                                                                   Exhibit 10.13

                                   EMPLOYMENT
                                    AGREEMENT

      AGREEMENT   made  as  of  the  7th  day  of   September  7,  2001  between
INTELLI-CHECK,  INC. ("Company"), a Delaware Corporation having an office at 246
Crossways Park West, Woodbury, NY 11797 and EDWIN WINIARZ ("Employee"), residing
at 57 Hofstra Drive, Plainview, NY 11803.

      WHEREAS,  Company and Employee wish to enter into an Employment  Agreement
pursuant to which Employee will serve as Senior Executive Vice President,  Chief
Financial Officer and Treasurer of the Company.

      NOW, THEREFORE,  in consideration of the respective agreements hereinafter
set forth, the parties agree as follows:

                                    Article I

                                   Employment

1.01  Term.  Company  hereby  employs  Employee,  and  Employee  hereby  accepts
      employment  with Company  (including also employment by, and in connection
      with the business activities of any of Company's affiliates,  subsidiaries
      and related corporations), in the position and with the duties hereinafter
      set forth,  for a period (the "term")  commencing on September 7, 2001 and
      ending  December 31, 2004  subject,  however,  to earlier  termination  in
      accordance  with the provisions of this  Agreement.  This Agreement  shall
      automatically  renew except if the Employer gives Employee 90 days written
      notice before the completion of the initial term of this Agreement.

                                   Article II

                                     Duties

2.01  General.  Employee  shall be the Senior  Executive Vice  President,  Chief
      Financial  Officer and  Treasurer  of the Company and shall  perform  such
      executive  duties as may from time to time be assigned to him by Company's
      Board of Directors. If so elected or appointed,  Employee shall also serve
      without  additional  compensation  as a  director  and/or  officer  of the
      Company or any of its subsidiaries.  However,  the Employee recognizes and
      agrees  that the  Board  may elect to amend  the  position  and/or  duties
      assigned to Employee.  Such  amendment of position  and/or duties shall be
      commensurate  with  that of a  Senior  Executive  Vice  President  with no
      reduction in Fixed Salary, benefits or incentives.

2.02  Performance.  During the term of his  employment,  Employee  shall  devote
      substantially  all his business  time,  best efforts and  attention to the
      business,  operations  and affairs of Company and the  performance  of his
      duties  hereunder  provided,   however,   that  during  the  term  of  his
      employment,  Employee may work for a non-competitive Company so long as he
      devotes substantially all of his business time, best efforts and attention
      to the business  operations and affairs of the Company and the performance
      of his duties hereunder.

2.03  Employee's Representations. Employee represents and warrants to and agrees
      with Company that:


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<PAGE>

      (a)   Neither the execution nor  performance by Employee of this Agreement
            is  prohibited by or  constitutes  or will  constitute,  directly or
            indirectly,  a breach or violation of, or will be adversely affected
            by, any written or other  agreement to which Employee is or has been
            a party or by which he is bound.

      (b)   Neither  Employee  nor any  business  or  entity in which he has any
            interest or from which he receives  any  payments  has,  directly or
            indirectly,  any  interest of any kind in or is entitled to receive,
            and neither  Employee nor any such  business or entity shall accept,
            from any person,  firm,  corporation  or other entity doing business
            with  Company any  payments  of any kind on account of any  services
            performed by Employee during the term of his employment.

                                   Article III

                        Compensation and Related Matters

3.01(a)  Fixed Salary. As compensation for Employee's services Company shall pay
         Employee a salary of $135,000  (the "Fixed  Salary") for the first year
         of the agreement.

3.01(b)  The  Employee  shall  have  the  right  at  his  election,  to  receive
         compensation in the form of the Company's restricted Common Stock. Such
         Stock shall be valued at fifty  percent  (50%) of the closing bid price
         of the  Company's  Common  Stock as  quoted  on  NASDAQ/NMS  (or  other
         established  exchange) as of the date of the Employee's election.  Such
         election may be for all or part of the Employee's Compensation.  At the
         beginning of each quarter,  Employee  shall give the Company  notice of
         his election to exercise his option to receive  restricted Common Stock
         in lieu of cash compensation.

3.01(c)  Fixed  Salary  Adjustment.  The  fixed  salary  may  not  be  decreased
         hereunder during the term of this agreement,  and will increase by five
         percent (5%) for each successive year of employment.

