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Bankest Capital Corp – ‘SC 13D’ on 3/13/03 re: Stratesec Inc

On: Thursday, 3/13/03, at 4:15pm ET · Accession #: 1021408-3-4224 · File #: 5-52513

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 3/13/03  Bankest Capital Corp              SC 13D                 1:22K  Stratesec Inc                     Donnelley R… Fin’l/NY/FA

General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D      General Statement of Beneficial Ownership             15     49K

Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Contacts, Arrangements, Understandings or Relationships With Respect Identity and Background Interest in Securities of the Issuer Material to be Filed as Exhibits Purpose of Transaction Security and Issuer Source and Amount of Funds or Other Consideration
1	1st Page - Filing Submission
7	Item 1. Security and Issuer
"	Item 2. Identity and Background
"	Item 3. Source and Amount of Funds or Other Consideration
"	Item 4. Purpose of Transaction
8	Item 5. Interest in Securities of the Issuer
"	Item 6. Contacts, Arrangements, Understandings or Relationships With Respect
9	Item 7. Material to be Filed as Exhibits

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 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)

Stratesec Incorporated
------------------------
(Name of Issuer)

Common Stock, $.01 Par Value
--------------------------------
(Title of Class of Securities)

 862792108
----------------
(CUSIP Number)

 Eduardo Orlansky, President
 Bankest Capital Corp.
 999 Brickell Avenue
Miami, Florida 33131
 Phone: (305) 358-5610
 ---------------------
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)

January 24, 2003
----------------
 (Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report 
the acquisition that is the subject of this Schedule 13D, and is filing this    
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box
9.                                                                              

Note: Schedules filed in paper format shall include a signed original and five  
copies of the schedule, including all exhibits. See Rule 13d-7(b) for other     
parties to whom copies are to be sent.                                          

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of   
1934 (the "Act") or otherwise subject to the liabilities of that section of the 
Act but shall be subject to all other provisions of the Act (however, see the   
Notes).                                                                         

Page 1 of 10

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SCHEDULE 13D

CUSIP No.  862792108                                                Page 2 of 10

1    NAMES OF REPORTING PERSONS                            Bankest Capital Corp.
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)       592763892

2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                     (a)[_]
     N/A                                                                  (b)[_]

3    SEC USE ONLY                                                               

4    SOURCE OF FUNDS*                                                         AF

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                   
     PURSUANT TO ITEM 2(d) or 2(e)                                           [_]

N/A                                                                   

6    CITIZENSHIP OR PLACE OF ORGANIZATION                                Florida

NUMBER OF                7       SOLE VOTING POWER                     6,600,000
SHARES                                                                          
BENEFICIALLY             8       SHARED VOTING POWER                           0
OWNED BY                                                                        
EACH                     9       SOLE DISPOSITIVE POWER                6,600,000
REPORTING                                                                       
PERSON WITH              10      SHARED DISPOSITIVE POWER                      0

11   AGGREGATE AMOUNT BENEFICIALLY OWNED                                        
     BY EACH REPORTING PERSON                                   6,600,000 shares

12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES                     
     CERTAIN SHARES*                                                         [_]
N/A                                                                   

13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                   42.88%

14   TYPE OF REPORTING PERSON*                                                CO

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SCHEDULE 13D

CUSIP No.  862792108                                          Page 3 of 10 Pages

1    NAMES OF REPORTING PERSONS                      Bankest International, Inc.
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)       591383879

2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                     (a)[_]
                                                                          (b)[_]

N/A                                                                   

3    SEC USE ONLY                                                               

4    SOURCE OF FUNDS*                                                         AF

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                   
     PURSUANT TO ITEM 2(d) or 2(e)                                           [_]

N/A                                                                   

6    CITIZENSHIP OR PLACE OF ORGANIZATION                                Florida

NUMBER OF                7       SOLE VOTING POWER                             0
SHARES                                                                          
BENEFICIALLY             8       SHARED VOTING POWER                           0
OWNED BY                                                                        
EACH                     9       SOLE DISPOSITIVE POWER                        0
REPORTING                                                                       
PERSON WITH              10      SHARED DISPOSITIVE POWER                      0

