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MICRODYNE CORPORATION                            1997 ANNUAL REPORT ON FORM 10-K
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                                                                   EXHIBIT 10.33

REDACTED

                AMMENDMENT TWO TO THE SUPPORT SERVICES AGREEMENT

          THIS AMENDMENT (the "Amendment"), dated as of August 1, 1997, is
    between Epson America, Inc. ("Epson") and Microdyne Corporation
    ("Microdyne"). This Amendment amends the Support Services Agreement which
    commenced effective April 1, 1996 (as amended by the Amendment One to the
    Support Services Agreement of January 20, 1997, the "Original Agreement").

                                    Recitals

    A.   Under the Original Agreement, Microdyne has established the Watson Call
    Center, an off-site telephone support facility that handles excess Epson
    call load which Microdyne is unable to handle at Epson's site.

    B.   Because of Epson's continuing, heavy call load, Microdyne intends to
    establish a new, larger off-site call center (the "New Center") and to move
    the Watson Call Center into the New Center.

    C.   The parties wish to enter into an agreement establishing the terms of
    Microdyne's expanded off-site call support for Epson, and providing for the
    phase-in of that expanded support.

         NOW, THEREFORE, the parties agree as follows:

                                    Agreement

    1.   Outsourced Telephone Technical Support. Under the terms of this
         Amendment, and in accordance with Microdyne's March 18, 1997
         response (the "RFP Response") to Epson's RFP of February 17, 1997
         (the "RFP"), Microdyne will provide outsourced telephone technical
         support service to Epson end users and other Epson customers as may
         be designated by Epson. The services will be phased in over two
         phases.

         1.1   In Phase 1, Microdyne will expand the Watson Call Center in
               order to handle increased call load from Epson. Phase 1 will
               commence on August 1, 1997 and continue until the start of
               Phase 2. As provided in Section 5 of this amendment, Epson
               will compensate Microdyne (confidentiality requested) from the
               start of Phase 1.

         1.2   In Phase 2, Microdyne will establish the New Center, and move
               the personnel and equipment from the Watson Call Center to the
               New Center. The commencement date for Phase 2 is September 2,
               1997.

         Except as specifically stated otherwise in this Amendment, all the
         terms and conditions of this Amendment apply from August 1, 1997,
         across both phases.

    2.   Level of Support. Microdyne will supply Level One telephone support.
         In the future, Epson may wish to move to Microdyne's Level One/Level
         Two support. In that case, the parties will negotiate mutually
         satisfactory terms of the support, including billing rate, billing
         method and management metrics. Until terms are negotiated, the terms in
         this agreement will continue as provided in this agreement.

    3.   Hours. Support will be provided from 6:00 AM to 8:00 PM, Pacific Time,
         Monday through Friday, and from 7:00 AM to 4:00 PM, Pacific Time,
         Saturday and Sunday. Epson may increase or decrease the hours of
         coverage over time. Epson will provide Microdyne with a written 14 day
         notice for changes in operating hours. Microdyne will not be required
         to provide support on holidays designated by Epson. For the remainder
         of 1997, the holidays are: Labor Day, Thanksgiving Day, Christmas Day
         and December 26. Holidays for subsequent years shall be communicated to
         Microdyne by January 10 of each calendar year. The first holiday in
         1998 will be New Year's Day.


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    4.   Dedicated Personnel. Microdyne will provide adequate personnel to
         service the Epson business. Each representative who handles Epson
         business shall handle only Epson business. Each representative will
         speak English as his/her primary language. As stated in the RFP
         Response (Part B, Section Relevant Experience, Question 6), "If we have
         a service objective, once we reach that threshold, we will continue to
         focus the efforts of our 'Epson dedicated' staff to further improve the
         service level (and not balance their time in order to achieve some
         other customer's minimum target)."

    5.   Cost. As detailed in Exhibit G (Pricing Table Worksheet) of the RFP
         Response, the only cost to Epson for Microdyne's off-site services will
         be a fixed price per agent connection minute (talk time). Microdyne
         billing to Epson will be based on queue-time service level. The
         queue-time service level Epson has selected (confidentiality
         requested). Epson will compensate Microdyne for the cost per talk
         minute for this Level One service (confidentiality requested). This
         rate shall be effective from August 1, 1997.

