FIRST AMENDMENT TO REVOLVING CREDIT LOAN AGREEMENT

     THIS AGREEMENT  (the  "Agreement")  dated as of the 1st day of July,  1999,
between FLEET BANK, N.A., with offices at 1125 Route 22 West,  Bridgewater,  New
Jersey  08807  (the  "Bank")  and  BARRINGER   TECHNOLOGIES   INC.,  a  Delaware
corporation,  with  offices at 30  Technology  Drive,  Warren,  New Jersey 07059
("BTI"  or  "Borrower"),   BARRINGER  INSTRUMENTS  INCORPORATED,  a  New  Jersey
corporation,  with  offices at 30  Technology  Drive,  Warren,  New Jersey 07059
("BII"), BARRINGER RESEARCH LIMITED, a Canadian corporation with offices at 1730
Aimes Boulevard,  Mississauga,  Ontario, Canada L4W IVI ("BRL"), and DIGIVISION,
INC., a California corporation with offices at 4775 Viewridge Avenue, San Diego,
California 92123.

                                   WITNESSETH:

     WHEREAS, Borrower executed and delivered a revolving credit note to Bank in
the  current  principal  sum not to  exceed  Five  Million  and  00/100  Dollars
($5,000,000) (the "Revolving Credit Line"); and

     WHEREAS,  the advances under the Revolving  Credit Line are made by Bank in
accordance with and subject to the terms,  covenants,  conditions and provisions
of the Revolving  Credit Loan Agreement,  dated as of March 13, 1998 (as further
amended herein, the "Loan Agreement");

     WHEREAS,  the terms of Loan Agreement provide that the Borrower may request
advances under the Loan Agreement up to and until June 30, 1999 (the  "Revolving
Credit Termination Date"); and

     WHEREAS, Borrower has acquired Digivision, Inc., since the date of the Loan
Agreement,  and the Bank requires that  Digivision,  Inc.,  guaranty  Borrower's
obligations  under the Revolving  Credit Line and the Loan  Agreement  (together
with all related documents, the "Loan Documents"); and

     WHEREAS,  the Borrower and Bank have agreed to further  amend the terms and
conditions of the Loan Agreement upon the terms and conditions contained herein.

     NOW,  THEREFORE,  in  consideration  of the mutual covenants and conditions
contained herein, the parties hereby agree as follows:

     1.  Preamble.  Each and every part of the preamble  hereof is  incorporated
herein by reference as if set forth at length.

     2.   Amendment of Loan Agreement.

     a.   The definition of Revolving Credit Termination Date is revised to June
          28, 2000.

     b.   The definition of "LIBOR Interest Rate" is revised to mean an interest
          rate based upon the LIBOR Rate, plus 1.50%.

     3.   The  definition of "Base  Interest Rate" is revised to mean a variable
          interest rate equal to the Prime Rate, less 1 .0%.

     d.   Section 2.4 (Fees) is deleted and replaced with the following:

          Borrower shall pay an annual commitment fee to Lender on the Revolving
          Credit,  which fee shall equal  one-quarter of one percent  (0.25%) of
          the Revolving Credit measured on


<PAGE>


          a per annum  basis  and  payable  as of the end of each of  Borrower's
          fiscal quarters.

     e.   Section 6.5 (Borrower and BII Financial Covenants) is in its entirety.

     f. Section the following: 6.6 (Borrower and Subsidiary Financial Covenants)
is deleted and replaced with

          SECTION 6.6.1 Total  Liabilities  to Tangible Net Worth.  The ratio of
          Total  Liabilities  to  Tangible  Net Worth  shall not equal or exceed
          0.40.

          SECTION  6.6.2 Net Income.  The  consolidated  Net Income shall exceed
          $2,000,000 on a rolling four quarter basis,  without a loss in any two
          (2) consecutive  calendar year quarters  (non-cash  writeoffs shall be
          excluded from this calculation).

          SECTION  6.6.3  Capital  Expenditures/Acquisitions.  The  aggregate of
          capital expenditures, loans, investments or advances to entities which
          are not or do not become a Guarantor (specifically to include BRL), or
          funds  used for  acquisitions  shall  not  exceed  $10,000,000  in any
          aggregate  four  (4)  consecutive  calendar  year  quarters,   without
          Lender's prior written consent.

          SECTION 6.6.4 Borrower and Guarantor Financial Covenants. Borrower and
          Guarantor  shall have combined  assets that  represent at least 80% of
          the assets of the Borrower and all of Borrower's subsidiaries.

     3.  Representations and Warranties of Borrower.  Borrower hereby represents
and warrants to the Bank that the  statements,  representations  and  warranties
made by Borrower  in the Loan  Agreement  are true and  correct in all  material
respects as of the date hereof.

     4. Affirmation. Except as expressly modified herein, the Loan Agreement, as
amended,   and  all  other  documents  related  to  the  Revolving  Credit  Line
(collectively,  the  "Loan  Documents")  remain  in full  force  and  effect  in
accordance with the terms thereof.  The Borrower hereby  ratifies,  confirms and
approves all of the terms of the Loan Documents.

     5. Binding Effect.  This Agreement shall be binding upon the parties hereto
and their successors and assigns.

     6.  Governing  Law.  This  Agreement  shall be  construed  and  enforced in
accordance with the laws of the State of New Jersey.

     7.  Guaranty.  Digivision,  Inc.,  by  executing  the Amended and  Restated
Unlimited  Guaranty of Payment and Performance of same date,  hereby  guarantees
the Borrower's obligations to Bank under the Loan Documents.


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<PAGE>


     IN WITNESS  WHEREOF,  the parties have executed this  Agreement the day and
year first above


WITNESS/ATTEST:                              BORROWER:
BARRINGER TECHNOLOGIES INC.                  BARRINGER INSTRUMENTS INCORPORATED


By: /s/ Stanley Binder                       By: /s/ Stanley Binder
    ---------------------------------            -------------------------------
    Name:                                        Name:
    Title:                                       Title:

Attest: /s/ Richard S. Rosenfeld             Attest: /s/ Richard S. Rosenfeld
        -----------------------------                ---------------------------

BARRINGER RESEARCH LIMITED


By: /s/ Stanley Binder
    ---------------------------------
    Name:
    Title:

Attest: /s/ Richard S. Rosenfeld
        -----------------------------


DIGIVISION, INC.

By: /s/ Stanley Binder
    ---------------------------------
    Name:
    Title:

Attest: /s/ Richard S. Rosenfeld
        -----------------------------


FLEET BANK, N.A.

By: /s/ Craig W. Heal
    ---------------------------------
    Name: Craig W. Heal
    Title:  Vice President


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