Exhibit 10.37


                            FOURTH AMENDMENT OF LEASE

     THIS FOURTH  AMENDMENT OF LEASE (this  "Amendment")  is made as of the 29th
day of August, 2000, between VITAMIN REALTY ASSOCIATES,  L.L.C.  (the "LESSOR"),
a New Jersey limited  liability  company,  having an address at 225 Long Avenue,
Hillside,  New Jersey 07205, and WIRE ONE TECHNOLOGIES,  INC. (the "LESSEE"),  a
Delaware corporation, having an address at 225 Long Avenue, Hillside, New Jersey
07205.

                               W I T N E S S E T H

     WHEREAS,  pursuant to that certain Lease  Agreement dated March 20, 1997 by
and  between  LESSOR and All  Communications  Corporation,  the  predecessor  of
LESSEE,  LESSOR  leased  to  All  Communications  Corporation  certain  premises
consisting of approximately 1,560 rentable square feet of warehouse space on the
first floor of the building known as 225 Long Avenue,  Hillside, New Jersey (the
"Building"), and approximately 7,180 rentable square feet of office space on the
second floor of the Building (collectively the "Demised Premises"); and

     WHEREAS,  pursuant to that  certain  First  Amendment  of Lease dated as of
December,  1997, LESSOR and All Communications  Corporation amended the Lease to
add to the  Demised  Premises  an  additional  5,840  rentable  square  feet  of
warehouse space on the first floor of the Building; and

     WHEREAS,  pursuant to that  certain  Second  Amendment of Lease dated as of
December,  1999, LESSOR and All Communications  Corporation amended the Lease to
provide that the Demised Premises consisted of a total of 13,730 rentable square
feet of warehouse space on the first floor of the Building, and a total of 8,491
rentable square feet of office space on the second floor of the Building; and

     WHEREAS, pursuant to that certain Third Amendment of Lease dated as of June
1, 2000 (which,  together with the Lease  Agreement,  First Amendment and Second
Amendment referred to above, shall be referred to herein as the "Lease"), LESSOR
and LESSEE amended the Lease to provide that the Demised Premises  consists of a
total of 18,000  rentable  square feet of warehouse  space on the first floor of
the Building, and a total of 15,215 rentable square feet of office and warehouse
space on the second floor of the Building; and

     WHEREAS,  LESSOR and LESSEE have agreed to further amend the Lease,  on the
terms and conditions hereinafter set forth; and




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     WHEREAS,  all  capitalized  terms  defined  in the Lease and not  otherwise
defined herein shall have their respective meanings set forth in the Lease.

     NOW,  THEREFORE,  in consideration of the mutual covenants contained herein
and other good and valuable consideration,  the receipt and sufficiency of which
are hereby  acknowledged,  the parties  hereto do hereby agree that the Lease is
hereby amended as follows:

     1. (a) Commencing as of September 1, 2000 or occupancy,  whichever is later
(the "Expansion Space  Commencement  Date"),  LESSOR shall demise to LESSEE, and
LESSEE shall lease from LESSOR,  an  additional  5,739  rentable  square feet of
space  located on the second floor of the Building,  which is more  particularly
depicted in Schedule A attached hereto (the "Expansion Space"). For all purposes
of the Lease, and this Amendment,  the term "Demised  Premises" shall, as of the
Expansion Space Commencement Date, include the current Demised Premises plus the
Expansion Space.

     (b) LESSOR and LESSEE each hereby agrees that the Demised  Premises  shall,
as of the  Expansion  Space  Commencement  Date,  consist  of a total of  18,000
rentable square feet of warehouse space on the first floor of the Building,  and
a total of 20,954  rentable  square  feet of office and  warehouse  space on the
second floor of the Building.

     2.  Section  1.1(ar) of the Lease is hereby  amended  to  provide  that the
Termination Date shall be August 31, 2005.

     3. (a) Schedule C of the Second Amendment is hereby superseded and replaced
with Schedule B annexed hereto.

     (b) LESSEE's Proportionate Share with respect to the Demised Premises shall
be 24.35% as of the Expansion Space Commencement Date.

