THIS COVENANT NOT TO COMPETE AGREEMENT (the "Agreement") is
entered into as of the date written below between Wiz Technology,
Inc., a Nevada corporation (the "Company"), Digital Systems
Research, Inc., a Virginia corporation ("DSR"), Brian Barry and
Willie Woods, officers of DSR.  DSR, Brian Barry and Willie Woods
are collectively referred to herein as the "Covenanting Parties."


                         R E C I T A L S


     A.   Effective as of the date hereof, Q&A Sales Marketing,
Inc. ("Q&A") is entering into an Agreement and Plan of
Reorganization, pursuant to which Q&A will be merged (the "Merger")
with and into a subsidiary of Company, Q&A Acquisition Company
("QAC").

     B.   Prior to the Merger, DSR is a majority shareholder of
Q&A.

     C.   The Company is engaged in the business of developing,
marketing and selling boxed software, CD ROM software, or budget
consumer software to consumers throughout the world at
manufacturers' suggested retail prices of less than $50.00 (the
"Business").

     NOW THEREFORE, in consideration of the Recitals, and the 
covenants and conditions hereinafter set forth, Covenanting Parties
and Company agree as follows:

     1.   Covenant Not To Compete.  The Covenanting Parties agree
not to compete with the Company or any of the Company's
subsidiaries in the Business worldwide.  The parties agree that the
Covenanting Parties obligations hereunder may be construed as a
series of separate covenants in each county or other legal
jurisdiction in which the Company does business.  For purposes of
this Agreement, a Covenanting Party shall not be deemed to compete
if it owns an interest in any corporation, partnership or other
entity which competes with the Company or any of its subsidiaries
provided that the beneficial equity or voting interest is less than
2%.

     2.   Term.  The term of this Agreement shall commence on the
date hereof and shall remain in effect for a period of sixty (60)
months.

     3.   Remedies.  In addition to any other remedies with Company
may have by virtue of this Agreement, the Covenanting Parties agree
that in the event a breach of the obligations under this Agreement
are threatened, Company shall be entitled to obtain a temporary
restraining order and preliminary injunction against the
Covenanting Parties to restrain any breach of covenant not to
compete under this Agreement. 

     4.   Miscellaneous.  No waiver of any breach or default of
this Agreement by DSR shall be considered to be a waiver of any
other breach or default of this Agreement.  Should any litigation
be commenced between any of the Covenanting Parties and Company for
such breach, the party prevailing in such litigation shall be
entitled, in addition to such other relief that may be granted, to
a reasonable sum as and for their or his or its attorney's fees and
costs in such litigation.  Every provision of this Agreement is
intended to be severable.  If any term or provision hereof is
determined to be illegal or invalid for any reason whatsoever, said
illegality or invalidity shall not affect the validity of the
remainder of this Agreement.  The interpretation of this Agreement
shall be governed by the local law of the State of Virginia,
without regard to conflict of laws.  This Agreement contains the
entire agreement between the parties hereto with respect to the
subject matter thereof.  This Agreement shall inure to the benefit
of the Company, its successors and assigns.


     IN WITNESS WHEREOF, the parties have executed this Agreement
as of March 8, 1996.


WIZ TECHNOLOGY, INC.


By:                                     

Its:                                    


DIGITAL SYSTEMS RESEARCH, INC.

By:                                     
       Willie Woods, Chief Executive Officer




                                        
Willie Woods



                                        
Brian Barry