    6.   Minimum Level of Calls. Epson will refer a (confidentiality requested)
         calls per month to Microdyne at the New Center. There will be a ramp up
         period where calls will be offered to match agent resources. It is
         anticipated that the New Center will be staffed to handle the
         (confidentiality requested) calls per month volume by November 1, 1997.

    7.   Microdyne's-Costs. Microdyne will provide the facilities, telephone
         and data links to connect its facility to the Epson Connection at
         Epson's Madrona facility, equipment and staff sufficient to provide
         high quality technical support to Epson's customers, while meeting or
         exceeding the performance metrics specified herein. Microdyne will be
         solely responsible for all facility leasing costs, furniture, costs for
         telephone, network and computing equipment, software applications and
         associated licenses, the cost of T-l and data lines, all salaries, and
         all general administrative expenses required to operate the Microdyne
         off-site telephone support call centers. Epson will pay for the inbound
         per minute usage fees for Epson's toll free telephone numbers.

    8.   Casepoint-System. Microdyne will totally integrate the Epson CBR2
         Casepoint knowledge-base system and software at the New Center.
         Microdyne personnel will continue to participate in the Casepoint
         database development.

    9.   Reporting in General

         9.1   Microdyne will provide a greatly expanded reporting platform
               with the New Center. Also, reports will be available from
               several additional systems, including the VRU and Auto
               Quality/P&Q Review. Microdyne will not charge Epson for any
               additional reporting.

         9.2   Microdyne will provide Epson with access to the Rockwell
               InfoServer, an information gateway platform. The InfoServer has
               the ability to gather data from various systems and generate
               integrated reporting. Per the RFP Response (Part B, Page 3),
               depending on the integration limitations of the existing NEC
               ACD, Microdyne will actively explore the feasibility of
               utilizing the InfoServer to generate combined reports from the
               Epson systems and the Rockwell/VoiceTek platforms. If the NEC
               ACD platforms are open and the traffic data is available to the
               InfoServer, Microdyne will work closely with Epson to design
               the report package.

    10.  Measurement, Confirmation and Reporting of Customer Satisfaction.

         10.1  In response to Epson's request that Microdyne (a) monitor
               customer satisfaction, (b) maintain Epson's currently high
               level of customer satisfaction and (c) take corrective actions
               at the individual and program level when customer satisfaction
               levels do not meet Epson targets, Microdyne will implement a
               program to measure, confirm and report customer satisfaction.
               Reports will be made in a manner and frequency acceptable to
               Epson. This program will begin no later than 60 days after
               execution of this Amendment. Rather than create a separate and
               new measurement program, Epson suggests that Microdyne
               coordinate efforts with the existing Service 800, Inc. program.

         10.2  Microdyne will review its current monitoring program, and the
               Connection Stentor monitoring program (currently functioning in
               Canada), and make a recommendation to


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               Epson regarding the future of the Microdyne monitoring program.
               This recommendation will be made within 60 days of execution of
               this Amendment.

         10.3  Results of Microdyne's internal agent monitoring and quality
               program will be presented to Epson as follows:

               Weekly during the first four weeks after implementation of
               Phase I and Phase 2.

               Weekly for three weeks after each new hire and new product
               training session.

               Quarterly.

         10.4  Microdyne will track and report to Epson the number of hours of
               training each dedicated representative receives. Microdyne will
               also specify the skills required of a technician to effectively
               and efficiently provide support to Epson end users. Microdyne
               will report to Epson the percentage of agents not meeting these
               requirements on a monthly basis.

         10.5  Microdyne will provide Epson with employee turnover data. For
               support representatives and management (up to but excluding the
               call center site manager) this data will be tracked monthly,
               measured on an annualized basis, and presented to Epson monthly.

         10.6  Epson will provide product, procedure and Epson system training
               to Microdyne trainers. This train-the-trainer program will cover
               the ink-jet product family for the initial Phase 2 start-up. As
               new Epson products are released, Epson will provide product
               training to the Microdyne trainers. Epson will also provide one
               of each product for training and subsequent technical support.

    11.  Disaster Plan. As described in the RFP Response (Part A, Section
         4.2.2), Microdyne will present its multi-level disaster plan to Epson
         within 30 days of Phase 2 implementation.

