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                               FIRST AMENDMENT TO THE

                         EXECUTIVE EMPLOYMENT AGREEMENT OF

                                   JEFF PINKERTON

     This Amendment and Correction to the Executive Employment Agreement 
dated April 1, 1998, by and between Greentree Software, Inc., a New York 
Corporation with its principal business office in the State of Minnesota 
(hereinafter the "Company") and Jeff Pinkerton a Massachusetts resident 
(hereinafter "Executive") is made and entered into on this 14th day of April, 
1998.

                                     AGREEMENT

     In consideration of the parties' mutual covenants and undertakings, the 
Company and the Executive agree to amend certain paragraphs of the Executive 
Compensation Agreement as follows:

     3.1  BASE SALARY.  Subject to Section 5.7(a), during the Term and for as 
          long thereafter as may be required by Articles 5 and 6, the Company 
          shall pay Executive a Base Salary at an annual rate that is not 
          less than One Hundred Fifty Thousand Dollars ($150,000.00) or such 
          higher annual rate as may from time to time be approved by the 
          Board, such Base Salary to be paid in substantially equal regular 
          periodic payments in accordance with the Company's regular payroll 
          practices.  It is understood between Executive and Company that the 
          base salary of $150,000.00 shall be payable prospectively from 
          April 1, 1998.  If Executive's Base Salary is increased from time 
          to time during the Term, the increased amount shall become the Base 
          Salary for the remainder of the Term and for as long thereafter as 
          may be required by Articles 5 and 6, subject to any subsequent 
          increases.

     4.1  OPTION GRANTS.  The effective date of Option Grant shall be January 
          14, 1998.

     IN WITNESS WHEREOF, the parties hereto have caused this First Amendment 
to the Executive Employment Agreement of Jeff Pinkerton to be duly executed 
and delivered on the day and year first above written, but effective 
retroactively as of the Effective Date except as otherwise indicated.

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     COMPANY:                          GREENTREE SOFTWARE, INC.


                                       By  /s/ Joseph D. Mooney, Sr.
                                          ------------------------------
                                             Joseph D. Mooney, Sr.
                                             its Chief Executive Officer


     Company's Address:                7901 Flying Cloud Drive, Suite 150
                                       Eden Prairie, Minnesota 55344 


     EXECUTIVE:                             /s/  Jeff Pinkerton
                                       ---------------------------------
                                                Jeff Pinkerton


     Executive's Address:              41 Indian Brook Road
                                       Ashland, MA 01721

     The undersigned member of the Board of the Company hereby certifies that 
this Agreement has been duly approved by resolutions of the Board, without 
the participation by the Executive who is party to this Agreement.


                                            /s/ Brad Markowitz
                                       ---------------------------------
                                           Brad Markowitz, Director