     4. (a) LESSOR has engaged Costa Construction Co. to perform the fit up work
within the  Expansion  Space  ("LESSOR'S  Work")  outlined  on the  construction
contract  attached  hereto as Schedule C (the  Contract").  Provided that LESSEE
does not default under the terms and provisions of this Lease,  LESSOR shall pay
for the cost of performing LESSOR'S Work up to the amount of $50,000.00.  LESSEE
shall pay the excess cost of completing LESSOR'S Work over $50,000.00 within ten
(20) days after  receipt of an  invoice  therefor  from  LESSOR,  together  with
evidence   that  such  costs  were   actually   incurred  by  LESSOR.   LESSEE'S
reimbursement



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<PAGE>

obligation  shall not be limited by the fixed price set forth in the Contract if
the actual cost of LESSOR'S Work exceeds the Contract amount. If LESSEE requests
any  changes  in  LESSOR'S  Work  described  in the  Contract,  LESSEE  shall be
responsible for all costs including but not limited to design expenses resulting
from such changes.  No such changes shall be made without prior written approval
of LESSOR.  LESSOR  shall not be  responsible  for delay in  occupancy by LESSEE
because of such changes,  and any such delay in completing  the Expansion  Space
shall not in any manner affect the Expansion Space Commencement Date.

     (b) Except as set forth in subsection (a) above,  LESSEE agrees that it has
inspected  the  Expansion  Space,  and  agrees  to  occupy  same  in its "AS IS"
condition.

     5.  Provided  that  LESSEE is not in  default  under the Lease  beyond  any
applicable notice or cure period, then LESSEE shall have the right to assign the
portion of the Demised Premises  depicted on Schedule A annexed hereto as Tenant
Spaces N, O and P, which consists of  approximately  7,113 rentable square feet,
in  connection  with the sale of a division of LESSEE.  LESSEE shall  deliver to
LESSOR  prior  written  notice  of such  sublease.  LESSOR  further  waives  the
recapture  right specified in Section 15.5 of the Lease with respect to any such
sublease.  Except as set forth above,  such  subleasing  shall be subject to the
provisions of Article 15 of the Lease.

     6.  LESSOR and LESSEE  each  represents  to the other that it has not dealt
with any broker or agent with respect to the Demised  Premises or this Lease and
each shall  indemnify  and hold  harmless the other from and against any and all
liabilities, claims, suits, demands, judgments, costs, interests and expenses to
which it nay be  subject  or suffer by reason of any claim  made by any  person,
firm or  corporation  for any  commission,  expense or other  compensation  as a
result  of the  execution  and  delivery  of this  Lease  and  based on  alleged
conversations  or negotiations by said person,  firm or corporation  with either
LESSOR or LESSEE, as the case may be.

     7. As hereby modified and amended, the Lease shall remain in full force and
effect.

     8.  This   Amendment  and  the  Lease  embody  and  constitute  the  entire
understanding between the parties with respect to the subject matter hereof, and
all prior agreements,  representations and statements, oral or written, relating
to the subject matter hereof are merged into this Amendment.


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<PAGE>

     9.  Neither  this  Amendment  nor any  provision  contained  herein  may be
amended,  modified  or  extended  except  by an  instrument  signed by the party
against whom enforcement of such amendment, modification or extension is sought.

     10. This Amendment may be executed in counterparts,  each of which shall be
deemed a duplicate original hereof.

     IN WITNESS  WHEREOF,  this Amendment has been executed by LESSOR and LESSEE
as of the day and year first above written.

                                       VITAMIN REALTY ASSOCIATES, L.L.C.


                                       By: /s/ Eric Friedman
                                           ------------------------------
                                           Name:  Eric Friedman
                                           Title: Member



                                       WIRE ONE TECHNOLOGIES, INC.


                                       By: /s/ Richard Reiss
                                           ------------------------------
                                           Name:  Richard Reiss
                                           Title: President and Chief
                                                  Executive Officer


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                                   SCHEDULE A

                                 EXPANSION SPACE

<PAGE>


                                   SCHEDULE B

                                   BASIC RENT

     The Basic Rent shall be payable in equal monthly installments,  in advance,
on the  Basic  Rent  Payment  Dates.  The  Basic  Rent for the Term  shall be as
follows:

     (a) for the period from the  Commencement  Date to, but not including,  the
Inclusion  Date  (defined  in the  First  Amendment),  the Basic  Rent  shall be
$62,680.00 per annum, payable in equal monthly installments of $5,306.67;

     (b) for the  period  from the  Inclusion  Date to, but not  including,  the
Amendment  Commencement Date (defined in the Second  Amendment),  the Basic Rent
shall be  $87,040.00  per  annum,  payable  in  equal  monthly  installments  of
$7,253.33;

     (c) for the  period  from  the  Amendment  Commencement  Date  to,  but not
including,  the First Additional Space  Commencement  Dare (defined in the Third
Amendment),  the Basic Rent  shall be  $122,846.00  per annum,  payable in equal
monthly installments of $10,237.17;

     (d) for the period from the First  Additional Space  Commencement  Date to,
but not including, the Second Additional Space Commencement Date (defined in the
Third  Amendment),  the Basic Rent shall be  $139,928.00  per annum,  payable in
equal monthly installments of $11,660.67;

     (e) for the period from the Second  Additional Space  Commencement Date to,
but not including,  the Expansion Space  Commencement Date, the Basic Rent shall
be $193,720.00 per annum,  payable in equal monthly  installments of $16,143.33;
and

     (f) for the period from the Expansion Space  Commencement  Date to, but not
including,  the Termination Date, the Basic Rent shall be $259,100.00 per annum,
payable in equal monthly installments of $21,591.67.

