<PAGE>

                             EIGHTH AMENDMENT TO THE
                         RECEIVABLES PURCHASE AGREEMENT

EIGHTH AMENDMENT (the "Amendment"), dated as of January 10, 1999, to the
Receivables Purchase Agreement, dated as of September 30, 1998, and as amended,
among AMERICAN BUSINESS LEASE FUNDING CORPORATION, as the seller, AMERICAN
BUSINESS LEASING, INC., as the Servicer, the INVESTORS named therein, VARIABLE
FUNDING CAPITAL CORPORATION, as a Purchaser, FIRST UNION SECURITIES, INC. (f/k/a
First Union Capital Markets, a division of Wheat First Securities, Inc.), as
deal agent, FIRST UNION NATIONAL BANK, as liquidity agent and NORWEST BANK
MINNESOTA, NATIONAL ASSOCIATION, as the Collateral Custodian and Backup Servicer
(as amended, modified or supplemented from time to time, the "Receivables
Purchase Agreement"). Capitalized terms used and not defined herein shall have
the same meanings as defined in the Receivables Purchase Agreement.

                                    RECITALS

         The parties listed on the signature pages hereto desire to amend the
Receivables Purchase Agreement to the extent set forth herein, and are willing
to do so subject to the terms and conditions set forth herein.

         Accordingly, in consideration of the covenants, conditions and
agreements hereinafter set forth, and for other good and valuable
considerations, the receipt and adequacy of which are hereby acknowledged, the
parties hereto agree to amend the Receivables Purchase Agreement as follows:

         1. Pursuant to the provisions of Section 2.1(b) of the Receivables
Purchase Agreement, the Seller is required to provide no more than 60 days, but
not less than 45 days, prior written notice to the Deal Agent to extend the
Commitment Termination Date. Each of the parties hereto waives the requirement
that an extension request be made within the time required by Section 2.1(b).

         2. The definition of "Commitment Termination Date" in Section 1.1 of
the Receivables Purchase Agreement is hereby amended in its entirety to read as
follows:

         "Commitment Termination Date: March 31, 2000."

         3. Clause (b) of the definition of "Portfolio Concentration Criteria"
in Section 1.1 of the Receivables Purchase Agreement is hereby amended in its
entirety to read as follows:

         "(b) the Contract has a remaining term to maturity of not greater than
         60 months, provided, however, that up to 7.25% (by ADCB) may have a
         remaining term to maturity of not greater than 84 months;"


<PAGE>

         4. Clause (g) of the definition of "Portfolio Concentration Criteria"
in Section 1.1 of the Receivables Purchase Agreement is hereby amended in its
entirety to read as follows:

         "(g) (i) no more than one Source (including its Affiliates) has
         originated more than 5% of the ADCB (this one Source not to exceed
         12.2%), except as consented to by the Deal Agent and (ii) no more than
         44% of the ADCB will be originated by Sources;"

         5. The definition of "Purchase Limit" in Section 1.1 of the Receivables
Purchase Agreement is hereby amended in its entirety to read as follows:

         "Purchase Limit: At any time, $16,000,000, on or after the Termination
         Date, the "Purchase Limit" shall mean the then aggregate outstanding
         Capital."

         6. Section 2.8 of the Receivables Purchase Agreement is hereby amended
in its entirety to read as follows:

         "Section 2.8. [Reserved]."

         7. The introductory paragraph of Section 2.9 of the Receivables
Purchase Agreement is hereby amended in its entirety to read as follows:

         "The provisions of this Section 2.9 shall apply (i) after April 1, 2000
         and (ii) during the term of this Agreement after the occurrence of the
         Termination Date:"

         8. The Seller hereby certifies that each of the representations and
warranties set forth in Article IV of the Receivables Purchase Agreement are
true and correct on the date hereof, as if each such representation and warranty
was made on the date hereof.

         9. This Amendment may be executed in any number of counterparts, each
of which shall be an original and all of which shall constitute one document. It
shall not be necessary in making proof of this Amendment to produce or account
for more than one counterpart signed by the party to be charged. Delivery of an
executed counterpart of a signature page to this letter agreement by facsimile
shall be effective as delivery of a manually executed counterpart of this letter
agreement.

         10. This Amendment shall be governed by and construed in accordance
with the laws of the State of New York.

         11. Except as amended hereby, the Receivables Purchase Agreement shall
in all other respects remain in full force and effect.

                [REMAINDER OF THE PAGE INTENTIONALLY LEFT BLANK]


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<PAGE>


         IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed by their respective officers thereunto duly authorized, as of the date
first above written.

THE SELLER:                         AMERICAN BUSINESS LEASE FUNDING CORPORATION


                                    By /s/
                                       -----------------------------------------
                                    Title: E.V.P


THE SERVICER:                       AMERICAN BUSINESS LEASING, INC.

                                    By /s/
                                       -----------------------------------------
                                    Title: E.V.P


THE INVESTORS:                      FIRST UNION NATIONAL BANK

                                    By
                                       -----------------------------------------
                                    Title:

                                    Commitment:  $16,000,000

                                    First Union National Bank
                                    One First Union Center TW-9
                                    Charlotte, NC 28288
                                    Attention:  Jane Workman
                                    Facsimile No.:  (704) 374-6249
                                    Confirmation No:  (704) 374-4382

VFCC:                               VARIABLE FUNDING CAPITAL
                                    CORPORATION

                                    By First Union Securities, Inc.,
                                    as attorney-in-fact

                                    By
                                       -----------------------------------------
                                    Title:

                                    Variable Funding Capital Corporation
                                    c/o First Union Securities, Inc.
                                    One First Union Center, TW-9
                                    Attention:  Conduit Administration
                                    Facsimile No.:  (704) 383-6036
                                    Confirmation No.:  (704) 383-9343



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<PAGE>

THE DEAL AGENT:                     FIRST UNION SECURITIES, INC.


                                    By
                                       -----------------------------------------
                                    Title:

                                    First Union Securities, Inc.
                                    One First Union Center, TW-9
                                    Charlotte, North Carolina 28288
                                    Attention:  Conduit Administration
                                    Facsimile No.:  (704) 383-6036
                                    Telephone No.:  (704) 383-9343


THE LIQUIDITY AGENT:                FIRST UNION NATIONAL BANK

                                    By
                                       -----------------------------------------
                                    Title:

                                    First Union National Bank
                                    One First Union Center TW-9
                                    Charlotte, NC 28288
                                    Attention:  Jane Workman
                                    Facsimile No.:  (704) 374-6249
                                    Confirmation No:  (704) 374-4382



THE COLLATERAL CUSTODIAN:           NORWEST BANK MINNESOTA,
                                    NATIONAL ASSOCIATION,
                                    as Collateral Custodian

                                    By
                                       -----------------------------------------
                                    Title:

                                    Norwest Bank Minnesota, National Association
                                    Sixth Street and Marquette Avenue
                                    Minneapolis, MN  55479-0067

                                    Attention:  Custody Vault
                                    Facsimile No.:  (612) 667-1080
                                    Confirmation No.:  (612) 667-4960

THE BACKUP SERVICER:                NORWEST BANK MINNESOTA,
                                    NATIONAL ASSOCIATION,
                                    as Backup Servicer

                                    By
                                       -----------------------------------------
                                    Title:

                                    Norwest Bank Minnesota, National Association
                                    Sixth Street and Marquette Avenue
                                    Minneapolis, MN  55479-0070

                                    Attention:  Corporate Trust Services
                                       Asset-Backed Administration
                                    Facsimile No.:  (612) 667-3539
                                    Confirmation No.:  (612) 667-8058


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