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EX-10.5.o
C:\My Documents\EE\Manchester Extension 2001-v3.doc
                                                    #3461 - Boca Raton, Florida


                        EXTENSION AND AMENDMENT AGREEMENT


     THIS EXTENSION AND AMENDMENT  AGREEMENT  ("Agreement")  made as of the ____
day of November,  2001, by and between Kin  Properties,  Inc. as agent for Susan
Sandelman  as  trustee  of  Aneff  Trust  and  Susan  Sandelman  as  trustee  of
Fundamentals  Company Trust  ("Landlord")  and  Manchester  Technologies,  Inc.,
formerly known as Manchester Equipment Company, Inc. ("Tenant").

                              W I T N E S S E T H:

         WHEREAS,  Landlord is  successor-in-interest to Spanish River Executive
Plaza, Ltd. a/k/a Century Plaza, a Florida limited  partnership and is the owner
of the property  commonly  referred to as 185 NW Spanish River Boulevard in Boca
Raton, Florida ("Building");

         WHEREAS,  Tenant  presently  occupies certain space within the Building
pursuant to that certain Office Lease Agreement dated October 1, 1997 ("Lease");
and

         WHEREAS, the Lease expires by its terms on November 30, 2002; and

         WHEREAS,  the  parties  desire  to  modify  the  terms of the  Lease in
accordance with the agreements set forth herein.

         NOW,  THEREFORE,   in  consideration  of  the  mutual  promises  herein
contained and other good and valuable consideration, the sufficiency of which is
hereby acknowledged, the parties agree as follows:

     1. The recitals are incorporated by reference.

     2.  The  defined  terms  used in the  Lease  are  also  being  used in this
Agreement.  In  addition,  "Original  Term," shall mean the term  commencing  on
December 1, 1997 and continuing to December 31, 2007.

     3. The Lease Term is extended  and shall  continue to and include  December
31, 2007.

     4. From and after  January 1, 2002,  the  Premises  shall mean Suites 220A,
220B and 230 ("New  Premises").  During that period of time any reference in the
Lease to  Premises  shall mean the New  Premises.  Notwithstanding  that the New
Premises do not include  Suite 270,  the Tenant  shall be permitted to use Suite
270 as its address and Landlord shall continue to identify  Tenant's location as
"Suite 270".


     5. From and after  January  1, 2002,  Rentable  Floor Area shall mean 3,214
square feet of floor area.

     6. From and after  January 1, 2002,  the Base Rental  payable  monthly,  in
advance on the first day of each month throughout the applicable  period,  shall
mean:
<TABLE>
<CAPTION>
               Annual Period            Annual Base Rental   Monthly Base Rental
<S>     <C>                               <C>                    <C>
January 1, 2002 to December 31, 2002       $48,210.00             $4,017.50
January 1, 2003 to December 31, 2003       $50,138.40             $4,178.20
January 1, 2004 to December 31, 2004       $52,143.94             $4,345.33
January 1, 2005 to December 31, 2005       $54,229.69             $4,519.14
January 1, 2006 to December 31, 2006       $56,398.88             $4,699.91
January 1, 2007 to December 31, 2007       $58,654.84             $4,887.90
</TABLE>

         Tenant shall be relieved of the  obligation  to pay Base Rental for the
months of  January  and  February,  2002,  provided  that  Tenant is not then in
default  under any of the terms of this Lease.  Should an event of default exist
during any portion of such period,  the obligation to pay such Base Rental shall
be reinstated immediately.

         7. If the Lease shall be in force and effect on the  expiration  of the
Original Term, and Tenant is not in default  hereunder,  both (a) at the date of
exercise,  as  hereinafter  provided,  and (b) on the date of  expiration of the
Original  Term,  and has  complied  fully with all of the  conditions  contained
herein,  the Tenant may elect to renew this Lease for a period of five (5) years
(the  "Renewal  Term"),  commencing  on the  first  day of  January,  2008,  and
terminating  on the  31st  day of  December,  2012,  upon  the  same  terms  and
conditions  as set forth herein  except as to the Annual and Monthly Base Rental
payable  during the  Renewal  Term  which  shall be  calculated  as set forth in
Paragraph 8 below.  To exercise the election for the Renewal Term,  Tenant shall
give the Landlord notice in writing of the election at least nine (9) months and
not more than twelve (12) months prior to the  expiration of the original  term,
which notice shall be  accompanied  by a current  financial  statement of Tenant
prepared by a licensed  certified public  accountant and signed and certified to
be true and  correct.  Time shall be of the essence with respect to the exercise
of the Renewal Term.

         8. In the event the Tenant  exercises  its option for the Renewal Term,
then,  in such event,  Tenant shall pay to  landlord,  without  previous  demand
therefor  and without any delay,  defense,  set-off or deduction  whatsoever,  a
minimum rental at the following  annual rates for the period as set forth below,
payable  in  advance  on the first day of each  calendar  month  throughout  the
applicable period as follows:
<TABLE>
<CAPTION>

                Annual Period           Annual Base Rental   Monthly Base Rental
<S>                                           <C>                   <C>
January 1, 2008 to December 31, 2008          $61,.001.03           $5,083.42
January 1, 2009 to December 31, 2009          $63,441.07            $5,286.76
January 1, 2010 to December 31, 2010          $65,978.71            $5,498.23
January 1, 2011 to December 31, 2011          $68,617.86            $5,718.16
January 1, 2012 to December 31, 2012          $71,352.57            $5,946.88
</TABLE>

