AMENDMENT TO BUSINESS FINANCING AGREEMENT AND
                        AGREEMENT FOR WHOLESALE FINANCING

This Amendment is made to (i) that certain Business Financing Agreement executed
on the 31st day August,  2000, between ePlus Technology,  inc. ("Dealer") and GE
Commercial Distribution Finance Corporation ("CDF"), as amended ("BFA") and (ii)
that certain  Agreement for  Wholesale  Financing  between  Dealer and CDF dated
August 31, 2000, as amended ("AWF").

FOR VALUE  RECEIVED,  CDF and Dealer agree as follows  (capitalized  terms shall
have the same meaning as defined in the BFA unless otherwise indicated):

1. Section 2.1 of the BFA is hereby amended in its entirety to read as follows:

"2.1 Accounts Receivable Facility.  Subject to the terms of this Agreement,  CDF
agrees to provide to Dealer an Accounts  Receivable  Facility of Fifteen Million
Dollars ($15,000,000.00);  provided, however, that at no time will the principal
amount outstanding under the Accounts Receivable Facility and Dealer's inventory
floorplan  credit  facility  with CDF exceed,  in the  aggregate,  Fifty Million
Dollars  ($50,000,000.00).  CDF's  decision to advance funds will not be binding
until the funds are actually advanced."

In addition, subject to the terms of the AWF, CDF agrees to provide to Dealer an
inventory  floorplan credit facility of Fifty Million Dollars  ($50,000,000.00);
provided,  however,  that at no time will the principal amount outstanding under
Dealer's  inventory  floorplan  credit  facility with CDF and Dealer's  Accounts
Receivable   Facility   exceed,   in  the  aggregate   Fifty   Million   Dollars
($50,000,000.00).  CDF's decision to advance funds will not be binding until the
funds are actually advanced.

2. Section 3.12 of the BFA is hereby amended in its entirety to read as follows:

"3.12  Review.  Dealer  grants  CDF an  irrevocable  license  to enter  Dealer's
business  locations  during normal  business hours with  forty-eight  (48) hours
prior  notice to Dealer  (unless  Dealer is in  Default  in which  case no prior
notice shall be required)  to: (a) account for and inspect all  Collateral;  (b)
verify Dealer's  compliance with this Agreement;  and (c) review,  examine,  and
make  copies of Dealer's  books,  records,  files and  business  procedures  and
practices.  Dealer  further  agrees  to pay CDF a review  fee of Three  Thousand
Dollars  ($3,000.00) per quarter for any such review,  inspection or examination
made by CDF.  CDF  may,  without  notice  to  Dealer  and at any  time or  times
hereafter,  verify the  validity,  amount or any other  matter  relating  to any
Account by mail, telephone, or other means, in the name of Dealer or CDF."

Dealer waives notice of CDF's acceptance of this Amendment.

All  other  terms  and  provisions  of  the  AWF  and  BFA,  to the  extent  not
inconsistent  with the foregoing,  are ratified and remain unchanged and in full
force and effect.

IN WITNESS WHEREOF,  each of Dealer and CDF have executed this Amendment on this
24th day of June, 2004.

                                               ePlus Technology, inc.
Attest:

                                               Steven J. Mencarini
Erica S. Stoecker, Secretary                   Chief Financial Officer


                                               GE COMMERCIAL DISTRIBUTION
                                               FINANCE CORPORATION


                                               David Mintert
                                               Vice President of Operations