IMAGEWARE SYSTEMS, INC. First Amendment to SECURITY AGREEMENT

Exhibit 99.4

IMAGEWARE SYSTEMS, INC.

First Amendment to SECURITY AGREEMENT

This Amendment to the Security Agreement (this "Amendment") is made as of June 9, 2011, by and between Imageware Systems, Inc., a Delaware corporation ("Borrower"), and Xxxx Xxxxxxx, (together with his successors and assigns including but not limited to Xxxxxxx Capital Management Money Purchase Plan Dated 12/23/87, “Lender”).

The Security Agreement is hereby amended as follows:

Section A under RECITALS is amended to replace $5,500,000 in the first sentence with $6,000,000.  

In addition Section A under RECITALS is amended to include an additional reference (“f”) to the promissory note issued to Xxxx Xxxxxxx on 6/9/2011 for $500,000.  The added reference will be as shown below:

f.

Xxxx Xxxxxxx Dated – 6/9/2011  -  $500,000

IN WITNESS WHEREOF, the undersigned parties have executed this Amendment the day and year first above written.

IMAGEWARE SYSTEMS, INC.

/s/ Xxxxx Wetherell__________________

Name:

Xxxxx Xxxxxxxxx

Title: SVP & CFO

XXXX XXXXXXX

/s/ Xxxx Goldman____________________