EXHIBIT 10.19

                     Consent and Waiver to Credit Agreement
                             As of December 8, 1997

         Reference is made to the Credit Agreement dated as of July 12, 1996 and
as amended  and in effect  immediately  prior to the date  hereof  (the  "Credit
Agreement")  by and among PSC SCANNING,  INC., a Delaware  corporation  formerly
known as  SpectraScan,  Inc.,  which is successor by merger to PSC  Acquisition,
Inc., (the "Borrower"),  PSC INC. ("PSC"),  the financial  institutions party to
the Credit Agreement (the "Lender Parties"),  FLEET BANK as the "Initial Issuing
Bank",  and FLEET BANK, as  administrative  agent (the  "Administrative  Agent")
under the Credit Agreement.

         Reference  is also made to the Summary of Rights to Purchase  Preferred
Stock annexed hereto as "Exhibit B" (the "Summary").

         All definitions  contained in the Credit  Agreement and the Summary are
incorporated herein by reference and all such defined terms are used herein with
the same meanings.

         The undersigned  Lender Parties hereby:  (1) consent to the declaration
of the dividend of the Rights described in the Summary and the actions which may
be taken by PSC  pursuant  to the Rights  Agreement,  and (2) waive the right to
deem such  dividend or such action to be a violation  of Section  5.02(g) of the
Credit Agreement or a Default or Event of Default under the Credit Agreement.

         Except as specifically  waived above, the Credit Agreement shall remain
in full force and effect.

         This  Consent and Waiver may be executed in any number of  counterparts
and by the  different  parties  hereto on separate  counterparts,  each of which
shall be  deemed  to be an  original,  and all of  which  taken  together  shall
constitute one and the same Consent and Waiver, regardless of whether or not the
execution by all parties shall appear on any single counterpart.  Delivery of an
executed  counterpart  of a  signature  page  to  this  Consent  and  Waiver  by
telecopier shall be effective as delivery of a manually executed  counterpart of
this  Agreement.  This  Consent  and  Waiver  will  become  effective  when  the
Administrative Agent shall have received counterparts of this Consent and Waiver
which, when taken together, bear the signatures of the Required Lenders.


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         IN WITNESS WHEREOF, the Administrative Agent and the undersigned Lender
Parties have caused a counterpart  of this Consent and Waiver to be executed and
delivered by their respective  representatives  thereunto duly authorized, as of
the date first above written.


FLEET BANK, as Administrative Agent FLEET BANK, as Initial Issuing Bank

By:                                                           By:
Title:                                               Title:


FLEET BANK                                           CORESTATES BANK, N.A.

By:                                                           By:
Title:                                               Title:


MANUFACTURERS & TRADERS                             KEY BANK NATIONAL
TRUST COMPANY                                       ASSOCIATION

By:                                                           By:
Title:                                               Title:



                                                   PILGRIM AMERICA PRIME RATE
SUMITOMO BANK                                      TRUST

By:                                                           By:
Title:                                               Title: