AMENDMENT TO BUSINESS FINANCING AGREEMENT AND
                        AGREEMENT FOR WHOLESALE FINANCING

     This  Amendment is made to (i) that certain  Business  Financing  Agreement
executed on the 31st day August, 2000, between ePlus Technology, inc. ("Dealer")
and GE Commercial  Distribution  Finance Corporation ("CDF"), as amended ("BFA")
and (ii) that certain  Agreement for Wholesale  Financing between Dealer and CDF
dated August 31, 2000, as amended ("AWF").

     FOR VALUE  RECEIVED,  CDF and Dealer  agree as follows  (capitalized  terms
shall have the same meaning as defined in the BFA unless otherwise indicated):

     1.  Section  2.1 of the BFA is hereby  amended in its  entirety  to read as
follows:

     "2.1 Accounts Receivable Facility.  Subject to the terms of this Agreement,
          CDF agrees to provide to Dealer an  Accounts  Receivable  Facility  of
          Fifteen Million Dollars ($15,000,000.00);  provided,  however, that at
          no time will the  principal  amount  outstanding  under  the  Accounts
          Receivable  Facility and Dealer's inventory  floorplan credit facility
          with  CDF   exceed,   in  the   aggregate,   Fifty   Million   Dollars
          ($50,000,000.00).  CDF's decision to advance funds will not be binding
          until the funds are actually advanced."

     In  addition,  subject  to the terms of the AWF,  CDF  agrees to provide to
Dealer  an  inventory   floorplan  credit  facility  of  Fifty  Million  Dollars
($50,000,000.00);  provided,  however, that at no time will the principal amount
outstanding  under Dealer's  inventory  floorplan  credit  facility with CDF and
Dealer's  Accounts  Receivable  Facility exceed,  in the aggregate Fifty Million
Dollars  ($50,000,000.00).  CDF's  decision to advance funds will not be binding
until the funds are actually advanced.

     2.  Section  3.12 of the BFA is hereby  amended in its  entirety to read as
follows:

     "3.12 Review.  Dealer grants CDF an  irrevocable  license to enter Dealer's
          business  locations during normal business hours with forty-eight (48)
          hours  prior  notice to Dealer  (unless  Dealer is in Default in which
          case no prior  notice  shall be  required)  to:  (a)  account  for and
          inspect  all  Collateral;  (b) verify  Dealer's  compliance  with this
          Agreement; and (c) review, examine, and make copies of Dealer's books,
          records,  files and business procedures and practices.  Dealer further
          agrees to pay CDF a review fee of Three Thousand  Dollars  ($3,000.00)
          per quarter for any such review,  inspection  or  examination  made by
          CDF.  CDF  may,  without  notice  to  Dealer  and at any time or times
          hereafter, verify the validity, amount or any other matter relating to
          any Account by mail, telephone,  or other means, in the name of Dealer
          or CDF."

     Dealer waives notice of CDF's acceptance of this Amendment.

     All other  terms  and  provisions  of the AWF and BFA,  to the  extent  not
inconsistent  with the foregoing,  are ratified and remain unchanged and in full
force and effect.

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     IN WITNESS WHEREOF,  each of Dealer and CDF have executed this Amendment on
this 24th day of June, 2004.

                                    ePlus Technology, inc.
Attest:

                                    /s/ STEVEN J. MENCARINI, CFO
                                    --------------------------------------------
/s/ ERICA S. STOECKER               Steven J. Mencarini
----------------------------        Chief Financial Officer
Erica S. Stoecker, Secretary





                                    GE COMMERCIAL DISTRIBUTION
                                    FINANCE CORPORATION

                                    /s/ DAVID MINTERT
                                    --------------------------------------------
                                    David Mintert
                                    Vice President of Operations



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