SERVICES AGREEMENT AMMENDMENT #1

This Amendment (#1), dated December 1st, 2007("the  Amendment Date"), is between
Michael Beecher ("Beecher" or "the Executive") and Direct Insite Corp. ("DIRI"),
and amends the Services  Agreement  between the parties dated August 1st,  2006,
(the "Agreement").

                                    RECITALS
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WHEREAS, DIRI and BEECHER entered into the Agreement and now desire to amend the
Agreement in certain respects,  with this Amendment to be effective on and after
December 1st, 2007, (the "Amendment Effective Date");

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, DIRI and BEECHER agree to amend the sections of
the Agreement as follows:

3. Term. Subject to earlier termination on the terms and conditions  hereinafter
provided,  the term of this  Services  Agreement  shall be from August 1st, 2006
until December 31st,  2009.  Upon mutual written  agreement of both Parties this
Services Agreement may be extended until December 31st, 2010.

4.  Compensation.  For all services  rendered by BEECHER  under this  Agreement,
compensation shall be paid to BEECHER as follows:

     (a) Effective the date of this  Amendment and for the remaining term of the
Agreement  BEECHER shall receive  $14,583.33  per month as  compensation.  Prior
stock  options  awards to purchase  shares of Direct  Insite Corp.  common stock
shall continue to vest ratably on a monthly basis to July 31st, 2008.  Effective
December 1st,  2007 until  December  31st,  2009 BEECHER shall receive a monthly
stock grant in the amount of (2,500)  shares of Direct  Insite Corp.  restricted
common  stock,  such  restriction  shall be  removed  upon  termination  of this
Agreement.

6.   Severance Benefits.

     c)  The  severance  benefits  under  this  section  in  the  event  of  1.)
termination  by the  Company  without  cause or 2.) by BEECHER  for Good  Reason
within twelve  months  following a "Change of Control," as defined in Section 14
of the Agreement,  shall consist of the immediate vesting of all unvested shares
of common stock and options,  and the removal of any restriction upon any shares
of common  stock  held in  BEECHER's  name.  "Good  Reason"  is defined as (i) a
material reduction of the Executive's authority,  duties or responsibilities and
the Executive has provided the Company with reasonable notice and an opportunity
to cure, (ii) a reduction in the Executive's  base salary or (iii);  any failure
of the  Company  materially  to  comply  with  and  satisfy  the  terms  of this
Agreement.  In the event of  termination  for cause by the Company or  voluntary
termination  without good reason by BEECHER,  unvested  restricted stock amounts
shall be forfeited.

     d) In the event that Company  elects to terminate  this  agreement  without
cause then as severance the Company will pay to BEECHER the equivalent of twelve
months salary upon the date of termination of this Agreement.
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Definitions.  Capitalized  terms  used  in  the  Amendment,  to the  extent  not
otherwise  defined in this  Amendment,  shall have the same  meanings  as in the
Agreement.

Ratifications.  The terms and provision set forth in this Amendment shall modify
and supersede all inconsistent  terms and provisions set forth in the Agreement.
The terms and provisions of the Agreement,  as expressly modified and superseded
by this  Amendment,  are ratified and confirmed and shall continue in full force
and effect,  and shall  continue  to be legal,  valid,  binding and  enforceable
obligations of the parties.

Counterparts.  This  Amendment may be executed in several  counterparts,  all of
which taken together shall constitute a single agreement between the parties.

IN WITNESS WHEREOF, BEECHER and DIRI have caused this Amendment to be executed
as of the date first set forth above.

ACCEPTED AND AGREED TO BY:

DIRECT INSITE CORP.                                  MICHAEL J. BEECHER

By: /s/ James Cannavino                     By: /s/ Michael J. Beecher
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Name:   James Cannavino                     Name:   Michael J. Beecher
Title:  Chairman & CEO                      Title:  CFO
Date:   Dec 23, 2007                        Date:   12/20/2007
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