EXHIBIT 10.8C


                      2nd AMENDMENT TO EMPLOYMENT AGREEMENT

This "2nd amendment to Employment  Agreement" (this  "Amendment") is made on the
31st day of January,  2000 by and between IFS  International  Holdings,  Inc., a
Delaware  Corporation  (the  "Company"),  IFS  International,  Inc.,  a New York
corporation  and a  wholly  owned  subsidiary  of the  Company,  and  any  other
subsidiary  of the  Company and David L. Hodge (the  "Executive"),  based on the
following:

     A.   On May 12, 1998,  the Company and the Executive  executed that certain
          "Employment  Agreement" (the "Agreement") whereby the Company retained
          the services of the  Executive as its  President  and Chief  Executive
          Officer.

     B.   On  January  22,  1999  the  Company  and the  Executive  executed  an
          Amendment to that certain  "Employment  Agreement"  (the  "Agreement")
          which modified the original May 12 Agreement.

     C.   The Company and the  Executive  wish to modify the  Agreement  and the
          Amendment to the Agreement pursuant to the terms of this Amendment.

NOW, THEREFORE, THE PARTIES TO THIS Amendment agree as follows:

     1.   Reinstatement  of certain  portions  of Par.  14 of the  Agreement  as
          modified below which  compensates the Executive on a percentage  basis
          upon the sale or change of control of the Company. TO WIT:

          Irrespective  of  whether  or  not  the   Executive's   employment  is
          terminated,  if there is a (i) Change of Control;  or (ii) transfer or
          sale of all or  substantially  all of the  assets of the  Company(ies)
          which  is not a  Change  of  Control;  or  (iii)  transfer  or sale of
          Beneficial  Ownership of more than fifty  percent (50%) or more of the
          total combined voting power of the Company's then  outstanding  Voting
          Securities  which may or may not constitute a Change of Control,  then
          the Companies  shall pay to the Executive an amount equal to 3% of the
          first 10 million dollars in value received by the Companies (including
          cash,  securities,  debt or any other form of property) in  connection
          with such Change of Control,  or transfer or sale,  6% of the next $10
          million  dollars in value received by the Companies in connection with
          such Change of Control,  transfer or sale and 7% of any value received
          by the Companies in excess of $20 million  dollars in connection  with
          such Change of Control, transfer or sale.

     2.   All other  Terms and  provisions  of the May 12,  1998  Agreement  and
          January 22, 1999 Amendment To Remain. The parties agree that all other
          terms and  provisions of the Agreement and its Amendment  shall remain
          the same.

WHEREFORE,  THE PARTIES HERETO HAVE EXECUTED THIS Agreement in the City of Troy,
State of New York as of the date first set forth above.

                IFS INTERNATIONAL HOLDINGS, INC.
                A Delaware Corporation

                     By:_________________________________
                        Chairman of the Board of Directors
                        John P. Singleton

                     By: ____________________________________
                         Chairman of the Compensation Committee
                         of the Board of Directors
                         DuWayne Peterson


                IFS INTERNATIONAL INC.
                A New York Corporation

                      By: ___________________________________
                          Chief Operating Officer
                          Simon Theobald

                      By: ___________________________________
                          Secretary
                          Carmen Pascuito


                      EXECUTIVE:

                      ----------------------------------------
                      David L. Hodge