THAT THE ISSUANCE OF THIS WARRANT
        CONSTITUTES THE SATISFACTION IN FULL OF THE COMPANY’S OBLIGATIONS TO THE HOLDER
        UNDER SECTION 2(E) OF THAT CERTAIN REGISTRATION RIGHTS AGREEMENT DATED AS
        OF
        OCTOBER 24, 2006 BY AND AMONG THE COMPANY AND THE INVESTORS IDENTIFIED THEREIN
        AND SECTION 4.11 OF THAT CERTAIN SECURITIES PURCHASE AGREEMENT DATED AS OF
        OCTOBER 24, 2006 BY AND AMONG THE COMPANY AND THE INVESTORS IDENTIFIED THEREIN
        (THE “PENALTY PROVISIONS”) AND (B) IRREVOCABLY RELEASES AND FOREVER DISCHARGES
        THE COMPANY FROM ANY AND ALL CLAIMS, LIABILITIES, OBLIGATIONS, COVENANTS
        OR
        AGREEMENTS ARISING UNDER OR IN CONNECTION WITH THE PENALTY
        PROVISIONS.
 

          
9

            
          

          

19.
        MISCELLANEOUS.
 
(a) This
      Warrant shall be binding on and inure to the benefit of the parties hereto
      and
      their respective successors and assigns. Subject to the preceding sentence,
      nothing in this Warrant shall be construed to give to any Person other than
      the
      Company and the Holder
      any legal or equitable right, remedy or cause of action under this Warrant.
      This
      Warrant may be amended only in writing signed by the Company and the Holder
      and
      their successors and assigns.
 
(b) All
      questions concerning the construction, validity, enforcement and interpretation
      of this Warrant shall be governed by and construed and enforced in accordance
      with the internal laws of the State of New York, without regard to the
      principles of conflicts of law thereof. Each party agrees that all legal
      proceedings concerning the interpretations, enforcement and defense of this
      Warrant and the transactions herein contemplated (“Proceedings”) (whether
      brought against a party hereto or its respective Affiliates, employees or
      agents) shall be commenced exclusively in the New York Courts. Each party hereto
      hereby irrevocably submits to the exclusive jurisdiction of the New York Courts
      for the adjudication of any dispute hereunder or in connection herewith or
      with
      any transaction contemplated hereby or discussed herein, and hereby irrevocably
      waives, and agrees not to assert in any Proceeding, any claim that it is not
      personally subject to the jurisdiction of any New York Court, or that such
      Proceeding has been commenced in an improper or inconvenient forum. Each party
      hereto hereby irrevocably waives personal service of process and consents to
      process being served in any such Proceeding by mailing a copy thereof via
      registered or certified mail or overnight delivery (with evidence of delivery)
      to such party at the address in effect for notices to it under this Warrant
      and
      agrees that such service shall constitute good and sufficient service of process
      and notice thereof. Nothing contained herein shall be deemed to limit in any
      way
      any right to serve process in any manner permitted by law. Each party hereto
      hereby irrevocably waives, to the fullest extent permitted by applicable law,
      any and all right to trial by jury in any legal proceeding arising out of or
      relating to this Warrant or the transactions contemplated hereby. If either
      party shall commence a Proceeding to enforce any provisions of this Warrant,
      then the prevailing party in such Proceeding shall be reimbursed by the other
      party for its attorney’s fees and other costs and expenses incurred with the
      investigation, preparation and prosecution of such
      Proceeding.
 
(c) The
      headings herein are for convenience only, do not constitute a part of this
      Warrant and shall not be deemed to limit or affect any of the provisions
      hereof.
 
(d) In
      case
      any one or more of the provisions of this Warrant shall be invalid or
      unenforceable in any respect, the validity and enforceability of the remaining
      terms and provisions of this Warrant shall not in any way be affected or
      impaired thereby and the parties will attempt in good faith to agree upon a
      valid and enforceable provision which shall be a commercially reasonable
      substitute therefor, and upon so agreeing, shall incorporate such substitute
      provision in this Warrant.
 
(e) Prior
      to exercise of this Warrant, the Holder hereof shall not, by reason of by being
      a Holder, be entitled to any rights of a stockholder with respect to the Warrant
      Shares.
 
[REMAINDER
      OF XXXX INTENTIONALLY LEFT BLANK,
SIGNATURE
      PAGE FOLLOWS]
 

        
10

          
        

        

 
IN
      WITNESS WHEREOF, the Company has caused this Warrant to be duly executed by
      its
      authorized officer as of the date first indicated above.


      

          
             
            ASIAN
                FINANCIAL, INC.

          

             
             
          

             
             
          

             
            By:
                /s/ Xxxxxx Xxx

          

             
            Name:
                Xxxxxx Xxx

          

             
            Title:
                Chief Executive Officer

          

    


      

          
            Acceptance
                of this Warrant, including the exhibits attached
                hereto,

          

            and
                the terms and conditions herein acknowledged by:

          

             
             
             
          

            [INVESTOR]

             
          

             
             
             
          

             
             
             
          

            By:

             
             
          

             
            Name:

             
          

             
            Title:

             
          

    
 

        
11

          
        

        
 
EXERCISE
      NOTICE
Asian
      Financial, Inc.
WARRANT
      DATED DECEMBER 31, 2007
 
The
      undersigned Holder hereby irrevocably elects to purchase _____________ shares
      of
      Common Stock pursuant to the above referenced Warrant. Capitalized terms used
      herein and not otherwise defined have the respective meanings set forth in
      the
      Warrant.
 

      

          
            (1)

            The
                undersigned Holder hereby exercises its right to purchase
                _________________ Warrant Shares pursuant to the
                Warrant.

          

    
 
 

      

          
            (2)

            The
                Holder intends that payment of the Exercise Price shall be made as
                (check
                one):

          

    
 

        

            
               
              ________

               
              “Cash
                  Exercise” under Section 10

               
            

               
               
               
               
               
            

               
              ________

               
              “Cashless
                  Exercise” under Section 10

               
            

      
 

      

          
            (3)

            If
                the holder has elected a Cash Exercise, the holder shall pay the
                sum of
                $____________ to the Company in accordance with the terms of the
                Warrant.

          

    
 

      

          
            (4)

            Pursuant
                to this Exercise Notice, the Company shall deliver to the holder
                _______________ Warrant Shares in accordance with the terms of the
                Warrant.

          

    
 

      

          
            (5)

            By
                its delivery of this Exercise Notice, the undersigned is
                hereby making the same representations and warranties as of the date
                of
                exercise as those set forth in Section 16 of the Warrant.

          

    


      

          
            (6)

            By
                its delivery of this Exercise Notice, the undersigned represents
                and
                warrants to the Company that in giving effect to the exercise evidenced
                hereby the Holder will not beneficially own in excess of the number
                of
                shares of Common Stock (determined in accordance with Section 13(d)
                of the
                Securities Exchange Act of 1934) permitted to be owned under Section
                11 of
                this Warrant to which this notice
                relates.

          

    
 

        

            
               
               
               
               
            

               
               
               
               
            

              Dated:
                  

              ______________,
               
              Name
                  of Xxxxxx:

            

               
               
               
               
            

               
               
               
              (Print)
                  

            

               
               
               
               
            

               
               
               
              By:

            

               
               
               
              Name:

            

               
               
               
              Title:

            

               
               
               
               
            

               
               
               
              (Signature
                  must conform in all respects to name of holder as specified on
                  the face of
                  the Warrant)

            

      
 

        
12

          
        

        

Warrant
      Shares Exercise Log
 

      

          
            Date

            Number
                of Warrant Shares Available to be Exercised

            Number
                of Warrant Shares Exercised

            Number
                of Warrant Shares Remaining to be Exercised

          

             
             
 
 
 
 
 
 
 
 
 
 
 
 
 
 

             
             
          

    
 

        
13

          
        

        
 
ASIAN
      FINANCIAL, INC. 
WARRANT
      DATED DECEMBER 31, 2007
[WARRANT
      NO.]
 
FORM
      OF
      ASSIGNMENT
 
[To
      be
      completed and signed only upon transfer of Warrant]
 
FOR
      VALUE
      RECEIVED, the undersigned hereby sells, assigns and transfers unto
      ________________________________ the right represented by the above-captioned
      Warrant to purchase ____________ shares of Common Stock to which such Warrant
      relates and appoints ________________ attorney to transfer said right on the
      books of the Company with full power of substitution in the
      premises.
 

        

            
              Dated:

              _________________,___

               
               
               
               
            

               
               
               
               
               
               
               
               
            

               
               
               
               
               
               
               

               
            

               

               
               
               
               
               
              (Signature
                must conform in all respects to name of holder as specified on the
                face of
                the Warrant)
            

               
               
               
               
               
               
              __________________________________

               
            

               
               
               
               
               
               
              Address
                  of Transferee

               
            

               
               
               
               
               
               
              
              
               
            

               
               
               
               
               
               
              __________________________________

               
            

               
               
               
               
               
               
              __________________________________

               
            

               
               
               
               
               
               
               
            

              In
                  the presence of:

               
               
               
               
               
               
            

              ___________________________

               
               
               
               
            

      
 

        
14

          
        

        
EXHIBIT
      99.1

 
FORM
      OF
      WARRANT
 

        
15

          
        

        
Document Metadata

Table of Contents

NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...

Document Metadata

	X = Y [(A-B)/A]
where:
	X = the number of Warrant Shares to be issued to the Holder.
	Y = the number of Warrant Shares with respect to which this Warrant is being exercised.
	A = the average of the closing prices for the five Trading Days immediately prior to (but not including) the Date of Exercise.
	B = the Exercise Price.
	ASIAN FINANCIAL, INC.


	By: /s/ Xxxxxx Xxx
	Name: Xxxxxx Xxx
	Title: Chief Executive Officer
Acceptance of this Warrant, including the exhibits attached hereto,
and the terms and conditions herein acknowledged by:

[INVESTOR]


By:
	Name:
	Title:
	________		“Cash Exercise” under Section 10

	________		“Cashless Exercise” under Section 10


Dated:	______________,	Name of Xxxxxx:

		(Print)

		By:
		Name:
		Title:

		(Signature must conform in all respects to name of holder as specified on the face of the Warrant)
Date	Number of Warrant Shares Available to be Exercised	Number of Warrant Shares Exercised	Number of Warrant Shares Remaining to be Exercised
Dated:	_________________,___


		(Signature must conform in all respects to name of holder as specified on the face of the Warrant)
		__________________________________
		Address of Transferee

		__________________________________
		__________________________________

In the presence of:
___________________________