AMENDMENT NO. 1 TO
                          AMENDMENT NO. 6 AND WAIVER TO
                           LOAN AND SECURITY AGREEMENT

AMENDMENT  NO. 1, dated as of December 12, 2000,  to Amendment No. 6 and Waiver,
dated as of August 11, 2000 (the "Sixth  Amendment"),  to the LOAN AND  SECURITY
AGREEMENT,  dated as of  September  30, 1998 (as  amended to date) as  hereafter
modified,  amended  and/or  restated  from time to time,  the "Loan and Security
Agreement"),  among  FOOTHILL  CAPITAL  CORPORATION,  a  California  corporation
("Foothill"),  DATA SYSTEMS NETWORK  CORPORATION,  a Michigan  corporation ("Old
Borrower")  and  TEKINSIGHT   SERVICES  INC.,  a  Delaware   corporation   ("New
Borrower").



                                    Preamble

                  Pursuant  to  the  Loan  and  Security   Agreement,   Foothill
established a revolving line of credit for the benefit of Old Borrower. Pursuant
to the Merger  Agreement (as defined in the Sixth Amendment) Old Borrower merged
into New Borrower,  with New Borrower  continuing as the Surviving  Corporation.
The parties entered into the Sixth Amendment although such amendment was in fact
the  eighth  amendment  to the Loan and  Security  Agreement.  Accordingly,  the
parties  hereby desire to correct the name of the Sixth  Amendment to accurately
reflect  its  sequence.  Further,  pursuant to the Sixth  Amendment  the parties
agreed to negotiate  during the 120-day period  following the Effective Date (as
defined in the Sixth  Amendment) with a view to entering into a replacement loan
and  security  agreement.  Whereas,  the 120-day  period  expires as of the date
hereof,  the  parties  now  desire to extend  this date to  December  31,  2000.
Accordingly, New Borrower and Foothill hereby agree as follows:

                  1.     Definitions. All terms used herein which are defined in
                    the Sixth  Amendment and not otherwise  defined herein shall
                    have  the  meanings   given  to  such  terms  in  the  Sixth
                    Amendment.

                  2.     Changes to Definitions:

                  (a)  The Sixth Amendment is hereby renamed Amendment No. 8 and
Waiver to Loan and Security Agreement.

                  (b)  Section  2  of  the  Sixth Amendment is hereby amended by
deleting  the  definition of "Amendment No. 6 and Waiver" in its entirety and by
substituting therefor the following:

                         "'Amendment No. 8 and Waiver' means Amendment No. 8 and
Waiver to Loan and Security Agreement dated as of August 11,2000 among Foothill,
Old Borrower and New Borrower."

                  (c)      All other references to "Amendment No. 6 and Waiver"
in the Sixth Amendment are hereby amended to "Amendment No. 8 and Waiver."

<PAGE>

                  3.       Replacement Loan and Security Agreement. Section 7 of
the Sixth Amendment is hereby amended and restated as follows:

                                    "7. Replacement Loan and Security Agreement.
         The parties  hereto  agree  to  negotiate  during  the  139-day  period
         following the Effective Date  with a view to entering into  either  (i)
         a  loan  and  security  agreement  and  related  agreements  that would
         supercede  the Loan and Security  Agreement and Loan  Documents or (ii)
         amendments  to  the  Loan and Security  Agreement and Loan Documents on
         terms  and  conditions  to  be determined.  If no such  agreements  are
         executed  and  delivered on or  before the date which is 139 days after
         the  Effective  Date, all  Notes  shall  automatically  mature, and all
         principal, interest,  reimbursement obligations and fees  then  accrued
         and  outstanding  under  any Loan Document shall be immediately due and
         payable  together  with a  fee in the amount of two percent (2%) of the
         Maximum Revolving Amount then in effect. Notwithstanding the provisions
         of Section 3.6 of the Loan and Security Agreement,the Early Termination
         Premium payable at any time   during the 139-day  period  following the
         Effective Date shall be two percent (2%)of the Maximum Revolving Amount
         then in effect."

                  4.       Conditions and Covenants.

                  This Amendment shall become  effective only upon  satisfaction
in full of the  following  conditions  precedent  (the first date upon which all
such conditions have been satisfied being herein called the "Amendment Effective
Date"):

                     (i)    The representations and warranties contained in this
Amendment and in Section 5 of  the  Loan and  Security  Agreement and each other
Loan  Document  shall be correct on and as of the  Amendment  Effective  Date as
though made on and  as of  such  date  (except  where such  representations  and
warranties relate to  an  earlier  date  in  which case such representations and
warranties  shall  be  true  and correct as of such earlier date); no Default or
Event of  Default shall  have  occurred  and  be  continuing  on  the  Amendment
Effective  Date or result from this  Amendment  becoming effective in accordance
with its terms.