11   AGGREGATE AMOUNT BENEFICIALLY OWNED                                        
     BY EACH REPORTING PERSON                             6,600,000 shares owned
by the above Reporting Person's wholly-owned subsidiary, Bankest Capital Corp.  
--------------------------------------------------------------------------------

12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES                     
     CERTAIN SHARES*                                                         [_]
N/A                                                                   
---                                                                   

13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                   42.88%

14   TYPE OF REPORTING PERSON*                                                CO

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SCHEDULE 13D

CUSIP No.  862792108                                          Page 4 of 10 Pages

1    NAMES OF REPORTING PERSONS                                E.S. Bankest L.C.
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)       650887242

2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                     (a)[_]
                                                                          (b)[_]

N/A                                                                   

3    SEC USE ONLY                                                               

4    SOURCE OF FUNDS*                                                         OO

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                   
     PURSUANT TO ITEM 2(d) or 2(e)                                           [_]

N/A                                                                   

6    CITIZENSHIP OR PLACE OF ORGANIZATION                                Florida

NUMBER OF                7       SOLE VOTING POWER                             0
SHARES                                                                          
BENEFICIALLY             8       SHARED VOTING POWER                           0
OWNED BY                                                                        
EACH                     9       SOLE DISPOSITIVE POWER                        0
REPORTING                                                                       
PERSON WITH              10      SHARED DISPOSITIVE POWER                      0

11   AGGREGATE AMOUNT BENEFICIALLY OWNED                                        
     BY EACH REPORTING PERSON                             6,600,000 shares owned
by the above Reporting Person parent, Bankest Capital Corp.                     
-----------------------------------------------------------                     

12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES                     
     CERTAIN SHARES*                                                         [_]
N/A                                                                   
---                                                                   

13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                   42.88%

14   TYPE OF REPORTING PERSON*                                                OO

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SCHEDULE 13D

CUSIP No. 862792108                                           Page 5 of 10 Pages

1    NAMES OF REPORTING PERSONS                                 Eduardo Orlansky
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)       N/A 

2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                     (a)[_]
                                                                          (b)[_]

N/A                                                                   
---                                                                   

3    SEC USE ONLY                                                               

4    SOURCE OF FUNDS*                                                         AF

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                   
     PURSUANT TO ITEM 2(d) or 2(e)                                           [_]
N/A                                                                   

6    CITIZENSHIP OR PLACE OF ORGANIZATION                                 U.S.A.

NUMBER OF                7       SOLE VOTING POWER                             0
SHARES                                                                          
BENEFICIALLY             8       SHARED VOTING POWER                           0
OWNED BY                                                                        
EACH                     9       SOLE DISPOSITIVE POWER                        0
REPORTING                                                                       
PERSON WITH              10      SHARED DISPOSITIVE POWER                      0

11   AGGREGATE AMOUNT BENEFICIALLY OWNED                                        
     BY EACH REPORTING PERSON                             6,600,000 shares owned
by Bankest Capital Corp., which is wholly-owned by Bankest International, Inc., 
50% of the capital stock of which is owned by the above Reporting Person        
------------------------------------------------------------------------        

12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES                     
     CERTAIN SHARES*                                                         [_]
N/A                                                                   
---                                                                   

13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                   42.88%

14   TYPE OF REPORTING PERSON*                                                IN

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SCHEDULE 13D

CUSIP No.  862792108                                          Page 6 of 10 Pages

1    NAMES OF REPORTING PERSONS                                  Hector Orlansky
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)       N/A 

2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                     (a)[_]
                                                                          (b)[_]

N/A                                                                   
---                                                                   

3    SEC USE ONLY                                                               

4    SOURCE OF FUNDS*                                                         AF

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                   
     PURSUANT TO ITEM 2(d) or 2(e)                                           [_]

N/A                                                                   

6    CITIZENSHIP OR PLACE OF ORGANIZATION                                 U.S.A.

NUMBER OF                7       SOLE VOTING POWER                             0
SHARES                                                                          
BENEFICIALLY             8       SHARED VOTING POWER                           0
OWNED BY                                                                        
EACH                     9       SOLE DISPOSITIVE POWER                        0
REPORTING                                                                       
PERSON WITH              10      SHARED DISPOSITIVE POWER                      0

11   AGGREGATE AMOUNT BENEFICIALLY OWNED                                        
     BY EACH REPORTING PERSON                             6,600,000 shares owned
by Bankest Capital Corp., which is wholly-owned by Bankest International, Inc., 
50% of the capital stock of which is owned by the above Reporting Person        
------------------------------------------------------------------------        

12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES                     
     CERTAIN SHARES*                                                         [_]
N/A                                                                   
---                                                                   

13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                   42.88%

14   TYPE OF REPORTING PERSON*                                                IN

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Item 1.  Security and Issuer                                                    
-------------------                                           

       This Schedule 13D relates to the common stock, par value $.01 per
share ("Common Stock"), of Stratesec Incorporated, a Delaware corporation (the  
"Issuer"). The principal executive offices of the Issuer are located at 14360   
Sullyfield Circle, Suite B, Chantilly, Virginia 20151.                          

Item 2.    Identity and Background                                              
-----------------------                                   

      a.- f.   This Schedule 13D is being filed by (i) Bankest Capital
          Corp., a Florida corporation ("BCC"); (ii) Bankest
                 International, Inc., a Florida corporation ("BII"); (iii)
              E.S. Bankest L.C., a Florida limited liability company
               ("ESB"); (iv) Eduardo Orlansky ("E. Orlansky"); and (v)
                  Hector Orlansky ("H. Orlansky"). The principal business of
          BCC is accounts receivable and trade financing and
                factoring. BCC provides financing to customers in a wide
              variety of industries, and owns all of the outstanding
               membership interests of ESB. ESB is also engaged in the
                  factoring business. BII is a holding company that owns all
         of the outstanding capital stock of BCC and other
                 non-finance/factoring subsidiaries, and conducts no other
                   business. ESB's, BCC's, BII's principal business address is
              999 Brickell Avenue, 11th Floor, Miami, Florida 33131.

                   E. Orlansky and H. Orlansky each own 50% of the outstanding
             capital stock of BII. E. Orlansky is the Director and
                   President of BII, the Director and President of BCC and the
               Manager, Director and Chairman of ESB, respectively. H.
                   Orlansky is the Director and Secretary of BII, the Director
               and Vice President of BCC and the Manager, Director and
              President of ESB, respectively. The principal business
                 address of E. Orlansky and H. Orlansky is Bankest Capital
              Corp., 999 Brickell Avenue, 11th Floor, Miami, Florida
                33131. The name, position, present principal occupation,
                    principal business address and citizenship of each executive
                 officer and director of BII, BCC and ESB are set forth on
          Appendix A attached hereto and made a part hereof.

             During the past five years, none of BCC, BII, ESB, E.
               Orlansky, or H. Orlansky, and, to the knowledge of such
                 Reporting Persons, none of the other individuals named on
               Appendix A hereto, (i) has been convicted in a criminal
           proceeding (excluding traffic violations or similar
                    misdemeanors) or (ii) during the past five years, has been a
                   party to a civil proceeding of a judicial or administrative
              body of competent jurisdiction and as a result of such
                   proceeding was or is subject to a judgment, decree or final
               order enjoining future violations of, or prohibiting or
                    mandating activities subject to, federal or state securities
                laws or finding any violation with respect to such laws.

Item 3.    Source and Amount of Funds or Other Consideration                    
-------------------------------------------------         

See response to Item 4 below.                             

Item 4.    Purpose of Transaction                                               
----------------------                                    

       This Schedule 13D is being filed as a result of (i) the execution
and delivery of the Stratesec Incorporated Agreement dated January 24, 2003 (the
"Stratesec Agreement") between the Issuer and ESB; and (ii) the issuance by the 
Issuer to BCC of 6,600,000 shares of Common Stock (the "Shares") on March 3,    
2003 pursuant to the terms of the Stratesec Agreement.                          

