First Amendment to Lease


This First  Amendment to Lease (the  "Amendment")  dated May 23, 2002 is made by
and between EJM Development Co., a California limited  partnership  ("Landlord")
and OneSource  Technologies,  Inc,  ("Tenant"),  who entered into this Amendment
with reference to the following facts:

A.   Whereas,  Landlord  and Tenant  entered  into a Lease dated the 20th day of
     September 1999 (the "Lease"), for approximately 13,878 square feet of space
     located at 7419 East Helm Drive, Scottsdale, AZ (the "Property").

B.   Whereas,  Tenant has requested that Landlord enter into a direct lease with
     SLS Group,  Inc, and Data Mapping  Solutions,  LLC ("SLS") for a portion of
     the Property.

C.   Whereas, as an accommodation to Tenant, Landlord has agreed to enter into a
     direct lease with SLS for a portion of the Property subject to Landlord and
     SLS entering into a lease on terms and conditions acceptable to Landlord in
     Landlord's sole discretion and also subject to Landlord and Tenant entering
     into this Amendment.

D.   Whereas,  Landlord  and  Tenant now  desire to amend  certain  terms of the
     Lease.

Therefore, it is agreed to amend the Lease as follows:

     1.  Property:
     -------------
          Effective  June 1, 2002, the Property as defined in the Lease shall be
     described as follows:

         "A  portion  of 7419 East Helm  Drive,  Scottsdale,  AZ  consisting  of
     approximately 7,331 square feet of office/warehouse area as depicted on the
     attached Exhibit "A",

     2. Exhibit "A":
     ---------------
          Effective  June 1, 2002  Exhibit "A" to the Lease shall be replaced by
     the Exhibit "A: attached hereto.

     3. Base Rent:
     -------------
     Beginning June 1, 2002, the monthly Base Rent shall be payable as follows:

     Months:                                            Monthly Amount:
     --------------------------------------------------------------------------

     June 1, 2002 - November 30, 2002                   $5,135.00 per month NNN

     December 1, 2002 - November 30, 2003               $5,280.00 per month NNN

     December 1, 2003 - November 30, 2004               $5,425.00 per month NNN

     In addition to Base Rent and other charges  payable under the terms of this
     Lease,  Tenant shall pay Landlord the amount of any  transaction  privilege
     tax, rent tax,  sales tax,  gross  proceeds tax, use tax,  occupancy tax or
     like tax  (excluding  income  taxes)  levied,  assessed  or  imposed by any
     federal,   state,  county  or  municipal  governmental  authority,  or  any
     subdivision  thereof,  upon or measured by any rent or other charge payable
     under this Lease.

                                                                Initial: FS
                                                                        --------
                                                                Initial: JW
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<PAGE>

     4. Vehicle Parking Spaces Allocated to Tenant:
     ----------------------------------------------
          Section  1.11 of the  Lease is  hereby  deleted  in its  entirety  and
     replaced with the following:

     "Section 111.  Vehicle  Parking  Spaces  Allocated to Tenant:  (See Section
     4.05) 10 ."


     5. Other Periodic Payments:
     ---------------------------
          Effective June 1, 2002, Tenant's initial Pro Rata Share of Common Area
     Expenses shall be changed to 33.6%.

     6. Brokerage Commissions:
     -------------------------
          Tenant  represents  and warrants to Landlord that there are no agents,
     brokers,  fingers or other  parties  with whom Tenant or SLS has dealt with
     who are or may be entitled to any  commission  or fee with  respect to this
     Amendment, Tenant shall be solely responsible for payment of any commission
     or fee to any such  broker or other  party  Tenant  or SLS has dealt  with,
     Tenant shall  indemnify,  defend and hold  harmless  Landlord from any such
     claims for  commissions or other fees in connection with this Amendment and
     the lease with SLS.

     7. Tenants Outstanding Balance Due:
     -----------------------------------
          As of May 31, 2002, Tenant has an outstanding balance of Base Rent and
     Additional  Rent equal to  $23,925.08.  Concurrently  with the execution of
     this  Amendment  Tenant shall pay Landlord the amount of $13,489.56 in good
     funds leaving an Outstanding  Balance due of $10,435.52  (the  "Outstanding
     Balance").  As an  accommodation  to Tenant,  Landlord has agreed to accept
     repayment of the  Outstanding  Balance from Tenant in ten (10)  consecutive
     equal  monthly  payments  of  $1,043.55  due on the first (1st) day of each
     month  commencing  on July 1,  2002.  Failure  by  Tenant  to make any such
     payment on the Outstanding  Balance shall be treated as a monetary  default
     under the  terms of the Lease  except,  that in  addition  to the then late
     payment,  the then  remaining  balance  of the  Outstanding  Balance  shall
     immediately be due and payable to Landlord, If Tenant fails to pay any rent
     payment  due  pursuant to terms of the Lease,  in  addition  to  Landlord's
     remedies  provided  for in the Lease,  such  failure to pay rent shall also
     cause 100% of the then remaining  Outstanding Balance to be immediately due
     and payable to Landlord.

     8. Common Utilities, HVAC and Other Equipment and Services:
     -----------------------------------------------------------
          Tenant  acknowledges  and agrees that as a result of reducing the size
     of the space Tenant leases from Landlord  there will be certain  utilities,
     electrical,  fire sprinkler, other building systems and equipment that will
     serve both Tenant's leased Property and the space leased to SLS, Landlord's
     agreement  to  enter  into  this  Amendment  is  solely  being  done  as an
     accommodation  to Tenant and  Tenant,  at Tenant's  sole cost and  expense,
     shall be fully responsible for all costs,  permits and work needed (if any)
     for all utilities,  HVAC equipment or other equipment or services  required
     to operate at the  Property  and to keep the  Property in the  condition as
     required under the terms of the Lease.

     9. Binding Force:
     -----------------
          Submission  of the  Amendment  is not an offer  to Lease or amend  the
     Lease. The Amendment shall become binding upon Landlord an Tenant only when
     the  Amendment is fully  executed and  delivered by Landlord.  In the event
     Landlord  does not execute and deliver the  Amendment,  then the  Amendment
     shall be void and of no force or effect.  Additionally,  this  Amendment is
     conditional  upon the execution of a lease between Landlord and SLS for the
     portion or the 7419 E. Helm Building.



                                                                Initial: FS
                                                                        --------
                                                                Initial: JW
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<PAGE>

     10. Ratification of the Lease:
     ------------------------------
          The terms of the Lease are  amended to reflect  the  changes set forth
     above.  In all other respects the terms of the Lease shall be in full force
     and effect.  In the event of any conflict  between this  Amendment  and the
     Lease, the terms of this Amendment shall be deemed controlling.

     11. Capitalized Terms:
     ----------------------
          Except as otherwise  expressly  provided herein, the capitalized terms
     and  phrases in this  Amendment  shall have the same  meanings as are given
     such terms in the Lease.

     12. Authority:
     --------------
          If Tenant is a corporation,  limited liability company, trust, general
     or limited partnership,  each individual executing this Amendment on behalf
     of such entity represents and warrants that he or she is duly authorized to
     execute and deliver this Amendment on behalf of said entity.




                  Landlord                                    Tenant

        By: EJM Development Co., a California    OneSource Technologies, Inc
            limited partnership

     By: Fred Styles                             By:  Jerry Washburn
        ------------------------                      --------------------------
     Its:   General Partner                      Its: President

     Date: June 3, 2002                          Date: May 31, 2002
        ------------------------                      --------------------------


                                                                Initial: FS
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                                                                Initial: JW
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