AMENDMENT NO. 1

                                       TO

                              MILLITECH CORPORATION


                                 1996 STOCK PLAN
                                 ---------------


     This Amendment No. 1 to the Millitech Corporation (now known as YDI
Wireless, Inc.) 1996 Stock Plan (the "Original Plan") is effective as of
September 9, 2004.

     The first sentence of Section 4 of the Original Plan is hereby replaced in
its entirety to read as follows:

     The aggregate number of shares of Common Stock which may be issued under
     this Plan is Sixty-Nine Thousand Four Hundred Twenty-Seven (69,427) (which
     number takes into account all stock splits which have occurred prior to
     September 9, 2004), subject to further adjustment as provided in Section
     11.

     The substantive impact of this amendment is to reduce the number of shares
which may be issued under the Original Plan by Five Thousand Five Hundred
Seventy-Three (5,573).

     All other provisions of the Original Plan remain unchanged.