AMENDMENT
                                      TO
                         ENERGY RESEARCH CORPORATION
                      1988 STOCK OPTION PLAN, AS AMENDED




      Energy Research  Corporation,  a New York corporation (the  "Corporation")
hereby adopts the following  Amendment to the Energy Research  Corporation  1988
Stock Option Plan, as amended (the "1988 Plan"), effective as of March 11, 1988:

      1.    That the number of shares of Common  Stock  authorized  to be issued
            under the 1988 Plan be  increased  from  600,000  shares to  701,000
            shares.


      Executed effective as of the date set forth above.


                                          ENERGY RESEARCH CORPORATION



                                          By: /s/ Louis P. Barth

                                           Name: Louis P. Barth
                                          Title:   Senior Vice President, CFO
                                          Treasurer/Corporate Secretary