MERRILL LYNCH BUSINESS FINANCIAL SERVICES INC.


                                                 Private Client Group

                                                 Merrill Lynch Business
                                                 Financial Services Inc.
                                                 222 North LaSalle Street
                                                 17th Floor
                                                 Chicago, Illinois 60601
                                                      (312) 269-1349
                                                 FAX: (312) 845-9093

                                                 March 19, 2002

Whitman  Education Group,  Inc. d/b/a Whitman  Education Group and f/k/a Whitman
Medical Corporation 4400 Biscayne Blvd. Miami, FL 33137

                 Re: WCMA Line of Credit Increase and Extension

Ladies & Gentlemen:

This Letter Agreement will serve to confirm certain  agreements of Merrill Lynch
Business  Financial  Services Inc.  ("MLBFS") and Whitman  Education Group, Inc.
d/b/a Whitman Education Group and f/k/a Whitman Medical Corporation ("Customer")
with respect to: (i) that certain WCMA LOAN AND SECURITY AGREEMENT No. 81V-07061
between MLBFS and Customer  (including  any previous  amendments  and extensions
thereof),  and (ii) all other agreements between MLBFS and Customer or any party
who has guaranteed or provided collateral for Customer's obligations to MLBFS (a
"Guarantor")  in  connection  therewith  (collectively,  the "Loan  Documents").
Capitalized  terms used herein and not defined herein shall have the meaning set
forth in the Loan Documents.

Subject to the terms hereof, effective as of the "Effective Date" (as defined
below) the Loan Documents are hereby amended as follows:

(a)  The  "Maturity  Date" of the WCMA  Line of Credit  is  hereby  extended  to
     October 31, 2003.

(b)  The "Maximum WCMA Line of Credit" is hereby increased to $3,500,000.00.

(c)  The "Line Fee" for the period ending October 31, 2003, shall be $19,250.00.
     Customer hereby  authorizes and directs MLBFS to charge said amount to WCMA
     Account No. 81V-07061 on or at any time after the Effective Date.

(d)  The term  "Interest  Rate" shall mean a variable per annum rate of interest
     equal to the sum of 2.80% and the One-Month LIBOR.  "One-Month LIBOR" shall
     mean,  as of the date of any  determination,  the  interest  rate then most
     recently  published in the "Money Rates" section of The Wall Street Journal
     as the one-month  London  Interbank  Offered  Rate.  The Interest Rate will
     change  as of the date of  publication  in The  Wall  Street  Journal  of a
     One-Month  LIBOR that is different  from that  published  on the  preceding
     Business  Day. In the event that The Wall  Street  Journal  shall,  for any
     reason,  fail or cease to publish the One-Month LIBOR,  MLBFS will choose a
     reasonably  comparable index or source to use as the basis for the Interest
     Rate.

(e)  Customer's  "tangible  net worth" shall at all times exceed  $8,500,000.00.
     For  the  purposes  hereof,  the  term  "tangible  net  worth"  shall  mean
     Customer's net worth as shown on Customer's  regular  financial  statements
     prepared in a manner  consistent  with the terms  hereof,  but excluding an
     amount  equal  to:  (i) any  assets  which  are  ordinarily  classified  as
     "intangible" in accordance with generally accepted  accounting  principles,
     and (ii) any  amounts now or  hereafter  directly  or  indirectly  owing to
     Customer by officers, shareholders or affiliates of Customer.


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(f)  Subject to the terms of the Loan Documents  (including the Letter of Credit
     Supplement   included  therein),   MLBFS  has  approved  letter  of  credit
     availability  for  Customer  under the WCMA Line of Credit,  limited to the
     lesser of: (i) $1,000,000.00 or (ii) the then remaining  availability under
     Customer's  WCMA Line of Credit.  Each letter of credit will be issued by a
     corresponding  bank  after  approval  both by MLBFS and that bank as to the
     terms of the  requested  letter of credit and  execution by Customer of all
     documents  required  by MLBFS and that bank.  Each letter of credit will be
     subject to the approval of MLBFS and the issuing bank, and when issued will
     reduce the remaining  availability  under Customer's WCMA Line of Credit by
     the amount of such letter of credit and its  related  fees.  In  connection
     with said letter of credit availability, Customer acknowledges and agrees:

          Concurrently with its acceptance hereof, Customer will pay to MLBFS by
          check a non-refundable  Letter of Credit  Commitment Fee in the amount
          of $2,500.00 of which $262.50 is now due and owing.

          All other  fees will be charged  in  accordance  with the terms of the
          Letter of Credit Supplement included in the Loan Documents.

