[FORM OF LOCK-UP AGREEMENT]



                                October __, 1996



Janco Partners, Inc.
5251 DTC Parkway, Suite 1010
Englewood, Colorado 80111

         Re:      Agreement and Representation Concerning
                  Accelr8 Technology Corporation
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Ladies and Gentlemen:

     Reference  is  made to a  proposed  public  offering  (the  "Offering")  of
1,000,000  shares of no par value common  stock (the "Common  Stock") of Accelr8
Technology Corporation (the "Company"),  pursuant to a Registration Statement on
Form SB-2 (the "Registration Statement") filed with the United States Securities
and  Exchange  Commission  and certain  states and to be  underwritten  by Janco
Partners,  Inc.  (the  "Representative"),   as  representative  of  the  several
Underwriters.

     In order to induce you to enter  into an  Underwriting  Agreement  with the
Company that relates to the Offering, the undersigned officer,  director, or key
employee of the Company hereby agrees as follows:

     1. I will not sell, pledge, hypothecate, or otherwise dispose of any shares
of Common Stock of the Company owned of record or  beneficially  by me as of the
date of effectiveness of the Registration Statement (collectively,  my "Shares")
for a period  of three (3)  months  from such  date  without  the prior  written
consent of the Representative.

     2. I will  place my Shares in an escrow  account to be  established  by the
Company, at the Company's expense, with the Company's corporate counsel.

     In addition, notwithstanding the foregoing, I may make private dispositions
or gifts of my Shares if such  securities  constitute  "restricted  securities,"
within the meaning of Rule 144 under the Securities Act of 1933, in the hands of
the acquiring  persons and if the acquiring persons agree in writing to be bound
by the provisions of this Agreement.

     This  Agreement  shall not be revoked or withdrawn by me,  except that this
Agreement  shall  lapse  if  Janco  Partners,  Inc.  withdraws  from or does not
complete the Offering.

                                 Very truly yours,



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