    12.  Standards.

         12.1  In light of Epson's decision to work more closely with Microdyne,
               and its commitment to greatly increase Microdyne's call center
               business, it is Epson's desire that Microdyne pursue and obtain
               COPC-2000 Certification for its existing and New Center
               operations. Epson understands this certification process is
               currently under evaluation by Microdyne, and that Microdyne may
               elect to not follow through with the COPC certification.
               Nevertheless, Microdyne acknowledges that Epson will look to the
               COPC standards as one measure of Microdyne's performance, whether
               Microdyne pursues certification or not.

         12.2  Maintaining high levels of customer satisfaction requires Epson
               to carefully manage Microdyne. Epson's goal is to achieve
               superior customer satisfaction results. These results are
               produced by Microdyne people and processes. Epson management of
               Microdyne will focus on these four key areas:

               Performance Measurement, Processes, People, and Planning and
               Leadership.

               These areas were thoroughly addressed in the RFP. The commitments
               in the RFP Response in these areas will become part of the
               measurement criteria used to continually monitor and evaluate
               Microdyne's performance. Microdyne data presented to Epson
               relative to each area must be accurate, objective and valid. The
               data must be gathered at an appropriate frequency. This data must
               be used by Microdyne to make decisions, take action and produce
               results. This will help ensure that Microdyne delivers superior
               customer service and improved operational performance.

    13.  Call Monitoring. As part of the on-going quality process, Epson will be
         provided with the capability of remotely and silently monitoring
         telephone calls. This monitoring will be conducted randomly and weekly.
         This spot checking is not intended to replace Microdyne's internal
         agent monitoring programs. Microdyne shall maintain the procedures
         required by Epson from time to time (including consents signed by
         Microdyne representatives and recorded notices to end user callers) for
         enabling this call monitoring.


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    14.  Performance Metrics. Microdyne will measure and report the following
         metrics at the intervals listed. These metrics and objectives will be
         reviewed quarterly and adjustments can be made with joint approval from
         Epson and Microdyne.

         14.1  Talk Time. Microdyne will measure Talk Time and strive to achieve
               and maintain the lowest possible talk time for Level One Inkjet
               and MAC calls, while balancing call quality, customer
               satisfaction and talk time. The following are talk time
               objectives for this Level One support. It is assumed Microdyne
               will require a two month ramp up period prior to achieving these
               targets:

               Average monthly Inkjet talk time of (confidentiality requested).

               Average monthly MAC talk time of (confidentiality requested).

         14.2  Abandonment Rate. Microdyne will measure the Abandonment Rate.

               The total abandonment rate is defined as the total number of
               calls dropped after being seized by the Microdyne ACD divided by
               the Total number of calls seized by the Microdyne ACD. This
               number will be reported as a percentage.

               Abandoned calls shall not exceed 10% of the total number of
               inbound calls seized by the Microdyne ACD in any given hour of
               operation.

               Abandoned calls shall not exceed 8% of the total number of
               inbound calls seized by the Microdyne ACD on any given day of
               operation.

               Abandoned calls shall not exceed 7% of the total number of
               inbound calls seized by the Microdyne ACD in any calendar month.

               Microdyne will also provide a monthly pareto analysis of the
               various points the calls abandon. This would be prior to menu
               selection, during menu selection, after menu selection, during
               the queue, after call is presented to agent.

         14.3  Busy Calls. Microdyne will provide a measurement of Percent of
               Calls Busy using an All Trunks Busy Measurement and a Blocked
               Call measurement.

               The All Trunks Busy measurement will be Total Time, in seconds,
               the Trunks are busy during business hours divided by the Total
               Time, in seconds, during the business day. This will be measured
               as a percentage each hour of operation and reported monthly by
               day.

               The Blocked Call measurement will be the number of calls
               prevented from connecting to the Microdyne ACD divided by the
               number of calls offered to the Microdyne ACD. This blockage will
               be measured hourly by day and reported weekly (Sunday - Saturday)
               and for each calendar month. It is understood that Microdyne will
               need to obtain these blocked call statistics from either MCI (the
               network provider), NEC (Epson's ACD vendor), Rockwell
               (Microdyne's ACD provider), or Microdyne's local exchange
               carrier.