3.01(d)  Your salary  will  be  increased  by $5,806.48  per year to provide for
         the  reimbursement  of  the  Company's  medical  deduction  for  family
         coverage offered to you upon your original employment date prior to the
         change in policy.

3.02     Expenses.  Company shall pay or reimburse  Employee for all  reasonable
         travel,  hotel,  entertainment  and other business expenses incurred in
         the  performance  of Employee's  duties upon  submission of appropriate
         vouchers and other supporting data therefore.

3.03     Stock  Options.  The  Company  will grant to the  Employee an option to
         purchase 75,000 shares of the Company's  Common Stock at $8.04 the fair
         market  value on  September  7, 2001 to be vested on September 7, 2006.
         These options may vest earlier under the following  conditions:  25,000
         on January 1, 2003 should the company  have profits of $500,000 for the
         fiscal  year  ending  December  31,  2002 and 25,000 on January 1, 2004
         should the Company have net profits of  $1,000,000  for the fiscal year
         ending  December  31,  2003 and 25,000 on  January  1, 2005  should the
         Company  have net  profits of  $1,250,000  for the fiscal  year  ending
         December 31, 2004.  Notwithstanding  vesting terms eligible as a member
         of the Board of Directors, if the Company were to terminate Employee or
         not renew his contract for reasons


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<PAGE>

         other than for cause, the unvested options would  immediately  vest. If
         Employee were terminated for cause any unvested options would expire.

3.04     Benefits.  Employee shall be entitled to (i) participate in all general
         pension, profit-sharing,  life, medical, disability and other insurance
         and  employee  benefit  plans and  programs  at any time in effect  for
         executive employees of Company, provided,  however, that nothing herein
         shall  obligate  Company to establish or maintain any employee  benefit
         plan or program,  whether of the type referred to in this clause (i) or
         otherwise,  and (ii) three (3) weeks vacation  during each twelve month
         period of employment at mutually  agreeable  times.  Employee  shall be
         entitled to the use of a Company vehicle,  however,  Employee may elect
         to provide his own vehicle and if such election is made, Company agrees
         to pay Employee One Thousand and Two Hundred Fifty Dollars ($1,250) per
         month  to cover  cost of the  vehicle,  insurance,  repairs  and  other
         expenses, pertaining thereto.

                                   Article IV

                    Termination for Cause; Disability; Death

4.01     For Cause.  Company shall have the right to terminate the employment of
         Employee  hereunder  at any time for  Cause  (as  hereinafter  defined)
         without prior notice (except as otherwise  hereinafter  provided).  For
         purposes  of  this  Agreement   "Cause"  shall  mean  and  include  the
         occurrence of any of the following acts or events by or relating to the
         Employee:  (i)  any  material  misrepresentation  by  Employee  in this
         Agreement;  (ii) any  material  breach of any  obligations  of Employee
         under this  Agreement  which remains  uncured for more than twenty (20)
         days after  written  notice  thereof by Company to  Employee  or if the
         default is such that it cannot be cured within such 20-day period, upon
         said breach;  (iii) habitual  insobriety or substance abuse of Employee
         while performing his duties hereunder;  (iv) theft of embezzlement from
         Company  or  any  other  material  acts  of  dishonesty;  (v)  repeated
         insubordination respecting reasonable orders or directions of Company's
         Board of  Directors;  (vi)  conviction  of a crime  (other than traffic
         violations  and minor  misdemeanors)  or (vii) if Employee  becomes the
         subject of any order,  judgment, or decree, not subsequently  reversed,
         suspended  or  vacated,   of  any  court  of  competent   jurisdiction,
         permanently or temporarily  enjoining him from, or otherwise  limiting,
         engaging in any activity in connection with the purchase or sale of any
         security or commodity or in connection with any violation of Federal or
         state  securities  laws  or  Federal  commodities.   In  the  event  of
         termination  for Cause,  Employee's  fixed salary shall terminate as of
         the effective date of termination of employment.

4.02     Without  Cause.  Company may not terminate the  employment of Employee,
         except for Cause not withstanding Article IV; Section 4.01 of Company's
         by-laws.

