LOCK-UP / LEAK-OUT AGREEMENT

                     [LETTERHEAD OF BIOFORCE NANOSCIENCES]

                                                       September 6, 2006

BioForce Nanosciences Holdings, Inc.
1615 Golden Aspen Drive
Suite 101
Ames, Iowa 50010

      Re: Lock-up / Leak-out Agreement - [name of stockholder]

Gentlemen:

      Please be advised that I desire to have my shares of common stock of
BioForce Nanosciences Holdings, Inc., a Nevada corporation (the "Company"), as
designated below, included in the Company's proposed registration statement to
be filed with the Securities and Exchange Commission ("SEC") pursuant to the
Securities Act of 1933 (the "Securities Act").

      My shares of the Company's common stock that will be subject to this
letter are represented by the stock certificate(s) depicted below, which are
registered in my name and/or beneficially owned by me (the "Shares").

      In order to assist in fulfilling the Company's intended corporate
endeavors and to help in maintaining an orderly public trading market, I hereby
agree that commencing on the date the registration statement is declared
effective by the SEC (the "Effective Date"), I will abide by the following terms
in connection with my Shares:

      1. For a period of six (6) months from the Effective Date, I agree not to
      sell, transfer, pledge or otherwise dispose of more than ten percent (10%)
      of the beneficial interest in the total number of my Shares indicated
      below.