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                                                                     EXHIBIT 4.8

     AMENDMENT TO THE MCKAY HOCHMAN CO., INC. REGIONAL DEFINED CONTRIBUTION
                             BASIC PLAN DOCUMENT #R1

The Employer hereby amends the Safeguard Scientifics Money Purchase Pension Plan
to comply with the provisions of The General Agreement on Tariffs and Trades,
The Uniform Services Employment and Reemployment Rights Act of 1994, The Small
Business Job Protection Act of 1996 and the Taxpayer Relief Act of 1997. The
Basic Plan Document #R1 is hereby amended as follows:

1.      Paragraph 1.16 titled, "Defined Contribution Dollar Limitation", is
        amended by deleting all the words following "($30,000)" and replacing
        them with the words "as adjusted by the Secretary of the Treasury for
        increases in the cost-of-living. Such increases will be in multiples of
        five thousand dollars ($5,000)".

The above provision is effective as of the first day of the 1995 Plan Year, or
as of the initial Effective Date for those plans initially adopted after 1994.

2.      The last sentence of the second Paragraph 1.12 titled, "Compensation",
        is amended by deleting the words "the Participant is not a Highly
        Compensated Employee [as defined in Code Section 414(q)] and".

The following sentence is added at the end of the section:

        "Effective for Plan Years beginning after December 31, 1996 the
        application of the family aggregation rules under Code Section
        414(q)(6)( as defined in Paragraph 1.12 entitled "Compensation" will no
        longer apply."

The above provision is effective at the beginning of the 1997 Plan Year, or as
of the initial Effective Date for those plans initially adopted after 1997.

3.      Sub-paragraph 1.12(c)(1) titled "Code Section 415 Compensation", is
        deleted in its entirety and replaced with the following:

        "1.     Employer Contributions to a plan of deferred Compensation which
                are not includible in the Employee's gross income for the
                taxable year in which contributed, other than contributions
                through a salary reduction agreement to a cash or deferred plan
                under Code Section 401(k), a Simplified Employee Pension Plan
                under Code Section 402(h)(1)(B), a cafeteria plan under Code
                Section 125 or a tax-deferred annuity under Code Section
                403(b)."

The above amended provision is effective as of the beginning of the 1998 Plan
Year, or as of the initial Effective Date for those plans initially adopted
after 1998.

4.      Paragraph 1.12 titled, "Compensation", is amended by deleting all of the
        last paragraph, except for the last sentence thereof.

The above amended provisions is effective as of the beginning of the 1998 Plan
Year, or as of the initial Effective Date for those plans initially adopted
after 1998.

5.      Paragraph 1.40 titled, "Highly Compensated Employee", is deleted in its
        entirety and replaced with the following paragraph which shall read as
        follows:

        Effective for Plan Years beginning in 1997 and later, any Employee who
        performs service for the Employer during the current year, and who,
        during the immediate prior year received Compensation (including
        Elective Deferrals) from the Employer in excess of $80,000 [ as adjusted
        pursuant to Code Section 415(d) or who at any time during the current
        year or the immediate prior year is or was a five percent (5%) owner of
        the Employer. An individual is a five (5%) owner if at any time during
        the current year or the immediate prior year they owned more than five
        percent (5%) of the profits or capital interest of the Employer. Code
        Section 318

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        attribution from family members applies in determining an individual's
        ownership interest. If so elected by the Employer, an Employee who
        received Compensation in excess of $80,000 in the immediate prior year
        will only be considered a Highly Compensated Employee if they are also a
        member of the Top-Paid Group, as defined in Paragraph 1.83.

6.      Paragraph 1.43 titled, "Leased Employees" is amended by deleting the
        phrase " of a type historically performed by Employees in the business
        field" and replacing with the following phrase: "performed under the
        primary direction or control".

The above provision is effective at the beginning of the 1997 Plan Year, or as
of the initial Effective Date for those plans initially adopted after 1997.

7.      Paragraph, 1.83 titled, "Top Paid Group", is deleted in its entirety and
        replaced with the following paragraph which shall read as follows:

The group consisting of the top 20% of Employees when ranked on the basis of
Compensation paid during such year. For purposes of determining the number of
Employees in the group (but not who is in it), the following Employees shall be
excluded:

(a)     Employees who have not completed 6 months of Service.

(b)     Employees who normally work less than 17 1/2 hours per week.

