AMENDMENT TO BUSINESS CREDIT AND SECURITY AGREEMENT
                               (Amendment No. 8)

This Amendment to Business Credit and Security  Agreement  ("Amendment") is made
by and among Deutsche Financial  Services  Corporation  ("DFS"),  Elcom Services
Group, Inc. ("Elcom Services"),  and Elcom, Inc. ("Elcom, Inc.") (Elcom Services
and Elcom, Inc. are referred to herein collectively as "Borrower).

        WHEREAS,  DFS and Borrower are parties to that certain  Business  Credit
and Security Agreement dated March 1, 1997, as amended ("Agreement"); and

        WHEREAS,  DFS and  Borrower  desire to amend the  Agreement  as provided
herein.

        NOW, THEREFORE,  for and in consideration of the premises, and for other
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, DFS and Borrower agree as follows:

        1. The paragraphs that were added to the Agreement pursuant to Section 7
        of that  certain  Amendment to Business  Credit and  Security  Agreement
        (Amendment  No. 7) dated as of November 6, 2000,  are hereby  deleted in
        their  entirety and replaced with the following  (and the following will
        also be deemed to modify  paragraph 2 of that certain  letter  regarding
        waiver of default dated November 6, 2000,  from DFS to Borrower,  to the
        extent necessary to make the following  consistent with such paragraph 2
        of said letter):

                "1. Not later than November 27, 2000,  Borrower hereby agrees to
                cause  Elcom   International,   Inc.  to  cause  an  institution
                acceptable to DFS to issue one or more Irrevocable  Letter(s) of
                Credit,  in the aggregate amount of Fifteen Million U.S. Dollars
                ($15,000,000.00),  in form,  substance and with expiration dates
                satisfactory to DFS. The Irrevocable Letter(s) of Credit will be
                in favor of DFS and  Deutsche  Financial  Services  (UK) Limited
                ("DFS U.K."). If DFS fails to receive the Irrevocable  Letter(s)
                of Credit on or before  November 27, 2000, a Default  shall have
                occurred  under the  Agreement  and under that certain  Standard
                Conditions  for the  Sale  and  Purchase  of  Debts  dated as of
                December 3, 1997 between Elcom Group Limited  ("Elcom Ltd.") and
                DFS U.K., as amended (the "U.K. Agreement").

                2. Borrower hereby agrees that if at least sixty (60) days prior
                to the expiration of the above referenced  Irrevocable Letter(s)
                of Credit or any subsequent  Letter(s) of Credit issued in favor
                of DFS and DFS U.K.,  such  Irrevocable  Letter of Credit is not
                extended  for a term  of six  (6)  months  or  longer,  or a new
                Irrevocable  Letter  of Credit  in an  amount,  form and from an
                institution  acceptable  to DFS and for a term of six (6) months
                or longer is not provided to DFS, a Default  shall have occurred
                under the Agreement and the U.K. Agreement,  and each of DFS and
                DFS U.K.  may declare  all sums owed by Borrower  and Elcom Ltd.
                under the  Agreement  and U.K.


                Agreement, respectively, to be immediately due and payable. Upon
                such Default, each of DFS and DFS U.K. may: (i) exercise any and
                all of its rights  under the  Agreement  and the U.K.  Agreement
                including,  but not  limited  to,  the  right to  repossess  the
                Collateral  from Borrower and Elcom Ltd.;  and (ii) exercise any
                and all of its  rights  to draw upon any  Irrevocable  Letter of
                Credit issued in favor of DFS and DFS U.K.

                3. Upon  DFS'  receipt  of the  Irrevocable  Letter  of  Credit,
                Section  10(w)  of  the  Agreement   shall  be  deleted  in  its
                entirety."

        2. Conditions Precedent.  Notwithstanding the foregoing,  this Amendment
        shall not be effective  unless and until  satisfaction  of the following
        terms and conditions, each as acceptable to DFS, in its sole discretion:

                (a)  execution  and  delivery of this  Amendment  by all parties
                hereto;

                (b) a reaffirmation by Elcom International, Inc. of the existing
                guaranties of the obligations of Borrower to DFS; and

                (c) such other and further  documents and  agreements as DFS may
                determine in connection with any of the foregoing.

        3. No Other  Modifications.  Except as  expressly  modified  or  amended
        herein,  all other terms and  provisions of the  Agreement  shall remain
        unmodified  and in full force and effect  and the  Agreement,  as hereby
        amended, is ratified and confirmed by DFS and Borrower.

        4.  Capitalized   Terms.   Except  as  otherwise  defined  herein,   all
        capitalized  terms  will  have  the  same  meanings  set  forth  in  the
        Agreement.

        IN WITNESS  WHEREOF,  DFS, Elcom Services and Elcom,  Inc. have executed
this Amendment as of the 20th day of November, 2000.


                                        ELCOM SERVICES GROUP, INC.

ATTEST:

/s/ Paul Mueller                        By: /s/ Peter Rendall
  (Assistant) Secretary
                                        Print Name: Peter Rendall

                                        Title: Chief Financial Officer


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                                        ELCOM, INC.

ATTEST:

/s/ Paul Mueller                        By: /s/ Peter Rendall
  (Assistant) Secretary
                                        Print Name: Peter Rendall

                                        Title: Chief Financial Officer


                                        DEUTSCHE FINANCIAL SERVICES
                                        CORPORATION



                                        By: /s/ Martha Peters

                                        Print Name: Martha Peters

                                        Title: Portfolio Manager

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                        Guarantor Consent and Agreement

The undersigned  Guarantor hereby  acknowledges and consents to the terms of the
foregoing Amendment to Business Credit and Security Agreement (Amendment No. 8),
and  does  hereby  ratify  and  confirm  each and  every  guaranty  of  Borrower
(inclusive of Elcom, Inc.) in all respects.


ELCOM INTERNATIONAL, INC.



By: /s/ Peter Rendall

Print Name: Peter Rendall

Title: Chief Financial Officer

Date: November 20, 2000


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