EXHIBIT 10.4.2
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                               AMENDMENT NUMBER 1

             EXTENDED SYSTEMS INCORPORATED 1998 DIRECTOR OPTION PLAN

Extended Systems Incorporated, pursuant to and in accordance with the provisions
of Section 11 of the Extended Systems Incorporated 1998 Director Option Plan,
does hereby amend said Plan, effective as of January 23, 2001, as follows:

2.   Section 2, paragraph (h), titled "Fair Market Value", subparagraph (i), is
     replaced in its entirety with the following sentence:

            "If the Common Stock is listed on any established stock exchange or
            a national market system, including without limitation The Nasdaq
            National Market or The Nasdaq SmallCap Market of The Nasdaq Stock
            Market, its Fair Value shall be the closing sales price for such
            stock (or the closing bid, if no sales were reported) as quoted on
            such exchange or system on the date of determination, as reported in
            THE WALL STREET JOURNAL or such other source as the Administrator
            deems reliable;"

3.   To section 2, add the following definition as subparagraph (r),

            '"Annual Meeting of Stockholders" means the annual meeting of
            stockholders held each year on a date and at a time designated by
            the Board and as defined in the Company's bylaws.

4.   Section 4, paragraph (a), titled Procedure for Grants, subparagraph (vi)
     (D), is replaced in its entirety with the following sentence:

            "subject to Section 10, hereof, the Subsequent Option shall become
            vested and exercisable, in whole or in part, on the earlier of the
            first anniversary of the date of grant or the date of the next
            Annual Meeting of Stockholders."