(c)     Employees who normally do not work more than 6 months during any year.

(d)     Employees who have not attained age 21.

(e)     Employees included in a collective bargaining unit, covered by an
        agreement between employee representatives and the Employer, where
        retirement benefits were the subject of good faith bargaining and
        provided that 90% or more of the Employer's Employees are covered by the
        agreement.

(f)     Employees who are nonresident aliens and who receive no earned income
        which constitutes income from sources within the United States."

If the Top-Paid Group election is applicable, please check the box below:

[ ]     An Employer who received Compensation in excess of $80,000 in the
        immediate prior year will only be considered a Highly Compensated
        Employee if they are also a member of the Top-Paid Group, as defined in
        Paragraph 1.83 of the Basic Plan Document #R1.

The above provision is effective at the beginning of the 1997 Plan Year, or as
of the initial Effective Date for those plans initially adopted after 1997.

8.      Paragraph 2.6 titled, "Owner-Employees", is deleted in its entirety.
        Paragraph 2.7 is then renumbered as Paragraph 2.6. Paragraph 2.8 is then
        renumbered Paragraph 2.7.

The above provision is effective at the beginning of the 1997 Plan Year, or as
of the initial Effective Date for those plans initially adopted after 1997.

9.      Paragraph 5.3 titled, "Allocating Employer Contributions", is amended by
        deleting the final "s" in the word Sections" and by deleting "401(a)(26)
        and" where they appear in the fifth sentence thereof.

The above provision is effective at the beginning of the 1997 Plan Year, or as
of the initial Effective Date for those plans initially adopted after 1997.

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10.     Paragraph 5.3 titled, "Allocating Employer Contributions", is amended by
        the addition of an additional sentence which shall read as follows:

"Notwithstanding any provision of this Plan to the contrary, Participants will
accrue the right to share in allocations of Employer contributions with respect
to periods of qualified military service as provided in Code Section 414(u)."

The above provision is effective as of the time when first administratively
applied, but in no event after October 31, 1997.

11.     Paragraphs 6.3, 6.4 and 6.5 are amended by deleting the references to
        "$3,500" where they appear and substituting in their place "$5,000"
        effective for Plan Years commencing August 5, 1997 and thereafter.

12.     Subparagraph 6.4(b) titled , "Restrictions On immediate Distributions",
        is amended by adding two new sentences at the end of the first paragraph
        which shall read as follows:

"If a distribution is one to which Code Section 401(a)(11) and 417 do not apply,
such distributions may commence less than 30 days after the notice required
under Treasury Regulation Section 1.411(a)-11(c) is given provided that:

        (1)     the Plan Administrator clearly informs the Participant that the
                Participant has a right to a period of at least thirty (30) days
                after receiving the notice to consider the decision of whether
                or not to elect a distribution (and if applicable, a particular
                distribution option), and

        (2)     the Participant, after receiving the notice, affirmatively
                elects to take a distribution."

If a distribution is one to which Code Section 417 does apply, the distribution
may commence less that thirty (30) days, but not less that seven (7) days after
the notice required under Treasury Regulation 1.411(a)-11(c) is given, provided
that the conditions of sub-paragraphs (1) and (2) above are satisfied with
regard to both the Participant and the Participant's Spouse."

The above provision is effective at the beginning of the 1997 Plan Year, or as
of the initial Effective Date for those plans initially adopted after 1997.

13.     Article VI titled "RETIREMENT BENEFITS AND DISTRIBUTUIONS", is amended
        by the addition of a new last paragraph 6.10 which shall read as
        follows:

        "6.10 ASSETS TRANSFERRED FROM MONEY PURCHASE PLANS Notwithstanding any
        provision of this Plan to the contrary, to the extent that any optional
        form of benefit under this Plan permits a distribution prior to the
        Participant's retirement, death, Disability or severance from
        employment, and prior to Plan termination, the optional form of benefit
        is not available with respect to benefits attributable to assets
        (including post-transfer earnings thereon) and liabilities that are
        transferred, within the meaning of Code Section 414(l), to this Plan
        from a money purchase pension plan qualified under Code Section 401(a)
        (other than any portion of those assets and liabilities attributable to
        Voluntary Employee Contributions)."

The above amendments provisions are effective as of the first day of the Plan
Year that this amendment is adopted.

14.     Paragraph 7.5 of the Basic Plan Document #R1, "Required Beginning Date",
        is amended by the addition of a new sub-paragraph (c) and the
        re-alphabetizing of sub-paragraphs (c) and (d) as (d) and (e),
        respectively. The new sub-paragraph (c) shall read as follows:

Select which provision applies.

[ x ]   "(c)    Rules for 1996 and Later Years. Employees who are not five (5%)
                owners, who have attained age 70 1/2 in 1996 or will attain it
                in later years, and who are still employed by the Employer, may
                either receive their distribution pursuant to sub-paragraph (a)
                above, or may elect to defer commencement of benefit payments to
                the earlier of the April 1st following the calendar year

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                during which the Participant either becomes a five (5%) owner or
                separates from service with the Employer. Employees who were 70
                1/2 in 1996 and who did not receive payment of the required
                minimum distribution by April 1, 1997, and who wish to receive
                it, must receive a distribution of all required amounts by
                December 31, 1997."

[ ]     "(c)    Rules for 1996 and Later Years. Employees who are not five (5%)
                owners, who have attained age 70 1/2 in 1996 or will attain it
                in later years, and who are still employed by the Employer, may
                either receive their distribution pursuant to sub-paragraph (a)
                above, or may not elect to defer commencement of benefit
                payments to the earlier of the April 1st following the calendar
                year during which the Participant either becomes a five (5%)
                owner or separates from service with the Employer. Employees who
                were 70 1/2 in 1996 and who did not receive payment of the
                required minimum distribution by April 1, 1997, and who wish to
                receive it, must receive a distribution of all required amounts
                by December 31, 1997."

The above provision is effective at the beginning of the 1997 Plan Year, or as
of the initial Effective Date for those plans initially adopted after 1997.

15.     Required Beginning Date - Select the provision that applies.

[ x ]   A Participant who is not a five (5%) owner and who is still employed by
        the Employer at the end of the calendar year in which the Participant
        attains age 70 1/2 may elect to defer payment of the required minimum
        distribution until the April 1st following the earlier of the calendar
        year of separation of Service or the calendar year in which the
        Participant becomes a 5% owner."

[ ]     A Participant who is not a five (5%) owner and who is still employed by
        the Employer at the end of the calendar year in which the Participant
        attains age 70 1/2 may not elect to defer payment of the required
        minimum distribution until the April 1st following the earlier of the
        calendar year of separation of Service or the calendar year in which the
        Participant becomes a 5% owner."

16.     Paragraph 8.5 titled, "Notice Requirements for Qualified Joint and
        Survivor Annuity" is amended by the addition of a new sentence at the
        end of the paragraph which shall read as follows:

        "The Participant and the Participant's Spouse may consent to waiving the
        minimum thirty (30) day notice period described above and may receive
        notice no less than seven (7) days prior to the annuity starting date,
        provided that:

        (e)     the Plan Administrator clearly informs the Participant and the
                Participant's Spouse that they have a right to a period of at
                least thirty (30) days after receiving the notice to consider
                the decision of whether or not to elect a distribution ( and if
                applicable a particular distribution option), and

        (f)     the Participant and the Participant's Spouse, after receiving
                the notice affirmatively elect to take a distribution."

The above provision is effective at the beginning of the 1997 Plan Year, or as
of the initial Effective Date for those plans initially adopted after 1997.

17.     Article IX titled, "VESTING", is amended by the addition of a new
        Paragraph 9.11 which shall read as follows:

        9.11    COMPLIANCE WITH UNIFORMED SERVICE EMPLOYMENT AND REEMPLOYMENT
        RIGHTS ACT OF 1994 Notwithstanding any provision of this Plan to the
        contrary, Years of Vesting Service will be credited as provided in Code
        Section 414(u)."

The above provision is effective as of the time when first administratively
applied, but in no event after October 31, 1997.

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18.     Article X is amended by the addition of a new paragraph 10.13 which
        shall read as follows:

        10.13   CALCULATION AND DISTRIBUTION OF EXCESS CONTRIBUTIONS AND EXCESS
                AGGREGATE CONTRIBUTIONS

        (a)     REDUCING THE AVERAGE FOR HIGHLY COMPENSATED EMPLOYEES - The
                Average Deferral Percentage and/or Average Contribution
                Percentage for Highly Compensated Employees is reduced to the
                maximum allowed by the applicable limit at paragraph 10.11. The
                average is reduced on a step-by-step leveling basis beginning by
                reducing the Actual Deferral Percentage or the Actual
                Contribution Percentage for the Highly Compensated Employee with
                the highest percentage until the average is reduced to the
                maximum allowed or until the Actual Deferral Percentage or
                Actual Contribution Percentage for such Highly Compensated
                Employee is lowered to that of the Highly Compensated Employee
                with the next highest percentage. This process continues until
                the Average Deferral Percentage and/or the Average Contribution
                Percentage is lowered to the maximum allowed for the Plan Year.
                The excess dollar amount attributable to each affected Highly
                Compensated Employee is then totaled for purposes of correcting
                distributions determined at paragraph (b) below.

        (b)     CORRECTING DISTRIBUTIONS TO HIGHLY COMPENSATED EMPLOYEES - The
                total amount to be distributed as determined under paragraph (a)
                is allocated to Highly Compensated Employees on the basis of the
                dollar amount included for such Employee in the numerator of the
                Actual Deferral Percentage or the Actual Contribution
                Percentage, as applicable. The distribution for each affected
                Highly Compensated Employee is determined on a leveling basis
                similar to that described at paragraph (a) except that the
                process is based on dollars rather than percentages. Excess
                Contributions are allocated to the Highly Compensated Employees
                with the largest amount of Employer contributions taken into
                account in calculating the Average Deferral Percentage or
                Average Contribution Percentage test for the year in which the
                excess arose, beginning with the Highly Compensated Employee
                with the largest amount of such Employer contributions and
                continuing in descending order until all the Excess
                Contributions have been allocated. For purposes of the preceding
                sentence, the "largest amount" is determined after distribution
                of any Excess Contribution. After correcting distributions are
                allocated, it is not necessary to recompute the Highly
                Compensated Employee averages to determine if they satisfy the
                ADP Test and/or the ACP Test. Distributions of Excess
                Contributions and Excess Aggregate Contributions are to be made
                in accordance with paragraphs 7.12 and 7.13 hereof.

The above amended provision if effective as of the beginning of the 1997 Plan
Year, or as the initial Effective Date for those plans initially adopted after
1998.

18.     Paragraph 13.4 titled, "Participant Loans" will be amended by the
        addition of a new sub-paragraph (k) which shall read as follows: Select
        which provision applies.

[ x ]   Loan payments will be suspended under this plan as permitted under Code
        Section 414(u)."

[ ]     Loan payments will not be suspended under this plan as permitted under
        Code Section 414(u)."

The above provision is effective as of the time when first administratively
applied, but in no event after October 31, 1997.

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IN WITNESS WHEREOF the Employer has caused this Amendment to be executed this
16TH day of November, 2000.

                                                   Safeguard Scientifics, Inc.:



                                                   BY:
                                                      --------------------------
                                                              Secretary


WITNESS:
        ------------------------------------

        ------------------------------------


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                                    AMENDMENT
                                     TO THE
                SAFEGUARD SCIENTIFICS MONEY PURCHASE PENSION PLAN

        BY THIS AMENDMENT, Safeguard Scientifics Money Purchase Pension Plan
(herein called the "Plan") is hereby amended as follows effective January 1,
2001:

        Section 6 of the Adoption Agreement shall be amended as follows:


6.      EMPLOYER CONTRIBUTION AND ALLOCATION FORMULA

NOTE:    The integrated allocation formulas below are for Plan Years beginning
         in 1989 and later. The Employer's allocation for earlier years shall be
         as specified in its Plan prior to Amendment for the Tax Reform Act of
         1986.

         Employer Contributions will be allocated in accordance with the method
         selected below. If in Section 9 herein, the Employer elects to allocate
         forfeitures, they will be treated as additional Employer Contributions
         and allocated accordingly.

                      [x]    (a)    Non-Integrated Contribution and Allocation
                      Formula [See Minimum Contributions under Top-Heavy Plans
                      at Section 7].

                                    The Employer shall contribute and allocate
                      to the account of each eligible Participant, 0.00 % (not
                      more than 25%) of such Participant's Compensation, plus
                      any forfeitures (only if they are reallocated to
                      Participants under Section 9), in such Plan Year.



        IN WITNESS WHEREOF, this Amendment is hereby executed this 16th day of
November, 2000.



        ------------------------                  -----------------------
        Trustee                                   Trustee