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Imageware Systems Adjourns Special Shareholders' Meeting until January 12, 2006 to Vote on Reincorporation Proposal

SAN DIEGO, CA, December 15, 2005 - ImageWare Systems, Inc. (AMEX: IW), a world leading developer and provider of identity management solutions, today announced that it adjourned its special meeting of shareholders that took place today in order to continue to solicit votes in favor of its Delaware reincorporation proposal. The special meeting had been convened to vote on approval of a reincorporation merger, the sole purpose of which was to change ImageWare's state of incorporation from California to Delaware. The ImageWare special meeting was adjourned and the vote postponed until January 12, 2006 at 11:00 a.m. Pacific time at The Radisson Suite Hotel, Rancho Bernardo, 11520, West Bernardo Court, San Diego, California 92127.

Valid proxies submitted by ImageWare shareholders prior to the December 15, 2005 meeting will continue to be valid for purposes of the reconvened meeting. ImageWare shareholders are entitled to change their votes or revoke their proxies at any time prior to the vote being taken. ImageWare has retained Georgeson Shareholder to assist it in soliciting proxies and will pay fees of approximately $7,500 plus reimbursement of expenses for these services.

ImageWare shareholders as of the November 1, 2005 record date who have not voted and wish to do so should contact Wayne Wetherell, ImageWare's CFO and Corporate Secretary, at (858) 673-8600.

About ImageWare Systems, Inc.
ImageWare Systems, Inc. (AMEX:IW), is a leading developer and provider of identity management solutions, providing biometric, secure credential, law enforcement and digital imaging technologies. Scalable for worldwide deployment, the Company's biometric product line includes a multi-biometric engine that is hardware and algorithm independent, enabling the enrollment and management of unlimited population sizes. ImageWare's identification products are used to manage and issue secure credentials including national IDs, passports, driver licenses, smart cards and access control credentials. ImageWare's digital booking products provide law enforcement with integrated mug shot, fingerprint Livescan and investigative capabilities. The Company also provides comprehensive digital workflow solutions for the professional photography industry. ImageWare is headquartered in San Diego, with offices in Washington DC and Canada. For more information visit www.iwsinc.com.

Safe Harbor Statement
This news release may contain forward-looking statements made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. While these statements are meant to convey to the public the company's progress, business opportunities and growth prospects, readers are cautioned that such forward-looking statements represent management's opinion. While management believes such representation to be true and accurate based on the information available to the company, actual results may differ materially from those described. The company's operations and business prospects are always subject to risks and uncertainties. Important facts that may cause actual results to differ are set forth in the company’s periodic filings with the U.S. Securities and Exchange Commission.


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