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Pursuant to the terms of the Stratesec Agreement, the Issuer agreed with ESB to 
sell a total of 7,000,000 shares of Common Stock to ESB and/or its designees at 
$0.25 per share, for a total consideration of $1,750,000, with payment for such 
shares to be made to the Issuer by deducting a total of $1,750,000 from the     
Issuer's outstanding indebtedness to ESB. In accordance with the Stratesec      
Agreement, ESB designated BCC to receive the 6,600,000 of the 7,000,000 shares, 
and designated Diana Garmendia to receive the remaining 400,000 shares (the     
"Garmendia Shares"). Ms. Garmendia is not an affiliate of ESB, BCC, BII, E.     
Orlansky or H. Orlansky, and has no beneficial ownership interest in the Shares.
None of ESB, BCC, BII, E. Orlansky or H. Orlansky has any beneficial ownership  
interest in the Garmendia Shares. No consideration was received by ESB or any of
the other Reporting Persons in connection with Ms. Garmendia's acquisition of   
the Garmendia Shares.                                                           

        The undersigned Reporting Persons do not have any present plans or
proposals relating to or that would result in: (a) the acquisition by any person
of additional securities of the Issuer or the disposition of securities of the  
Issuer; (b) an extraordinary corporate transaction, such as a merger,           
reorganization or liquidation, involving the Issuer or any of its subsidiaries; 
(c) a sale or transfer of a material amount of assets of the Issuer or any of   
its subsidiaries; (d) any change in the present board of directors or management
of the Issuer, including, but not limited to, any plans or proposals to change  
the number or the term of directors or to fill any existing vacancies on the    
board; (e) any material change in the present capitalization or dividend policy 
of the Issuer; (f) any other material change in the Issuer's corporate structure
or business; (g) any change in the Issuer's certificate of incorporation or     
by-laws, or other actions which may impede the acquisition of control of the    
Issuer by any person; (h) causing a class of securities of the Issuer to be     
de-listed from a national securities exchange or to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national securities  
association; (i) a class of equity securities of the Issuer becoming eligible   
for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) 
any action similar to those enumerated above.                                   

         The foregoing descriptions of the Stratesec Agreement are qualified
in their entirety by reference to such agreement, a copy of which is filed as an
exhibit to this Schedule 13D and is incorporated by reference herein.           

Item 5.    Interest in Securities of the Issuer                                 
------------------------------------                      

           a. - b. As of March 3, 2003, BCC beneficially owned the Shares, which
          represent 42.88% of the outstanding shares of the Issuer on March 3,
       2003, based on information received from the Issuer. BCC has sole
           voting and investment power with respect to the Shares. As the holder
         of all of the outstanding shares of Common Stock of BCC, BII may be
           deemed to be the beneficial owner of the Shares. As the holder of 50%
      of the capital stock of BII, E. Orlansky may be deemed to be the
         beneficial owner of the Shares. As the holder of 50% of the capital
           stock of BII, H. Orlansky may be deemed to be the beneficial owner of
the Shares.                                               

c.   Not applicable.                                      

d.   Not applicable.                                      

e.   Not applicable.                                      

Item 6.    Contacts, Arrangements, Understandings or Relationships With Respect 
          --------------------------------------------------------------------
to Securities of the Issuer                               
---------------------------                               

     See response to Item 4 above. Other than as set forth in Item 4
           above, to the knowledge of the undersigned Reporting Persons, none of
      the persons identified in Item 2 or in Annex A is a party to any
          contract, arrangement, understanding or relationship with respect to
         any securities of the Issuer and none of the securities as to which
       this Schedule 13D relates is pledged or is otherwise subject to a
          contingency the occurrence of which would give another person voting
power or investment power over such securities.           

