Exhibit 10.1

                      FOURTH AMENDMENT TO CREDIT AGREEMENT

     FOURTH  AMENDMENT  TO CREDIT  AGREEMENT,  dated as of March 21,  2001 (this
"Amendment"),  among BOUNDLESS  TECHNOLOGIES,  INC. ("Boundless  Technologies"),
BOUNDLESS  MANUFACTURING  SERVICES,  INC.  ("BMS";  collectively  with Boundless
Technologies,  the  "Co-Borrowers"),  BOUNDLESS  ACQUISITION  CORP.  ("BAC") and
BOUNDLESS  CORPORATION ("BC"  collectively,  with BAC, the "Guarantors") and THE
CHASE  MANHATTAN  BANK,   SILICON  VALLEY  BANK  and  NATIONAL  BANK  OF  CANADA
(collectively, the "Banks") and THE CHASE MANHATTAN BANK, as agent for the Banks
(in such capacity, the "Administrative Agent").

                                    RECITALS:

     A. The Co-Borrowers, the Guarantors, the Banks and the Administrative Agent
are parties to that certain  Second  Amended and Restated  Credit  Agreement and
Guaranty,  dated as of May 25, 2000,  as amended by the  Amendment and Waiver to
Credit  Agreement,  dated as of July 31,  2000,  the Second  Amendment to Credit
Agreement,  dated as of November 7, 2000 and the Third  Amendment  and Waiver to
Credit Agreement, dated as of November 16, 2000 (as same may be further amended,
restated,  supplemented  and  otherwise  modified,  from  time to time,  "Credit
Agreement").

     B. The Co-Borrowers have requested that the Banks amend certain  provisions
of the Credit Agreement, and the Banks have agreed to such amendments subject to
the terms and conditions of this Amendment.

     C. Any capitalized  terms used herein and not defined herein shall have the
meanings ascribed to such terms in the Credit Agreement.

     NOW, THEREFORE, the parties hereto agree as follows:

                                   ARTICLE 1.
                         AMENDMENTS TO CREDIT AGREEMENT

     The  amendments  set  forth  in this  Amendment  shall be  deemed  to be an
amendment  to the Credit  Agreement  and shall not be  construed in any way as a
replacement or  substitution  therefor.  All of the terms and provisions of this
Amendment are hereby  incorporated by reference into the Credit  Agreement as if
such terms were set forth in full therein.


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     Section  1.1  Section  1.01 of the Credit  Agreement  is hereby  amended by
adding the following new definition in its appropriate alphabetical order:

          "Net  Proceeds"  shall  mean  the  gross  proceeds   received  by  any
          Co-Borrower  or any Guarantor  from the issuance of any of its capital
          stock, less the sum of all out-of-pocket fees and expenses incurred in
          connection   with  such  issuance,   including,   without   limitation
          underwriters' fees and commissions."

     Section 1.2 Section 2.01 of the Credit  Agreement is hereby  amended to add
the following new sentence at the end thereof:

          "Notwithstanding  anything  to the  contrary  above,  the Banks  shall
          permit up to  $400,000  of the  Overadvance  described  above to be in
          existence  during  the period  commencing  March 9, 2001  through  and
          including  June 9, 2001,  provided  that such amount shall be reduced,
          dollar for dollar,  by an amount equal to the Net Proceeds received by
          any  Co-Borrower  or any Guarantor in connection  with the issuance of
          any shares of its capital stock."

     Section  1.3  Section  2.11 of the Credit  Agreement  is hereby  amended by
adding the following new subsection "(c)" immediately following subsection "(b)"
thereof:

          "(c) In the event that any  Co-Borrower or any Guarantor shall receive
          proceeds from the issuance of any shares of its capital stock, whether
          by private placement,  public offering or otherwise,  the Co-Borrowers
          shall apply the first $500,000 of the Net Proceeds therefrom to prepay
          any  Revolving  Credit  Loans that are then  outstanding,  and, in the
          event that the Net Proceeds  are in excess of $500,000,  any amount in
          excess of $500,000 shall be applied to the principal  installments  of
          the Term Loan in inverse order of their maturities until the Term Loan
          shall have been paid in full.  Prepayments of the Term Loan may not be
          reborrowed."

                                   ARTICLE 2.
                           CONDITIONS TO EFFECTIVENESS

     Section 2.1.  Conditions  to  Effectiveness.  The  amendments to the Credit
Agreement described herein are subject to(a) receipt by the Administrative Agent
of the following  items,  each in form and substance  satisfactory to the Banks:
(i) this Amendment, duly executed by each Co-Borrower and each Guarantor; (ii) a
certificate of a duly authorized  officer of the  Co-Borrowers  stating that the
representations  and warranties in Article VIII of the Credit Agreement are true
and correct on such date as though made on and as of such date and that no event
has occurred and is continuing which  constitutes a Default or Event of Default,
except such Defaults or Events of Default as are described on Schedule A hereto;
(iii) an  amendment  fee of $50,000 to be  distributed  to the Banks  based upon
their Pro-Rata  Share;  (iv) duly executed UCC-1 financing  statements,  or such


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other  documents as may be required by the  Administrative  Agent,  to perfect a
security interest in in-transit  inventory of the Co-Borrowers,  all in form and
substance  satisfactory  to the  Administrative  Agent;  and (b)  payment by the
Co-Borrowers of all reasonable  legal fees and  disbursements  of counsel to the
Administrative Agent incurred in connection with this Amendment.