         14.4  ASA. Microdyne will measure the Average Speed of Answer (ASA).

               The Speed of Answer is defined as the time, in seconds, for a
               caller to reach a live agent after the caller has navigated
               through an automated selection process. If there is no automated
               selection process, then the speed of answer would be the time, in
               seconds, from the call entering the Microdyne ACD to call being
               answered by a live agent.

               The Average Speed of Answer (ASA) would be the Total Speed of
               Answer Time, in seconds, for all Calls Handled by Live Agents
               divided by the Total Calls Handled by Live Agents.

         Microdyne will measure the ASA in half-hour increments.


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         The ASA data will be reported by hour, by day of week and by calendar
         month. The data will be delivered to Epson by 8:00 AM on the next
         business day following the close of the reporting period.

         The ASA distribution will also be measured and reported. The report
         will show the percentage of calls answered in 0-30 seconds, 31-90
         seconds, 91-180 seconds, 181- 300, and 301- 480 seconds, and 481+
         seconds. This ASA distribution will be delivered to Epson at the end
         of each seven day week (Sunday - Saturday) and at the end of each
         calendar month.

         14.5  Transferred Calls In an effort to monitor First Call Resolution,
               Microdyne will measure and report transferred calls. Microdyne
               will analyze transferred calls, calls requiring callbacks,
               consultation calls, and any other calls requiring an action other
               than First Contact Resolution. A pareto analysis will be
               presented monthly for three months. During the fourth month Epson
               and Microdyne will agree upon and implement monthly call transfer
               objectives. These statistics will be tracked daily and weekly
               (Sunday - Saturday) and will be reported monthly.

         14.6  Logs. Microdyne will create a complete (as defined by Epson) call
               log for each call handled. The complete call log objective is
               93%. This will be reported monthly.

         14.7  Inference-Usage,. Microdyne will track and measure Inference
               usage. For products supported (when a domain exists), usage
               objectives will be 83%. The Unresolved/Canceled objective will be
               5%. The Resolved Cases objective will be 93%. These figures will
               be measured and reported weekly. EPSON will allow Microdyne to
               access this data through the EPSON Highway in order to prepare
               these statistical reports.

         14.8  ACD Statistics. Microdyne will provide Epson with a comprehensive
               set of ACD statistics on a daily, weekly and monthly basis. For
               Monday through Thursday of each week, daily statistics will be
               delivered to Epson by the close of business on the following
               business day. For Friday through Sunday, daily statistics and all
               weekly reports will be delivered by the close of business on the
               following Tuesday. Monthly reports will be delivered by the close
               of business on the second business day of the following month.
               The reports will include at the least, the following information:

                   Number  of calls offered
                   Number of calls handled
                   Number of abandoned calls
                   Percent of abandoned calls
                   Abandon call distribution
                   Average talk time
                   Total talk time
                   Average speed of answer
                   Average speed of answer distribution
                   Longest waiting call
                   Percent of all trunks busy
                   Percent of call blockage
                   First call resolution
                   Number of escalated calls
                   Percent of escalated calls
                   Call activity summary by product split
                   Transferred call reports
                   Outbound call activity
                   Service level
                   Call queue time
                   Distribution of queued calls

    15.  Miscellaneous

         15.1  Other Services. Epson may elect to outsource additional product
               support and services, in its


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               sole discretion. These include, but are not limited to:

               Other Epson product lines
               Fulfillment
               Ad reply
               Accessory sales
               End user surveys
               Other support methods

         15.2  Record Retention: Microdyne will retain such electronic data and
               records regarding customer calls as may reasonably be requested
               by Epson.

         15.3  Entire Agreement: This Amendment includes the entire agreement of
               the parties regarding the off-site telephone support service to
               be provided by Microdyne. Except as explicitly se,. forth in this
               Amendment, all of the provisions of the Original Agreement remain
               in full force and effect.

               IN WITNESS WHEREOF, this Amendment is executed in counterparts by
         duly authorized representatives, each of which counterpart shall be
         deemed an original.

<TABLE>
<CAPTION>
         EPSON AMERICA, INC.                            MICRODYNE CORPORATION
<S>                                                     <C>
         By: /s/ Richard D. Bulot                       By: /s/ Christopher Maginniss
         Name  Richard D. Bulot                         Name: Christopher Maginniss
         Title: Vice-President Services and Support     Title: President Support Services Division
         Date: August 1, 1997                           Date: July 31, 1997
</TABLE>









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