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Item 7.    Material to be Filed as Exhibits                                     
--------------------------------                          

          A.   Stratesec Incorporated Agreement dated January 24, 2003 between
Stratesec Incorporated and E. S. Bankest L.C.   

           B.   Joint Filing Agreement dated March 12, 2003 by and among Bankest
                Capital Corp., Bankest International, Inc., Eduardo Orlansky and
Hector Orlansky                                 

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Signature                                                                       

After reasonable inquiry and to the best of its or his knowledge and belief,    
each of the undersigned certifies that the information set forth in this        
statement is true, complete and correct.                                        

Date:  March 12, 2003                                                           

                         Bankest Capital Corp.

                             By:  /s/ Eduardo Orlansky
                                ----------------------
                                         Eduardo Orlansky, President

                               Bankest International, Inc.

                             By:  /s/ Eduardo Orlansky
                                ----------------------
                                         Eduardo Orlansky, President

                     E.S. Bankest L.C.

                             By:  /s/ Eduardo Orlansky
                                ----------------------
                                       Eduardo Orlansky, Manager

                        /s/ Eduardo Orlansky
                        --------------------
                    Eduardo Orlansky

                       /s/ Hector Orlansky
                       -------------------
                   Hector Orlansky

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                                                                      APPENDIX A

 OFFICERS, DIRECTORS AND MANAGERS OF E.S. BANKEST L.C.

Name                    Title                 Address               Citizenship 
----                    -----                 -------               ----------- 

Eduardo Orlansky        Manager               999 Brickell Avenue            USA
Director              11th Floor
          Chairman              Miami, Florida 33131

Hector Orlansky         Manager               999 Brickell Avenue            USA
Director              11th Floor
          President             Miami, Florida 33131

Dominick Parlapiano     Manager               999 Brickell Avenue            USA
Director              11th Floor
          Sr. Vice President    Miami, Florida 33131

Edward L. Dubner        Sr. Vice President    999 Brickell Avenue            USA
                      11th Floor
                                Miami, Florida 33131

Carlos Mendez           Sr. Vice President    999 Brickell Avenue            USA
                      11th Floor
                                Miami, Florida 33131

 OFFICERS AND DIRECTORS OF BANKEST CAPITAL CORP.

Name                    Title                 Address               Citizenship 
----                    -----                 -------               ----------- 

Eduardo Orlansky        Director              999 Brickell Avenue            USA
President             11th Floor
                                Miami, Florida 33131

Hector Orlansky         Director              999 Brickell Avenue            USA
Vice President        11th Floor
          Secretary             Miami, Florida 33131
Treasurer                       

Dominick Parlapiano     Vice President        999 Brickell Avenue            USA
                      11th Floor
                                Miami, Florida 33131

Carlos Mendez           Vice President        999 Brickell Avenue            USA
                      11th Floor
                                Miami, Florida 33131

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 OFFICERS AND DIRECTORS OF BANKEST INTERNATIONAL, INC.

Name                    Title                 Address               Citizenship 
----                    -----                 -------               ----------- 

Eduardo Orlansky        Director              999 Brickell Avenue            USA
President             11th Floor
                                Miami, Florida 33131

Hector Orlansky         Director              999 Brickell Avenue            USA
Secretary             11th Floor
                                Miami, Florida 33131

2 of 2

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                                                                       Exhibit A

STRATESEC INCORPORATED
 AGREEMENT

STRATESEC Incorporated ("STRATESEC", the "Company") agrees to sell 7,000,000    
(seven million) shares of newly issued common stock, par value $0.01 per share  
(the "Shares") to E. S. Bankest LLC and/or its designees ("Bankest et al."), at 
$0.25/share for total consideration of $1,750,000, with payment made to         
STRATESEC by deducting $1,750,000 from STRATESEC's outstanding indebtedness to  
E.S. Bankest LLC.                                                               

E.S. Bankest LLC and/or its designees ("Bankest et al.") hereby represent and   
warrant to the Company as follows:                                              

     (a) Experience. They are accredited investors (i) within the meaning of
----------                                                
Regulation D promulgated under the Securities Act and (ii) is/are experienced in
evaluating and investing in companies such as the Company, are able to fend for 
themselves in the transactions contemplated, have such knowledge and experience 
in financial and business matters as to be capable of evaluating the merits and 
risks of Bankest et al.'s investment, and have the ability to bear the economic 
risks of such investment hereunder.                                             

      (b) Investment. Bankest et al. is acquiring the Shares for investment in
----------                                                
its own accounts. Bankest et al. understands that the Shares have not been      
registered under the Securities Act of 1933 by reason of a specific exemption   
from the registration provisions of the Securities Act.                         