                                    ARTICLE 3
                         REPRESENTATIONS AND WARRANTIES

     Each Co-Borrower hereby represents and warrants to the Banks that:

     Section  3.1.  Each of the  representations  and  warranties  set  forth in
Article VIII of the Credit  Agreement is true as of the date hereof with respect
to the  Co-Borrower  and, to the extent  applicable,  each Guarantor and each of
their  respective  Subsidiaries  and with the same  effect as though made on the
date hereof, and is hereby  incorporated herein in full by reference as if fully
restated herein in its entirety.  In addition,  in order to induce the Banks and
the Administrative  Agent to enter into this Amendment,  each Co-Borrower hereby
covenants,  represents  and  warrants to the Banks that since  December 31, 1999
there  has  been  no  material  adverse  change  in  the  business,  operations,
properties or financial  condition of any  Co-Borrower,  any Guarantor or any of
their respective Subsidiaries.

     Section 3.2. To induce the Banks and the Administrative Agent to enter into
this Amendment and to continue to make advances to the Co-Borrowers  pursuant to
the Credit Agreement, as amended hereby, the Co-Borrowers hereby acknowledge and
agree that, as of the date hereof,  and after giving effect to the terms hereof,
there  exists (i) no Default or Event of Default  other than those  Defaults and
Events of Default  described  on  Schedule 3 hereto and (ii) no right of offset,
defense,  counterclaim,  claim or objection in favor of the Co-Borrowers arising
out of or with respect to any of the  obligations  of the  Co-Borrowers  and the
Guarantors under the Credit Agreement.

     Section 3.3. Each  Co-Borrower  and each Guarantor has the corporate  power
and  authority to enter into,  perform and deliver this  Amendment and any other
documents,  instruments,  agreements  or  other  writings  to  be  delivered  in
connection  herewith.  This Amendment and all documents  contemplated  hereby or
delivered in connection herewith,  have each been duly authorized,  executed and
delivered and the transactions contemplated herein have been duly authorized.

     Section  3.4.  This  Amendment  and  any  other  documents,  agreements  or
instruments  now  or  hereafter  executed  and  delivered  to the  Banks  by the
Co-Borrowers  and the  Guarantors in connection  herewith  constitute (or shall,
when  delivered,   constitute)   valid  and  legally   binding   obligations  of
Co-Borrowers  and the  Guarantors,  each of  which is and  shall be  enforceable
against Co-Borrowers and the Guarantors, as applicable, in accordance with their
respective terms.


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     Section 3.5. No  representation,  warranty or statement by the Co-Borrowers
and the Guarantors  contained herein or in any other document to be furnished by
the Co-Borrowers and the Guarantors in connection  herewith contains,  or at the
time of delivery shall contain,  any untrue statement of material fact, or omits
or at the time of delivery shall omit to state a material fact necessary to make
such representation, warranty or statement not misleading.

     Section  3.6.  No  consent,  waiver or approval of any entity is or will be
required in connection with the execution,  delivery,  performance,  validity or
enforcement of this Amendment, or any other agreements, instruments or documents
to be executed and/or delivered in connection herewith or pursuant hereto.

                                   ARTICLE 4.
                                  MISCELLANEOUS

     Section 4.1. This Amendment may be executed in any number of  counterparts,
all of which taken together shall  constitute one and the same  instrument,  and
any party hereto may execute this Amendment by signing  (either  original or via
facsimile) any such counterpart.

     Section  4.2.  This  Amendment  shall be governed by, and  interpreted  and
construed in accordance  with, the laws of the State of New York (without giving
effect to the conflict of laws provisions thereof).

     Section 4.3.  The  execution  and  delivery of this  Amendment by the Banks
shall not be deemed to be a waiver of any  Default or Event of Default  that has
occurred  or that may  hereafter  arise  pursuant  to the  terms  of the  Credit
Agreement and the parties hereto agree that the Banks retain all of their rights
and remedies under the Credit  Agreement with respect to any Default or Event of
Default, whether now existing or hereafter arising.

[next page is signature page]


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

                          BOUNDLESS TECHNOLOGIES, INC.

                          By:____________________________________
                          Name: Joseph Gardner
                          Title: Vice President

                          BOUNDLESS MANUFACTURING SERVICES, INC.

                          By:____________________________________
                          Name: Joseph Gardner
                          Title: Vice President

                          BOUNDLESS ACQUISITION CORP.

                          By:____________________________________
                          Name: Joseph Gardner
                          Title: Vice President

                          BOUNDLESS CORPORATION

                          By:____________________________________
                          Name: Joseph Gardner
                          Title: Vice President

                          THE CHASE MANHATTAN BANK,
                          as a Bank and as Administrative Agent

                          By:______________________________________
                          Name: William DeMilt
                          Title: Vice President



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                          SILICON VALLEY BANK,
                          as a Bank

                          By:______________________________________
                          Name: Sheila Colson
                          Title: Vice President

                          NATIONAL BANK OF CANADA,
                          as a Bank

                          By:______________________________________
                          Name:
                          Title:


                          By:______________________________________
                          Name:
                          Title:


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                                   SCHEDULE 3

                     Existing Defaults and Events of Default

                        [To be prepared by Co-Borrowers]