4.03     Disability.  If  Employee,  by reason of  illness,  mental or  physical
         incapacity or other disability, is unable to perform his regular duties
         hereunder  (as may be determined  by the Board of  Directors),  Company
         shall continue to pay half of Employee's  salary for the balance of the
         term  of this  Agreement,  provided,  however,  in the  event  Employee
         recovers from any such illness,  mental or physical incapacity or other
         disability (as may be determined by an  independent  physician to which
         Employee shall make himself available for examination at the reasonable
         request of the Board of Directors),  Employee shall immediately  resume
         his regular  duties  hereunder.  Any  payments  to  Employee  under any
         disability  insurance or plan  maintained  by Company  shall be applied
         against and shall reduce the amount of the salary payable


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<PAGE>

         by Company  under this  Agreement.  If at any time  during the year the
         Employee has suffered a complete and total  disability,  defined as the
         inability  to  perform  his/her  duties  from  any  location,  then the
         provisions  of  paragraph  3.03 shall be pro-rated so as not to provide
         for  incentive  compensation  for the  period  of  complete  and  total
         disability.

4.04     Death. In the event of Employee's death,  Company shall continue to pay
         half of the Employee's Fixed Salary for the balance of the term of this
         Agreement to Employee's surviving spouse,  provided,  however, that, if
         Company is the  beneficiary  of life  insurance on Employee's  life, it
         shall use the  proceeds  of such  insurance  promptly  upon the receipt
         thereof to prepay (in  inverse  order to  maturity),  half of the Fixed
         Salary  remaining  to be paid  discounted  to  present  value  using an
         assumed  interest  rate of 8% per annum.  Company  shall have the right
         (but  not  the  obligation)  to  obtain  a  life  insurance  policy  on
         Employee's  life. The proceeds of any such life insurance  policy shall
         be payable to Company.  Employee  shall  cooperate with Company and use
         his best  efforts  in all  respects  and  regard  to  obtaining  a life
         insurance policy, including, without limitation,  undergoing a physical
         examination upon reasonable request.

                                    Article V

                    Confidential Information; Non-Competition

5.01     Confidential  Information.  Employee  shall not,  at any time during or
         following  termination  or  expiration  of the term of this  Agreement,
         directly  or  indirectly,  disclose,  publish  or divulge to any person
         (except in the regular course of Company's  business),  or appropriate,
         use or cause,  permit or induce any person to  appropriate  or use, any
         proprietary,  secret or confidential  information of Company including,
         without  limitation,  knowledge  or  information  relating to its trade
         secrets,  business  methods,  the names or requirements of customers or
         the prices,  credit or other terms  extended to its  customers,  all of
         which  Employee  agrees are and will be of great  value to Company  and
         shall at all times be kept confidential. Upon termination or expiration
         of this Agreement, Employee shall promptly deliver or return to Company
         all materials of a proprietary,  secret or confidential nature relating
         to Company  together with any other  property of Company which may have
         theretofore been delivered to or may be in possession of Employee.

5.02     Non-Competition.  During the term of this Agreement and for a period of
         two years after the sooner of the expiration  date of this Agreement or
         the date when Employee  ceases to be employed by Company as a result of
         either a voluntary  termination of his employment or a termination  for
         cause,  Employee shall not,  within the United States,  its territories
         and/or,  possessions  and countries in which the Company does business,
         without  the prior  written  consent  of  Company  in each  instance  ,
         directly or indirectly, in any manner or capacity,  whether for himself
         or any other  person  and  whether  as  proprietor,  principal,  owner,
         shareholder,    partner,   investor,   director,   officer,   employee,
         representative,   distributor  consultant,  independent  contractor  or
         otherwise engage or have any interest in any entity which is engaged in
         any business or activity then  conducted or engaged in by Company.  The
         two-year period referred to in the preceding  sentence shall be reduced
         by two months for each full year that  elapses  after the  commencement
         date  of  this  Agreement.   Notwithstanding  the  foregoing,  however,
         Employee  may at any time own in the  aggregate  as a passive  (but not
         active)  investment  not more  than 5% of the  stock  or  other  equity


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<PAGE>

         interest  of any  publicly-traded  entity  which  engages in a business
         competitive with Company.

5.03     Reasonableness.  Employee  agrees that each of the  provisions  of this
         Section 5 is reasonable  and  necessary for the  protection of Company;
         that each such  provision is and is intended to be  divisible;  that if
         any such provision  (including  any sentence,  clause or part) shall be
         held contrary to law or invalid or  unenforceable in any respect in any
         jurisdiction,  or as to any one or  more  periods  of  time,  areas  of
         business  activities,  or any part thereof,  the  remaining  provisions
         shall not be affected  but shall  remain in full force and effect as to
         the other and remaining  parts;  and that any invalid or  unenforceable
         provision  shall be deemed,  without  further action on the part of the
         parties hereto,  modified,  amended and limited to the extent necessary
         to render the same valid and enforceable in such jurisdiction. Employee
         further  recognizes  and  agrees  that  any  violation  of  any  of his
         agreements  in this  Section  5 would  cause  such  damage or injury to
         Company as would be irreparable  and the exact amount of which would be
         impossible  to  ascertain  and that,  for such  reason,  among  others,
         Company shall be entitled,  as a matter of course, to injunctive relief
         from any  court  of  competent  jurisdiction  restraining  any  further
         violation.  Such right to injunctive  relief shall be cumulative and in
         addition  to, and not in  limitation  of, all other rights and remedies
         which Company may possess.

5.04     Survival. The provisions of this Section 5 shall survive the expiration
         or termination of this Agreement for any reason.

                                   Article VI

                                  Miscellaneous

6.01     Notices. All notices under this Agreement shall be in writing and shall
         be  deemed  to have been duly  given if  personally  delivered  against
         receipt  or if mailed by first  class  registered  or  certified  mail,
         return receipt requested, addressed to Company and to Employee at their
         respective addresses set forth on the first page of this Agreement,  or
         to such other  person or address as may be  designated  by like  notice
         hereunder.  Any such  notice  shall be deemed to have been given on the
         day delivered,  if personally delivered,  or on the third day after the
         date of mailing if mailed.

6.02     Parties in Interest.  This Agreement shall be binding upon and inure to
         the  benefit  of and be  enforceable  by the  parties  hereto and their
         respective heirs, legal representatives, successors and, in the case of
         the Company,  assigns,  but no other  person shall  acquire or have any
         rights under or by virtue of this  Agreement,  and the  obligations  of
         Employee under this Agreement may not be assigned or delegated.

6.03     Governing Law;  Severability.  This Agreement  shall be governed by and
         construed and enforced in accordance with the laws and decisions of the
         State of New York  applicable  to  contracts  made and to be  performed
         therein without giving effect to the principles of conflict of laws. In
         addition  to  the   provisions  of  5.03  above,   the   invalidity  or
         unenforceability  of any  other  provision  of this  Agreement,  or the
         application thereof to any person or circumstance,  in any jurisdiction
         shall  in no way  impair,  affect  or  prejudice  the  balance  of this
         Agreement,  which  shall  remain  in  full  force  and  effect,  or the
         application thereof to other persons and circumstances.


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<PAGE>

6.04     Entire Agreement; Modification; Waiver; Interpretation.  This Agreement
         contains the entire  agreement  and  understanding  between the parties
         with  respect to the subject  matter  hereof and  supersedes  all prior
         negotiations  and oral  understandings,  if any. Neither this Agreement
         nor any of its provisions may be modified,  amended, waived, discharged
         or  terminated,  in whole or in part,  except in writing  signed by the
         party to be charged.  No waiver of any such  provision or any breach of
         or default under this Agreement  shall be deemed or shall  constitute a
         waiver of any other  provision,  breach or default.  All  pronouns  and
         words used in this Agreement  shall be read in the  appropriate  number
         and gender,  the  masculine,  feminine and neuter shall be  interpreted
         interchangeably  and the  singular  shall  include  the plural and vice
         versa, as the circumstances may require.

6.05     Indemnification.  Employee  shall  indemnify  and hold Company free and
         harmless  from  and  against  and  shall  reimburse  it for any and all
         claims,  liabilities,  damages, losses,  judgments,  costs and expenses
         (including  reasonable counsel fees and other reasonable  out-of-pocket
         expenses) arising out of or resulting from any breach or default of any
         of his  representations,  warranties and agreements in this  Agreement.
         Company  shall  indemnify  and hold Employee free and harmless from and
         against and shall  reimburse  him for any and all claims,  liabilities,
         damages,  losses,  judgments,  costs and expenses (including reasonable
         counsel fees and other reasonable  out-of-pocket  expenses) arising out
         of  or   resulting   from  any   breach  or   default  of  any  of  its
         representations, warranties and agreements in this Agreement.

IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the date
first above written.

                                             INTELLI-CHECK, INC.


                                             By
                                               ---------------------------------
                                               Frank Mandelbaum, Chairman


                                               ---------------------------------
                                               Edwin Winiarz


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