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COAST BUSINESS CREDIT(R)

                 THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT

BORROWER:    NTN COMMUNICATIONS, INC.
ADDRESS:     5966 LA PLACE COURT, SUITE 100
             CARLSBAD, CALIFORNIA 92008

BORROWER:    BUZZTIME, INC.
ADDRESS:     5966 LA PLACE COURT, SUITE 100
             CARLSBAD, CALIFORNIA 92008

DATE:        APRIL 30, 2001

THIS THIRD AMENDMENT TO THE LOAN AND SECURITY AGREEMENT ("Amendment") is entered
into as of the above date between COAST BUSINESS CREDIT, a division of Southern
Pacific Bank ("Coast"), a California corporation, with offices at 12121 Wilshire
Boulevard, Suite 1400, Los Angeles, California 90025, and NTN Communications,
Inc. and BUZZTIME, Inc. (jointly and severally, "Borrower") whose chief
executive office is located at the above address ("NTN's Address"). This
Amendment shall for all purposes be deemed to be a part of the Loan and Security
Agreement ("Agreement") and the Schedule to the Agreement ("Schedule") and the
same are integral parts of the Agreement and Schedule.

                                    AMENDMENT

1. Section 2.1 of the Schedule to the Agreement shall be amended to add the
   following paragraph at the end of the existing Section:

     In calculating EBITDA under Section 2.1 (a) (ii) above, Coast shall (1)
     include any additional equity received by Borrower, in form and substance
     acceptable to Coast, within the immediately preceding seven (7) month
     period from the date of the calculation, and (2) exclude the revenue effect
     of SEC Staff Accounting Bulletin 101 for monthly calculations in fiscal
     year 2000.


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2.  Section 8.1 of the Schedule to the Agreement entitled Other Provisions shall
    be amended to add the following paragraphs 14, 15, 16 and 17 at the end of
    the existing Section:

              14. Borrower shall receive an additional equity contribution of
                  One Million Dollars ($1,000,000.00) in form and substance
                  acceptable to Coast, on or before June 30, 2001.

              15. Commencing with the second quarter of 2001 and at all times
                  throughout the Term of this Agreement thereafter, Borrower
                  must satisfy the following cash burn test: At each instance
                  that Borrower's cumulative cash burn exceeds One Million
                  Dollars ($1,000,000.00), Borrower must obtain additional
                  equity in amounts equal to that cumulative cash burn. The
                  receipt of the requisite equity will have the effect of
                  zeroing out the cash burn for purposes of this test, and the
                  cumulative cash burn total will recommence. Borrower must
                  receive the requisite equity within sixty (60) days of
                  discovery that the cumulative cash burn exceeds One Million
                  Dollars ($1,000,000.00).

              16. At all times from and after April 1, 2001 throughout the Term
                  of this Agreement, Borrower shall maintain a minimum monthly
                  balance sheet cash position of not less than Four Hundred
                  Thousand Dollars ($400,000.00). Such amount shall be subject
                  to Coast's verification at Coast's sole and absolute
                  discretion.

              17. The Maximum Dollar Amount as set forth in Section 2.1 of the
                  Schedule shall be cumulatively reduced on the following dates
                  by the amounts set forth below:

<TABLE>
<CAPTION>
                                                        Cumulative                 Maximum
Date                         Reduction                  Reduction                  Dollar Amount
<S>                          <C>                        <C>                        <C>
April 30, 2001               $50,000.00                 $50,000.00                 $3,950,000.00
May 31, 2001                 $50,000.00                 $100,000.00                $3,900,000.00
June 30, 2001                $100,000.00                $200,000.00                $3,800,000.00
July 31, 2001                $100,000.00                $300,000.00                $3,700,000.00
August 31, 2001              $150,000.00                $450,000.00                $3,550,000.00
September 30, 2001           $150,000.00                $600,000.00                $3,400,000.00
October 31, 2001             $200,000.00                $800,000.00                $3,200,000.00
November 30, 2001            $225,000.00                $1,025,000.00              $2,975,000.00
December 31, 2001            $225,000.00                $1,250,000.00              $2,750,000.00
</TABLE>

3. Section 9.1 of the Schedule to the Agreement entitled Maturity Date is hereby
amended to substitute "June 30, 2002" in place of "August 31, 2002".

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            CONDITIONS PRECEDENT TO EFFECTIVENESS OF THIRD AMENDMENT

     1. Borrower shall execute and deliver this Third Amendment to Coast.

     EXCEPT AS EXPRESSLY PROVIDED HEREIN, ALL OF THE TERMS AND CONDITIONS OF THE
     LOAN AND SECURITY AGREEMENT AND ALL OTHER DOCUMENTS AND AGREEMENTS BETWEEN
     COAST AND BORROWER SHALL CONTINUE IN FULL FORCE AND EFFECT AND THE SAME ARE
     HEREBY RATIFIED AND AFFIRMED. THE WAIVERS AND CONSENTS CONTAINED HEREIN DO
     NOT CONSTITUTE A WAIVER OR CONSENT OF ANY OTHER PROVISION OR TERM OF THE
     LOAN AND SECURITY AGREEMENT, NOR AN AGREEMENT TO WAIVE OR CONSENT TO ANY
     TERM OR CONDITION OF THE LOAN AND SECURITY AGREEMENT NOR ANY RELATED
     DOCUMENT OR AGREEMENT IN THE FUTURE.

Borrower:                                Coast:
NTN COMMUNICATIONS, INC.                 COAST BUSINESS CREDIT, a division of
                                         Southern Pacific Bank
By: /s/ Stanley B. Kinsey                By: /s/ Mike Richman
    --------------------------------        --------------------------------
    Stanley B. Kinsey, CEO                  Mike Richman, Vice President

And by: /s/ Darlene French-Porter
        -------------------------
        Darlene French-Porter, Corporate Controller

Borrower:
BUZZTIME, Inc.

By: /s/ V. Tyrone Lam
    --------------------------------
    V. Tyrone Lam, President

And by: /s/ Darlene French-Porter
        -------------------------
        Darlene French-Porter, Corporate Controller


        Signature Page to Third Amendment to Loan and Security Agreement


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