Exhibit 10.1
                      LOAN DOCUMENT MODIFICATION AGREEMENT
                       (No. 6; dated as of March 7, 1997)




         LOAN DOCUMENT  MODIFICATION  AGREEMENT dated as of March 7, 1997 by and
between FOCUS ENHANCEMENTS, INC., a Delaware corporation and LAPIS TECHNOLOGIES,
INC., a California corporation, (each a "Borrower" and together the "Borrowers")
and SILICON  VALLEY BANK (the  "Bank"),  a  California  chartered  bank with its
principal place of business at 3003 Tasman Drive, Santa Clara, California 95054,
and with a loan production  office located at Wellesley  Office Park, 40 William
Street,  Wellesley,  MA 02181,  doing  business  under the name "Silicon  Valley
East".

         1. Reference to Existing Loan Documents.

         Reference  is hereby made to that Credit  Agreement  dated  January 20,
1994 between the Bank and the Borrower as  previously  amended as of January 24,
1994, March 30,1994,  October 6, 1994, June 15, 1995 and April 5, 1996 (with the
attached schedules and exhibits,  the "Credit Agreement") and the Loan Documents
referred to therein,  including  without  limitation  that  certain  Amended and
Restated  Promissory  Note of the Borrower  dated April 5, 1996 in the principal
amount of $900,000 (the "Note"), and the Security Documents referred to therein.
Unless otherwise defined herein,  capitalized terms used in this Agreement shall
have the same respective meanings as set forth in the Credit Agreement.

         2. Effective Date.

         This  Agreement  shall  become  effective  as of  March  7,  1997  (the
"Effective  Date"),  provided that the Bank shall have received the following on
or before May 14, 1997 and  provided  further,  however,  in no event shall this
Agreement become effective until signed by an officer of the Bank in California:

              a. two copies of this  Agreement,  duly  executed by the Borrower,
with the  attached  consent  letter duly  executed by C. Bruce  Johnstone,  duly
executed thereby; and

              b. an amended and restated  promissory  note in the form  enclosed
herewith (the "Amended Note"), duly executed by the Borrower.

         By the  signature of its  authorized  officer  below,  each Borrower is
hereby  representing that, except as modified in Schedule A attached hereto, the
representations  of the  Borrowers  set forth in the Loan  Documents  (including
those contained in the Credit Agreement,  as amended by this Agreement) are true
and  correct  as of the  Effective  Date as if made on and as of such  date.  In
addition,  the Borrowers confirm their authorization as to the debiting of their
account  with the  Bank in the  amount  of  $7,500  in  order to pay the  Bank's
facility fee for the period up to and including the extended  Expiry Date and in
the  amount of $1,800  to pay the fees of  Sullivan  &  Worcester  LLP,  special
counsel to the Bank for services  rendered to the Bank in  connection  with this
Agreement.  Finally,  each Borrower (and each guarantor,  if any, signing below)
agrees that, as of the Effective Date, it has no defenses against its


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obligations  to pay any amounts  under the Credit  Agreement  and the other Loan
Documents; and in consideration for the Bank's entering into this Amendment, the
Borrowers  hereby also agree to release and forever  discharge  the Bank and its
affiliates,  officers, directors, agents, attorneys,  employees,  successors and
assigns of and from all manner of actions,  causes of action, suits,  judgments,
claims and demands  whatsoever  in law or in equity,  which have arisen from the
beginning of time up to the date of the Borrower's acceptance of this Amendment,
whether arising in connection with the transaction contemplated hereby or by the
Credit Agreement or otherwise.

         3. Description of Change in Terms.

         As of the  Effective  Date,  the Credit  Agreement  is  modified in the
following respects:

              a. The figure  "$900,000"  appearing  on the cover page and in the
fifth line of Section 1.1 of the Credit Agreement is hereby deleted and there is
hereby substituted the figure "$800,000."

              b.  Section  1.5 of the  Credit  Agreement  is hereby  amended  by
deleting  "March 7, 1997"  appearing  in the second line thereof as the Maturity
Date and  substituting  in place thereof "March 7, 1998." Section 1.5 is further
amended by restating the last  sentence of such  sections as follows:  "The Bank
shall meet with an officer of the Borrowers on or about January 7, 1998 in order
to discuss (a) an extension to the  Guarantee of C. Bruce  Johnstone;  and (b) a
plan acceptable to the Bank for repayment of the entire  outstanding  balance of
the Note by the Maturity Date."

              c. Numbered  paragraphs  7.10 through 7.13 are hereby  restated in
their entirety as follows:

                  "7.10  Ratio of  Eligible  Accounts  Receivable  to  Aggregate
         Extensions of Credit. The Borrowers will not permit the ratio cash plus
         of the aggregate amount of Eligible  Domestic  Accounts  Receivable and
         Eligible International Accounts Receivable (excluding in any event from
         such calculation  accounts  receivable falling within the definition of
         Apple Collateral as such term is defined in the Intercreditor Agreement
         dated as of October 18, 1994 between Focus Enhancements, Inc., the Bank
         and Fred Kassner) to aggregate  Extensions of Credit to exceed 2.5 to 1
         at the end of any month.