<PAGE>


                                   SCHEDULE C

                              CONSTRUCTION CONTRACT

<PAGE>


[LOGO]  COSTA CONSTRUCTION CO.
================================================================================
        26 Wortendyke Avenue
        Emerson, N.J. 07630
        (201) 262-3434
        Fax (201) 262-2230


                                                                 August 21, 2000

Mr. Eric Friedman
Vitamin Realty Associates
225 Long Avenue
Hillside, NJ 07205


                                    Contract

Re: Renovation to rental space

Existing  Accounting  Room & Two Previous  Offices  Renovated  on Exterior  Wall
Previously Rented by N.W. International.

Cover  exterior  wall with 5/8"  sheetrock  above and below  windows  and finish
completely as needed.
Remove  existing steel  doorframe and enlarge  existing rough opening to receive
new 6'0" x 7'0" steel jamb with two new wood store-front doors in oak.
Install all matching hardware on door located in main office.
Install new key locks to above-mentioned door.
Build new 16" wide Formica counter top with supports. 1 - 20'9", 1 - 11' 5".
Build new tops and support to match existing. Colors to be selected by owner.
Install approximately 440 yd. of vinyl wall covering in existing finished office
space.


Room Next to previously renovated room, as noted above.

Install new  suspended  ceiling to match  existing  ceiling  work in  previously
renovated room and hallway.
Build  approximately  50 linear feet of partitions along exterior wall to create
three independent offices.
All walls to be 3 5/8" 25 gauge metal studs with 5/8"  sheetrock  and spackle as
needed.
Install  three new steel  doorframes  and birch veneer  doors to match  existing
previous work.


<PAGE>


                  Second Floor Tenant Space Plan Appears here.

<PAGE>


[LOGO]  COSTA CONSTRUCTION CO.
================================================================================
        26 Wortendyke Avenue
        Emerson, N.J. 07630
        (201) 262-3434
        Fax (201) 262-2230


Vitamin Realty Associates
Contract
Page 2


On  exterior  wall in three  offices,  install  5/8"  sheetrock  above and below
windows as needed.
Install three steel doorjambs with solid core birch doors. Size 3/0x7/0.
Build 10' of additional metal stud partition.
Install one 3/0x7/0 solid core wood door at coffee room with matching hardware.
Install two solid core birch doors on entranceway from hallway. Install matching
hardware. Both doors to be 1 1/2-hour fire rated.


New Office Space with Hallway

Construct new 30' long wall to create  approximately a 4' hallway and cover with
sheetrock and finish as needed.
In remaining office space of large room,  construct four new offices on exterior
wall as previously discussed.
All walls to be build of 25 gauge studs and 5/8" sheetrock and spackle.
Install four new steel doorjambs and birch veneer doors as noted above.
All doors to receive mill finish, lever design passage knob.
On exterior wall,  install 5/8" sheetrock  above and below windows and finish as
needed.


Coffee Room Off of Main Room, Approx. 13' x lO',

Cover existing metal - partition wall with 5/8" sheetrock and finish as needed.
Install new suspended ceiling as noted above.
Install new suspended ceiling in hallway and new office space.
Install new 6' wood sink base cabinet in new kitchen area.
Install new Formica counter top with stainless steel sink and faucet & all drain
and water lines as needed.

<PAGE>


[LOGO]  COSTA CONSTRUCTION CO.
================================================================================
        26 Wortendyke Avenue
        Emerson, N.J. 07630
        (201) 262-3434
        Fax (201) 262-2230


Vitamin Realty Associates
Contract
Page 3


Electrical Work

Install fifty-two (52) 2x4 drop-in suspended ceiling lights to match existing.
Install seven (7) 2x2 drop-in suspended ceiling lights to match existing.
Install five (5) switches to control lighting fixtures.
Install thirty (30) outlets.
Install  all rough  wiring for feeds and  homeruns to supply the power to lights
and outlets.


Painting and Finishing

Paint all new sheet rock with primer and one coat. (One color throughout)
Paint all new and existing steel doorjambs.
Finish all new and existing birch doors. (Natural finish.)

Total for all work listed above................ $ 60,450.00


Note:
     Remove all garbage to owner's container.
     Permits to be paid by owner.
     All demolition by owner.


      Continued on page 4