EXHIBIT 10.14


                         AMENDMENT NO. 1 TO AGREEMENT

        AMENDMENT No. 1, dated as of September 16, 1998, to that certain 
Agreement (the "Agreement"), dated as of June 25, 1998, by and between IVI 
Checkmate Corp., a Delaware corporation (hereinafter, the "Company"), and J. 
Stanford Spence (hereinafter, "Spence");

                                  BACKGROUND
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        The Company and Spence desire to amend the Agreement to extend the term 
thereof as set forth herein.

        NOW THEREFORE, in consideration of the foregoing and of the mutual 
covenants and agreements set forth herein and in the Agreement, and other good 
and valuable consideration, the receipt and sufficiency of which are hereby 
acknowledged, the parties hereto agree as follows:

        1.  Amendment of Agreement.  Effective as of the date hereof, Section 3 
of the Agreement is deleted in its entirety and the following is substituted 
therefor:

        3. Engagement Period. Unless earlier terminated herein in accordance
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        with Section 7 hereof, Spence's engagement under this Agreement shall
        begin on the Effective Date and extend for a period (the "Engagement
        Period") ending on December 31, 2005.

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        The terms of the Agreement not hereby amended shall be and remain in 
full force and effect and are not affected by this Amendment.

        IN WITNESS WHEREOF, the parties hereto have duly executed and delivered 
this Amendment as of the date first above written.

                                        IVI CHECKMATE CORP.

                                        By: /s/ L. Barry Thomson
                                           -----------------------------
                                        Title: President & CEO
                                              --------------------------

                                        EXECUTIVE:

                                        /s/ J. Stanford Spence
                                        --------------------------------
                                        J. Stanford Spence