 (c) Public Market. Bankest et al. understands that the Shares being
-------------                                             
acquired may not be sold or publicly traded until the Company files a           
registration statement with the Securities and Exchange Commission. The Company 
agrees that it will include the Shares being acquired by Bankest et al. in any  
registration statement with the Securities and Exchange Commission. The Company 
agrees that it will include the Shares being acquired by Bankest et al. in any  
registration statement that it files in connection with the registration of its 
securities. The Company will cooperate in any sale of securities by Bankest et  
al. in compliance with Rule 144 and will pay the costs of any legal opinion     
required in relation to the sale or transfer of the Shares.                     

    (d) Access to Data. Bankest et al. has carefully reviewed all material
--------------                                            
and information relevant to the Company provided to them, and have made such    
independent investigations as they have deemed necessary. Bankest et al. has    
received all of the information they believe required to make an informed       
decision regarding this investment. Any questions raised by Bankest et al.      
concerning the transaction have been answered to their satisfaction. Bankest et 
al.'s decision to invest is based on Bankest et al.'s own evaluation of the     
risks and merits of the investment and the Company's proposed business          
activities.                                                                     

1 

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ES. Bankest, LLC and/or its designees represents that the foregoing is true and 
correct to the best of their knowledge.                                         

Dated: January 24, 2003, at Miami, Florida.                                     

                      /s/ Eduardo Orlansky
                                        ----------------------------------------
           Signature

                  Eduardo Orlansky
                                        ----------------------------------------
                                    (Investor's Name Printed or Typed)

                                    Address: 999 Brickell Ave, Penthouse
                                                --------------------------------
                  Miami, Fl. 33131
                                        ----------------------------------------

Accepted and Agreed to,                                                         

STRATESEC,Incorporated                                                          

By: Wirt D. Walker, III                                                         
-----------------------------------                                       
Wirt D. Walker, III, Chairman                                           

Date: January 27, 2003                                                          
----------------------------------                                    

2 

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                                                                       EXHIBIT B

JOINT FILING AGREEMENT

The undersigned, Bankest Capital Corp., Bankest International, Inc., E.S.       
Bankest L.C., Eduardo Orlansky and Hector Orlansky agree that the Schedule 13D  
to which this Agreement is attached, relating to the common stock, par value    
$.01 per share, of Stratesec Incorporated, is filed on behalf of each such      
party.                                                                          

Date:  March 12, 2003                                                           

                                 Bankest Capital Corp.

                                     By:  /s/ Eduardo Orlansky
                                        ----------------------
                                               Eduardo Orlansky, President

                                       Bankest International, Inc.

                                     By:  /s/ Eduardo Orlansky
                                        ----------------------
                                                 Eduardo Orlansky, President

                             E.S. Bankest L.C.

                                     By:  /s/ Eduardo Orlansky
                                        ----------------------
                                               Eduardo Orlansky, Manager

                                /s/ Eduardo Orlansky
                                --------------------
                            Eduardo Orlansky

                               /s/ Hector Orlansky
                               -------------------
                           Hector Orlansky

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘SC 13D’ Filing	Date	First	Last	Other Filings

Filed on:	3/13/03			None on these Dates
	3/12/03	9	15
	3/3/03	7	8
	1/27/03	14
	1/24/03	1	14
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Filing Submission 0001021408-03-004224 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Bankest Capital Corp – ‘SC 13D’ on 3/13/03 re: Stratesec Inc

On: Thursday, 3/13/03, at 4:15pm ET · Accession #: 1021408-3-4224 · File #: 5-52513

General Statement of Beneficial Ownership — Schedule 13DFiling Table of Contents

Document Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents