SUPPLEMENT  dated as of  October  1,  1997 to the  Security  Agreement  (as
amended,  supplemented, or modified from time to time, the "Security Agreement")
dated as of April 3,  1997  among  UNIDIGITAL  ELEMENTS  (NY)  INC.,  a New York
corporation,   UNIDIGITAL   ELEMENTS   (SF),   INC.,  a  Delaware   corporation,
UNIDIGITAL/CARDINAL  CORPORATION,  a Delaware  corporation  (now known as UNISON
(NY),  INC.),  and  UNIDIGITAL/BORIS  CORPORATION,  a Massachusetts  corporation
("UBC") (collectively, the "Debtors"), and THE CHASE MANHATTAN BANK (the "Bank")

     Reference is hereby made to the Credit  Agreement dated as of April 3, 1997
(as  amended,   supplemented,  or  modified  from  time  to  time,  the  "Credit
Agreement") among the Debtors and the Bank.

     Terms used herein as defined terms and not otherwise  defined  herein shall
have the meanings given thereto in the Credit Agreement.

     The Debtors have entered into the Security  Agreement to induce the Bank to
make  the  Loans.  Pursuant  to  Section  5.09  of  the  Credit  Agreement,  the
undersigned  Subsidiary  of the  Company (a "New  Debtor") as the  successor  by
merger to UBC is required to confirm  that it has become a party to the Security
Documents pursuant to one or more instruments or agreements satisfactory in form
and substance to the Bank.

     Accordingly,  and for other good and lawful  consideration  the receipt and
sufficiency of which are hereby acknowledged,  the Bank and the New Debtor agree
as follows:

     Section 1. (a) The New Debtor hereby  acknowledges that it is the successor
by merger to UBC,  an  original  party to the  Security  Agreement,  and further
acknowledges  that  as  such  successor  by  merger  it is  bound  by all of the
obligations  of, and grants of security  interests by, UBC as an original  party
thereto, and the New Debtor hereby expressly further assumes and confirms all of
such obligations and grants of security interests.

     (b)  Without  limiting  Section  1(a),  the New  Debtor  hereby  agrees and
confirms  that  pursuant  hereto  it has  become a  Debtor  under  the  Security
Agreement  with the same force and effect as if  originally  named  therein as a
Debtor,  and the New Debtor hereby agrees (i) to all the terms and provisions of
the  Security  Agreement  applicable  to  it as a  Debtor  under  such  Security
Agreement,  and  (ii)  represents  and  warrants  that the  representations  and
warranties  made by it as a Debtor  under the  Security  Agreement  are true and
correct on and as of the date hereof.  In  furtherance  of the  foregoing and as
further security for the payment and performance in full of its "Obligations" as
an additional  "Debtor" within the meaning of the Security Agreement and for all
purposes of the Security  Agreement,  the New Debtor does hereby  further create
and grant to the Bank and its successors and assigns, a security interest in the
Collateral  (as such  term is  defined  in the  Security  Agreement)  of the New
Debtor.  Each 

<PAGE>

reference to a "Debtor" in the Security Agreement shall be deemed to include the
New Debtor. The Security Agreement is hereby incorporated herein by reference.

     Section 2. The New Debtor  represents  and  warrants  to the Bank that this
Supplement  has  been  duly  authorized,   executed  and  delivered  by  it  and
constitutes its legal, valid and binding  obligation,  enforceable against it in
accordance  with  its  terms,  subject  to  applicable  bankruptcy,  insolvency,
reorganization,  moratorium or other laws affecting  creditors' rights generally
and subject to general principles of equity (regardless of whether considered in
a proceeding at law or in equity).

     Section 3. This  Supplement  may be executed  in two or more  counterparts,
each of which  shall  constitute  an  original.  but all of  which,  when  taken
together,  shall  constitute but one instrument.  This  Supplement  shall become
effective  when the Bank shall have  received  counterparts  of this  Supplement
that, when taken together, bear the signature of the New Debtor and the Bank.

     Section 4. The New Debtor hereby represents and warrants that (i) set forth
on Schedule I attached hereto is a true and correct schedule of the locations of
any and all Collateral of the New Debtor, and (ii) set forth under its signature
hereto is the true and correct  location of the principal  place of business and
chief executive office of the New Debtor and its Federal Taxpayer Identification
Number.  The New Debtor agrees to furnish  (including  herewith) to the Bank (i)
such other  information as the Bank shall reasonably  request in connection with
such New  Debtor or its  Collateral,  and (ii) all  instruments,  documents,  or
agreements that the Bank shall request in connection with the  establishment  or
perfection of the Liens arising under the Security Agreement, including, without
limitation, all Uniform Commercial Code financing statements,  duly executed and
in proper  form for  filing as the Bank  shall  request  in respect of the Liens
arising under the Security  Agreement  (whether  originally granted by UBC or by
the New Debtor  hereto)  and in respect of the  termination  of any other  Liens
previously encumbering any Collateral of the New Debtor.

     Section 5. Except as expressly  supplemented hereby, the Security Agreement
shall remain in full force and effect.

     SECTION  6.  THIS  SUPPLEMENT  SHALL  BE  GOVERNED  BY,  AND  CONSTRUED  IN
ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.

     Section  7. In case  any one or more of the  provisions  contained  in this
Supplement should be held invalid,  illegal or unenforceable in any respect, the
validity,  legality and  enforceability  of the remaining  provisions  contained
herein  and in any  other  Loan  Document  shall not in any way be  affected  or
impaired.  The  parties  hereto  shall  endeavor in good faith  negotiations  to
replace the invalid.  illegal or unenforceable  provisions with valid provisions
the economic  effect of which comes as close as possible to that of the invalid,
illegal or unenforceable provisions.

                                      -2-
<PAGE>

     Section 8. All communications and notices hereunder shall be in writing and
given as provided in Section 8.01 of the Credit  Agreement.  All  communications
and notices  hereunder to the New Debtor shall be given to it at the address set
forth under its signature hereto.

     Section 9. The New Debtor  agrees to  reimburse  the Bank for its  expenses
incurred in connection  with this  Supplement.  including the  reasonable  fees,
other charges and disbursements of counsel.

     IN WITNESS  WHEREOF,  the New Debtor and the Bank have duly  executed  this
Supplement as of the day and year first above written.

                                        UNISON (MA), INC. a Delaware corporation


                                        By:/s/ William E. Dye
                                           -----------------------------------
                                           Name:  William E. Dye
                                           Title:  Chairman


                                        Address of principal place
                                        of business and chief
                                        executive office:

                                             451 "D" Street 
                                             Boston, MA 02210

                                        Federal Taxpayer 
                                        Identification Number  04-3393578

                                        THE CHASE MANHATTAN BANK


                                        By:/s/ Eugene J. Ward
                                           -----------------------------------
                                           Name:  Eugene J. Ward
                                           Title:  V P


                                      -3-
<PAGE>

                                                                      Schedule I

                                                                               
                            Location(s) of Collateral
                            -------------------------

                                 451 "D" Street
                                Boston, MA 02210



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