Exhibit 10.8


            SECOND AMENDMENT TO SECURED LINE OF CREDIT NOTE


     THIS SECOND AMENDMENT is made as of the 10th day of February,  1998 between
MALCOLM G. CHACE,  an individual  with an office at 731 Hospital Trust Building,
Providence,  Rhode Island 02903 ("Lender"),  and ACCESS SOLUTIONS INTERNATIONAL,
INC.,  a Delaware  corporation,  having an  address  at 650 Ten Rod Road,  North
Kingstown, Rhode Island 02852 ("Borrower").


                 W I T N E S S E T H     T H A T:


     WHEREAS,  Borrower has executed and  delivered to Lender a certain  Secured
Line of Credit Note dated  December 30,  1997,  in the  principal  amount of Two
Hundred Thousand Dollars ($200,000) ("Note"); and

     WHEREAS, Borrower has executed and delivered to Lender a First Amendment to
Secured  Line of Credit  Note dated as of January  27,  1998,  pursuant to which
principal  amount of the Note was  increased to $290,000,  and the maturity date
for repayment was extended; and

     WHEREAS,  the  parties  desire  to  further  amend  the Note in the  manner
hereinafter set forth;

     NOW, THEREFORE,  for good and valuable consideration,  the receipt of which
is hereby acknowledged, the parties agree as follows:

     1. The maximum  principal  amount  under the Note is being  increased  from
$290,000 to $330,000.  Therefore, all references to "Two Hundred Ninety Thousand
Dollars"  and/or  "$290,000"  shall be deleted and replaced with "Three  Hundred
Thirty Thousand Dollars" and/or "$330,000", as appropriate.

     2. All  references  in the Note to that  certain  Loan  Agreement  shall be
deemed to refer to such  agreement as amended by  documents  executed as of even
date herewith.

     3. All references in the Note to the Security  Agreement shall be deemed to
refer to such  agreement  as  amended  by  documents  executed  as of even  date
herewith,  and all  references  in the  Security  Agreement to the Note shall be
deemed to include this amendment to the Note and any other  amendments which may
be executed in connection herewith.

     4. Except as modified  and amended  hereby,  the Note shall  remain in full
force and effect and is in all other respects ratified and confirmed.

     5. This  Amendment  is intended to take effect as a sealed  instrument  and
shall be construed in  accordance  with and governed by the laws of the State of
Rhode Island.

     IN WITNESS  WHEREOF,  the parties  hereto have caused this  Amendment to be
duly executed as of the day and year indicated above.

WITNESSES:                                 LENDER:


/s/ Michael Prescott                       /s/ Malcolm G. Chace
-------------------------------            ---------------------------------
    Michael Prescott                           Malcolm G. Chace





                                           BORROWER:

                                           ACCESS SOLUTIONS INTERNATIONAL, INC.


/s/ Michael Prescott
-------------------------------            BY: /s/ Robert H. Stone
    Michael Prescott                          ----------------------------------
                                                   Robert H. Stone
                                                   President and CEO