                    (ii)    Foothill shall have received two (2) counterparts of
this Amendment, duly executed by New Borrower and Parent.

                   (iii)   All legal matters incident to this Amendment shall be
satisfactory to Foothill and its counsel.

                  5.       Representations and Warranties.  New  Borrower hereby
represents and warrants to Foothill as follows:

                  (a) New Borrower (i) is a corporation duly organized,  validly
existing and in good  standing  under the laws of the State of Delaware and (ii)
has all requisite corporate power, authority and legal right to execute, deliver
and  perform  this  Amendment,  and to perform the Sixth  Amendment,  as amended
hereby.
<PAGE>

                  (b) The execution,  delivery and performance of this Amendment
by New Borrower, and the performance by New Borrower of the Sixth Amendment,  as
amended hereby (i) have been duly authorized by all necessary  corporate action,
(ii) do not and will not  contravene  its  charter or by-laws or any  applicable
law,  and (iii)  except as provided in the Loan  Documents,  do not and will not
result in the creation of any Lien upon or with respect to any of its respective
properties.

                  (c) This Amendment and the Sixth Amendment, as amended hereby,
constitute the legal, valid and binding obligations of New Borrower, enforceable
against New Borrower in accordance with its terms.

                  (d) No  authorization  or approval or other  action by, and no
notice to or filing with, any governmental authority or other Person is required
in connection  with the due execution,  delivery and performance by New Borrower
of this Amendment and the  performance by New Borrower of the Sixth Amendment as
amended hereby.

                  (e) The representations and warranties  contained in Section 5
of the Loan and Security  Agreement  and each other Loan Document are correct on
and as of the Amendment Effective Date as though made on and as of the Amendment
Effective  Date  (except  to the  extent  such  representations  and  warranties
expressly  relate to an  earlier  date in which  case such  representations  and
warranties  shall be true and correct as of such earlier date) and no Default or
Event of Default  has  occurred  and is  continuing  on and as of the  Amendment
Effective  Date or  will  result  from  this  Amendment  becoming  effective  in
accordance with its terms.

                  6. Continued  Effectiveness of the Loan and Security Agreement
and Loan  Documents.  Borrower  hereby (i)  confirms  and agrees  that each Loan
Document to which it is a party is, and shall  continue to be, in full force and
effect and is hereby  ratified and confirmed in all respects  except that on and
after the Amendment  Effective Date of this Amendment all references in any such
Loan Document to "the Loan and Security Agreement", the "Agreement",  "thereto",
"thereof",  "thereunder"  or  words  of like  import  referring  to the Loan and
Security  Agreement shall mean the Loan and Security Agreement as amended by the
Sixth Amendment, as amended by this Amendment, and (ii) confirms and agrees that
to the  extent  that any such  Loan  Document  purports  to  assign or pledge to
Foothill,  or to grant a  security  interest  in or Lien on, any  collateral  as
security for the  obligations  of Borrower from time to time existing in respect
of the  Loan  and  Security  Agreement  and the  Loan  Documents,  such  pledge,
assignment  and/or grant of the security interest or Lien is hereby ratified and
confirmed in all respects.

                  7.       Miscellaneous.

                  (a)  This   Amendment   may  be  executed  in  any  number  of
counterparts and by different parties hereto in separate  counterparts,  each of
which shall be deemed to be an original  but all of which taken  together  shall
constitute one and the same  agreement.  Delivery of an executed  counterpart of
this Amendment by telefacsimile  shall be equally as effective as delivery of an
original executed counterpart of this Amendment.

                  (b) Section and  paragraph  headings  herein are  included for
convenience  of reference only and shall not constitute a part of this Amendment
for any other purpose.
<PAGE>

                  (c)      This Amendment shall be governed by, and construed in
accordance with, the laws of the State of New York.

                  (d) Borrower will pay on demand all reasonable fees, costs and
expenses of Foothill in connection with the preparation,  execution and delivery
of this Amendment including,  without limitation,  reasonable fees disbursements
and other charges of Schulte Roth & Zabel LLP, counsel to Foothill.

                  IN WITNESS  WHEREOF,  the  parties  hereto  have  caused  this
Amendment  No. 1 to be executed  and  delivered  as of the date set forth on the
first page hereof.

                                            TEKINSIGHT SERVICES INC.,
                                            a Delaware corporation

                                            By: /s/ Wade Stevenson
                                                    ----------------------------
                                                     Name:  Wade Stevenson
                                                     Title:  VP - Finance

                                            FOOTHILL CAPITAL CORPORATION,
                                            a California corporation

                                            By: /s/ [illegible]
                                                Name:
                                                Title:

Acknowledged and Agreed upon
this 14th day of December, 2000

TEKINSIGHT.COM,
a Delaware corporation, as Guarantor

By:  /s/  Wade Stevenson
       -----------------
      Name:  Wade Stevenson
      Title:  VP - Finance