         9. From and  after  January  1,  2002,  Tenant  shall be  obligated  to
reimburse  Landlord for  Tenant's  Pro Rata Share of  Operating  Expenses as set
forth in Paragraphs  7(a), (b), (c), (d) and (e) of the Lease.  For such period,
Paragraphs  7(a),  (b), (c), (d) and (e) are  reinstated in the Lease as if they
had not been deleted, with the following exceptions:

     A.   The first full paragraph of Paragraph 7 is deleted in its entirety.

     B.   Tenant's  Pro  Rata  Share  of  Operating  Expenses  shall be equal to
          8.686%.

     C.   Paragraph 7(g) is deleted in its entirety.

     D.   The current rate of reimbursement to Landlord for real estate taxes is
          $2.06  per  square  foot,  payable  on a  monthly  basis,  and will be
          adjusted, as provided therein.

     E.   The current rate of reimbursement  to Landlord for Operating  Expenses
          is $3.50 per  square  foot,  payable on a monthly  basis,  and will be
          adjusted, as provided therein.

     F.   Payments for  reimbursements  of real estate taxes and other Operating
          Expenses  at the  rates  set forth in this  Agreement  shall  commence
          January 1, 2002.

     10. The Security  Deposit held by Landlord  pursuant to Paragraphs 1(o) and
38 shall continue to be held by Landlord; provided, however:

                  A. Landlord,  provided Tenant is not then in default under the
         terms of the Lease,  shall  credit  Tenant  with a setoff of  $3,981.18
         against its March 1, 2002  installment of Monthly Base Rental,  so that
         the actual  payment  due and payable for March 1, 2002 shall be $36.32,
         and the Security Deposit shall be reduced to $4,258.55; and

                  B. Landlord  reserves its right to inspect the Premises  after
         Tenant's  relocation  from Suite 270 to the New Premises.  In the event
         that  Suite 270 is left in any  condition  other  than  "Broom  Clean,"
         Landlord shall give notice to Tenant that such condition exists. Tenant
         shall then have a period of five (5) days from the date of such  notice
         to correct such condition  ("Correction  Period").  In the event Tenant
         has not corrected the  condition at the end of the  Correction  Period,
         Landlord may deduct from the Security Deposit, the cost and expenses of
         placing Suite 270 in Broom Clean condition.  To the extent,  if any, of
         any such deduction,  Tenant shall deposit  additional sums to reinstate
         the full Security Deposit.

     11. Notices to each party under the Lease shall be given as follows:

                  To the Landlord:

                           Kin Properties, Inc.
                           185 NW Spanish River Boulevard
                           Box 500
                           Boca Raton, Florida  33431

                  With a copy to:

                           Allen P. Lev
                           Kin Properties, Inc.
                           185 NW Spanish River Boulevard
                           Box 500
                           Boca Raton, Florida  33431

                  To the Tenant:

                           Manchester Technologies, Inc.
                           185 NW Spanish River Boulevard
                           Boca Raton, Florida 33431

                  With a copy to:

                           Manchester Technologies, Inc.
                           50 Marcus Boulevard
                           Hauppage, New York  11788

         12.  Tenant  accepts  the New  Premises  in "as-is"  condition  with no
agreement by Landlord to provide any remodeling or other work therein,  with the
following exception:

          a. If so required by local building codes,  Landlord will complete the
     existing demising wall to the bottom of the roof deck; and

          b.  Landlord  will baffle any HVAC units which are shared with another
     tenant of the Building, so that Tenant has exclusive use of any such unit.

         13. For the purposes of Paragraph 9(b) of the Lease,  Landlord approves
Tenant's plan for leasehold improvements prepared by Jim Gilganbach as set forth
on Exhibit A attached hereto and made a part hereof.

         14. In the event of any  conflict  between the terms,  provisions,  and
covenants of this  Agreement  and the terms,  provisions,  and  covenants of the
Lease,  the terms and  conditions  of this  Agreement  shall  govern.  Except as
amended  hereby,  the terms,  provisions  and  covenants of the Lease are hereby
ratified by Landlord and Tenant and shall remain in full force and effect.

     15. This Agreement may be executed in any number of  counterparts,  each of
which, when taken together, shall constitute one (1) signed original.

         IN WITNESS  WHEREOF,  the parties  hereto have hereunto set their hands
and seals and caused these presents to be signed by their appropriate  corporate
officers to be effective as of the day and year first written above.


Witness:  (as to Manchester)               KIN PROPERTIES, INC., as agent for
                                           Susan Sandelman as trustee of Aneff
                                           Trust and Susan Sandelman as trustee
                                           of Fundamentals Company Trust
    s/  Jim Mennie
    --------------
Name: Jim Mennie


                                           By: s/Jeffrey Sandelman
 s/ Joseph Looney                              -----------------------
-------------------
Name:  Joseph Looney                       Name:    Jeffrey Sandelman
                                           Title:   President

Witness: (As to Kim Properties, Inc.)      MANCHESTER TECHNOLOGIES, INC.

   s/ Allen Lev
   --------------
Name:  Allen Lev
                                            By: s/Barry Steinberg
                                           ---------------------
                                           Name: Barry Steinberg
Name: s/ Diane Johnson                     Title:  President
     ------------------
Name: Diane Johnson