          No letter of credit expiry date shall extend beyond the Maturity Date.

          Additional  fees  may  apply  under  certain  circumstances.  All fees
          (except  for the Letter of Credit  Commitment  Fee) will be charged to
          Customer's  WCMA Account at the  applicable  time.  Please be advised,
          generally a letter of credit  takes a minimum of 72 hours to be issued
          from the date the  required  documents  are  returned  and accepted by
          MLBFS.

Except as expressly  amended  hereby,  the Loan Documents shall continue in full
force and effect upon all of their terms and conditions.

By their execution of this Letter Agreement,  the below-named  Guarantors hereby
consent to the foregoing  modifications to the Loan Documents,  and hereby agree
that the  "Obligations"  under their  respective  Unconditional  Guaranty and/or
agreements  providing  collateral shall extend to and include the Obligations of
Customer under the Loan Documents, as amended hereby.

Customer  and said  Guarantors  acknowledge,  warrant  and  agree,  as a primary
inducement to MLBFS to enter into this Agreement,  that: (a) no Default or Event
of Default has occurred and is continuing under the Loan Documents;  (b) each of
the  warranties of Customer in the Loan Documents are true and correct as of the
date  hereof  and shall be  deemed  remade as of the date  hereof;  (c)  neither
Customer nor any of said  Guarantors  have any claim against MLBFS or any of its
affiliates  arising out of or in connection with the Loan Documents or any other
matter whatsoever;  and (d) neither Customer nor any of said Guarantors have any
defense to payment of any amounts owing,  or any right of  counterclaim  for any
reason under, the Loan Documents.

Provided  that no Event of  Default,  or event  which with the giving of notice,
passage of time, or both, would constitute an Event of Default,  shall then have
occurred and be continuing under the terms of the Loan Documents, the amendments
and agreements in this Letter  Agreement will become  effective on the date (the
"Effective  Date")  upon  which:  (a)  Customer  and the  Guarantors  shall have
executed and  returned  the  duplicate  copy of this Letter  Agreement  enclosed
herewith; (b) Customer shall furnish to MLBFS a check in the amount of $5,250.00
made payable to "Lexis Document Services" representing the documentary stamp tax
required by the Secretary of State, Florida. Consult your tax advisor about this
tax,  since it may not be due if the Loan  Document is  executed  outside of the
State of Florida,  as evidenced by a notary's  acknowledgment  at the end of the
Loan Document; and (c) an officer of MLBFS shall have reviewed and approved this
Letter Agreement as being consistent in all respects with the original  internal
authorization hereof.


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<PAGE>


Notwithstanding the foregoing, if Customer and the Guarantors do not execute and
return the duplicate copy of this Letter  Agreement within 14 days from the date
hereof,  or if for any other  reason  (other  than the sole  fault of MLBFS) the
Effective  Date shall not occur  within  said  14-day  period,  then all of said
amendments and agreements will, at the sole option of MLBFS, be void.

Very truly yours,

Merrill Lynch Business Financial Services Inc.

By: __________________________________________________________
         Kent R. Wallbruch
         Senior Relationship Manager

Accepted:

Whitman  Education Group,  Inc. d/b/a Whitman  Education Group and f/k/a Whitman
Medical Corporation

By: __________________________________________________________

Printed Name: ________________________________________________

Title: _______________________________________________________


The   foregoing   instrument   was   acknowledged   before   me   this   day  of
_____________________ AD, 2002 by  ________________________________________,  of
Whitman  Education Group,  Inc. d/b/a Whitman  Education Group and f/k/a Whitman
MEDICAL Corporation, a Florida corporation, on behalf of the corporation. He/She
is   personally   known  to  me  or  has  produced   ______________________   as
identification.

-------------------------------------
         NOTARY PUBLIC

---------------------------------------
         TYPED NAME OF NOTARY PUBLIC

My Commission Expires:

-------------------------
        [S E A L]



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Approved:

Ultrasound Technical Services, Inc. d/b/a Ultrasound Diagnostic Schools


By: __________________________________________________________

Printed Name: ________________________________________________

Title: _______________________________________________________


Sanford Brown College, Inc.


By: __________________________________________________________

Printed Name: ________________________________________________

Title: _______________________________________________________


Colorado Technical University, Inc. d/b/a Colorado Technical University


By: __________________________________________________________

Printed Name: ________________________________________________

Title: _______________________________________________________


CTU Corporation f/k/a M.D.J.B., Inc.


By: __________________________________________________________

Printed Name: ________________________________________________

Title: _______________________________________________________


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agreement renewing.doc


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