                  7.11 Minimum  Working  Capital.  The Borrower  will not permit
         Working Capital,  net of Deferred Revenue,  to be less than $800,000 at
         the end of any month, commencing May 31, 1997. For purposes hereof, (a)
         "Working  Capital" shall mean Current Assets less Current  Liabilities,
         and (b)  "Deferred  Revenue"  shall mean  revenue  that is  deferred in
         accordance with GAAP.

                  7.12 Minimum Profitability.  The Borrowers will not permit Net
         Losses to be greater than,  or Net Income to be less than,  the amounts
         set forth opposite the respective fiscal quarter ends listed below.



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                    Quarter Ending                    Minimum Profitability

               March 31, 1997                         ($250,000)
               June 30, 1997                          $100,000
               September 30, 1997                     $100,000
               December 31, 1997 and each fiscal
                 quarter thereafter                   $100,000

                  7.13     [Not Utilized]"

              d. Section 9.1 is hereby  amended by inserting  the  following new
definition in alphabetical order:

                  "'Current  Assets'  means,  as of any  applicable,  date,  all
         amounts that should,  in  accordance  with GAAP, be included as current
         assets  on the  consolidated  balance  sheet  of  Borrowers  and  their
         respective Subsidiaries taken as a whole."

              e. The  form of  Compliance  Certificate  attached  to the  Credit
Agreement as Exhibit C is hereby restated in its entirety in the form of Exhibit
C hereto.

              f. The Credit  Agreement  and the other Loan  Documents are hereby
amended wherever necessary or appropriate to reflect the foregoing changes.

         4. Waivers.

         The Bank  hereby  waives  any Event of  Default  arising as a result of
non-compliance  by the  Borrowers  with any  financial  covenants  set  forth in
numbered  Sections 7.10 through 7.13 for any fiscal period through  February 28,
1997.

         5. Continuing Validity.

         Upon  the  effectiveness   hereof,  each  reference  in  each  Security
Instrument  or other Loan  Document  to "the  Credit  Agreement",  "thereunder",
"thereof", "therein", or words of like import referring to the Credit Agreement,
shall mean and be a reference to the Credit Agreement, as amended hereby. Except
as specifically set forth above, the Credit Agreement shall remain in full force
and  effect  and is  hereby  ratified  and  confirmed.  Each of the  other  Loan
Documents is in full force and effect and is hereby ratified and confirmed.  The
amendments set forth above (i) do not constitute a waiver or modification of any
term,  condition or covenant of the Credit Agreement or any other Loan Document,
other than as  expressly  set forth  herein,  and (ii) shall not  prejudice  any
rights which the Bank may now or hereafter have under or in connection  with the
Credit Agreement,  as modified hereby, or the other Loan Documents and shall not
obligate the Bank to assent to any further modifications.

         6. Miscellaneous.

              a. This Agreement may be signed in one or more  counterparts  each
of which taken together shall constitute one and the same document.



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              b. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE
WITH THE LAWS OF THE COMMONWEALTH OF MASSACHUSETTS.

              c. EACH  BORROWER  ACCEPTS FOR ITSELF AND IN  CONNECTION  WITH ITS
PROPERTIES,  UNCONDITIONALLY,  THE  NONEXCLUSIVE  JURISDICTION  OF ANY  STATE OR
FEDERAL COURT OF COMPETENT  JURISDICTION IN THE COMMONWEALTH OF MASSACHUSETTS IN
ANY ACTION, SUIT, OR PROCEEDING OF ANY KIND AGAINST IT WHICH ARISES OUT OF OR BY
REASON OF THIS LOAN MODIFICATION AGREEMENT;  PROVIDED,  HOWEVER, THAT IF FOR ANY
REASON  LENDER  CANNOT  AVAIL  ITSELF  OF  THE  COURTS  OF THE  COMMONWEALTH  OF
MASSACHUSETTS, THEN VENUE SHALL LIE IN SANTA CLARA COUNTY, CALIFORNIA.

              d. The Borrowers  agree,  jointly and severally to promptly pay on
demand all costs and expenses of the Bank in  connection  with the  preparation,
reproduction,  execution  and  delivery of this letter  amendment  and the other
instruments  and documents to be delivered  hereunder,  including the reasonable
fees and out-of-pocket expenses of Sullivan & Worcester LLP, special counsel for
the Bank with respect thereto.

         IN  WITNESS  WHEREOF,  the  Bank  and the  Borrower  have  caused  this
Agreement to be signed under seal by their  respective duly authorized  officers
as of the date set forth above.


                                    SILICON VALLEY EAST, a Division
                                      of Silicon Valley Bank


                                    By: /s/David P. Fischer
                                         Name:      David P. Fischer
                                         Title:     Senior Vice President


                                    SILICON VALLEY BANK


                                    By: /s/Amy Young
                                         Name: Amy Young
                                         Title: AVP
                                         (signed in Santa Clara, CA)





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                                    FOCUS ENHANCEMENTS, INC.


                                    By: /s/ Harry G. Mitchell
                                         Name: Harry G. Mitchell
                                         Title: Sr. Vice President & CFO


                                    LAPIS TECHNOLOGIES, INC.


                                    By: /s/ Harry G. Mitchell
                                         Name: Harry G. Mitchell
                                         Title: Sr. Vice President & CFO