Abacus Research and Development, Inc.
                           SUBSCRIPTION AGREEMENT

1.  INVESTMENT:

(a)  The  undersigned  subscribes for           shares  of  Common  Stock  of
     Abacus Research and Development, Inc. at $5.00 per share.

(b)  Total subscription price ($5.00 times number of shares): = $          .

Signatures:
     Executed this        day of         2002 at            ,
                                                      City       State

X                                       X
Signature                               Signature
(investor or authorized signature)      (investor or authorized signature)

2.  INVESTOR INFORMATION:

                                                            ______________
Name (type or print)          Social Sec. No.               Address

                                                            ______________
Name (type or print)          Social Sec. No.               Address


Mailing Address:                                            ______________
                  Street                City      State          Zip

Business Phone  (   )                        Home Phone (  )

3.  TYPE OF OWNERSHIP:   (You must check one box)

1.[  ] Individual           6.[  ] Joint Tenants with rights of Survivorship

2.[  ] Tenants in Common    7.[  ] Custodian for ___________________________

3.[  ] Community Property  8 [  ] Uniform Gifts to Minors Act of the State of
                                   _____________

4.[  ] Partnership          9.[  ] Corporation _____________________

5.[  ] Trust               10.[  ] Other (explain) ________________

4.  RECEIPT OF DISCLOSURE DOCUMENT:

     By  executing  this subscription agreement the undersigned  acknowledges
receipt of a current Disclosure Document, as supplemented to the date of this
Subscription Agreement, in which the terms and conditions of the offering  of
Common Stock and the risks associated therewith are described.

5.  TERMINATION OF THE OFFERING:

     The  undersigned understands that the Company may terminate the offering
at  any  time and for any reason.  If the offering is so terminated, and  the
Company, and/or the Escrow Agent, is holding subscriptions that have not been
accepted by an authorized representative of the Company, together with the un-
accepted  subscription agreements, then in that event  the  subscriptions  so
held shall be returned without any interest earned thereon.



6.  REPRESENTATION AND WARRANTS:

     By executing this subscription agreement, the undersigned represents and
warrants to the Company that:

(a)  Subscriber is buying the Common Stock for Subscriber's own account or is
     buying for the account or benefit of a member or members of Subscriber's
     immediate  family or in a fiduciary capacity for the account of  another
     person  or  entity  and  is  not purchasing as  an  agent  for  another.
     Furthermore,  if  Subscriber is purchasing for the  account  of  another
     person  or  entity,  Subscriber  has  full  authority  to  execute  this
     Subscription Agreement in such capacity and on behalf of such person  or
     entity.

(b)   Subscriber is 18 years of age or over (You must check box)  [    ]  Yes
[      ] No

(c)   Subscriber  has received, read, and understands the  Prospectus  dated:
___________________________________, 2002.

(d)   Subscriber  can  afford the entire loss of the  purchase  price  hereto
should there be such a loss.

7.  ACCEPTANCE OF SUBSCRIPTION:

     The  undersigned  hereby  confirms Subscriber's understanding  that  the
Company  has the full right to accept or reject this subscription,  providing
that  the  Company  must accept or reject the subscription by  September  30,
2002.   In case of rejection of a subscription, contributions of such persons
will promptly be returned to such persons without interest thereon.

Please make a copy of your completed Subscription Agreement


X                                       Dated this     day of       , 2002.
     Subscriber's Signature


MAKE CHECK PAYABLE TO:        SUNWEST ESCROW


SEND SUBSCRIPTION
AGREEMENT AND CHECK TO:       Abacus Research and Development, Inc.
                              Attn: Clifford Matthews
                              2601 Wyoming, NE, Suite 209
                              Albuquerque, NM  87112



Accepted for the Company this                day of                         ,
2002



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