Exhibit 10 (u)

                          THIRD MODIFICATION AGREEMENT

         Agreement,  made as of December 31, 1997,  among FIND/SVP,  INC., a New
York corporation with an office located at 625 Avenue of the Americas, New York,
New York 10011-2002 ("FIND/SVP");  FIND/SVP PUBLISHED PRODUCTS, INC., a Delaware
corporation with an office located at 625 Avenue of the Americas,  New York, New
York 10011-2002  ("FIND/SVP  PUBLISHED");  FIND/SVP INTERNET  SERVICES,  INC., a
Delaware  corporation with an office located at 625 Avenue of the Americas,  New
York, New York 10011-2002 (the "Guarantor") (FIND/SVP and FIND/SVP Published are
sometimes  individually  referred to as the "BORROWER" and collectively referred
to as the  "BORROWERS"  and  the  Borrowers  and  the  Guarantor  are  sometimes
individually  referred to as the "OBLIGOR" and  collectively  referred to as the
"Obligors") and STATE STREET BANK AND TRUST COMPANY,  a  Massachusetts  bank and
trust  company  with  an  office  located  at  225  Franklin   Street,   Boston,
Massachusetts 02110-2804 (the "LENDER").

                                    RECITALS

         A. Pursuant to the Commercial  Revolving  Loan,  Term Loan and Security
Agreement dated April 27, 1995 (the "1995 LOAN AGREEMENT"),  the Lender extended
to the Borrowers the  following:  (a) a $2,000,000  revolving loan facility (the
"ORIGINAL  $2,000,000  REVOLVING  LOAN") and (b) a $2,000,000 term loan facility
(the "$2,000,000 TERM LOAN") as evidenced by the $2,000,000 Commercial Revolving
Promissory Note dated April 27, 1995 (the "ORIGINAL  $2,000,000 REVOLVING NOTE")
and the $2,000,000  Commercial  Term  Promissory  Note dated April 27, 1995 (the
"$2,000,000 TERM NOTE"), respectively.

         B. Pursuant to the Commercial  Term Loan and Security  Agreement  dated
May 31, 1996 (the "1996 LOAN AGREEMENT"),  the Lender extending to the Borrowers
a $500,000 term loan facility (the  "$500,000 TERM LOAN" and  collectively  with
the  $2,000,000  Term Loan,  the "TERM  LOANS")  as  evidenced  by the  $500,000
Commercial  Term  Promissory Note  dated May 31, 1996  (the "$500,000 TERM NOTE"
and collectively with the $2,000,000 Term Note, the "TERM NOTES").

         C. The Lender has replaced the Original  $2,000,000  Revolving Loan and
the Original $2,000,000  Revolving Note with a replacement  $2,500,000 revolving
loan facility that reduced  accordance with its terms to a $2,000,000  revolving
loan facility (the  "$2,000,000  REVOLVING LOAN") as evidenced by the $2,500,000
Replacement  Commercial  Revolving  Promissory  Note  dated  July 24,  1997 (the
"$2,000,000 REVOLVING NOTE").

         D. Pursuant to the Guaranty dated July 24, 1997 (the "FIRST GUARANTY"),
the Guarantor  guarantied the  performance of the Borrowers'  obligations to the
Lender, including, but not limited to, the loans set forth herein.


<PAGE>

         E.  Pursuant  to the  Modification  Agreement  dated July 24, 1997 (the
"MODIFICATION  AGREEMENT"),  the Borrowers and the Lender modified the 1995 Loan
Agreement and the 1996 Loan Agreement.

         F. Pursuant to the Second Modification  Agreement dated as of September
30, 1997 (the "SECOND  MODIFICATION  AGREEMENT"),  the  Borrowers and the Lender
modified the 1995 Loan Agreement and the 1996 Loan Agreement.

         G. Pursuant to the  $1,000,000  Commercial  Revolving Loan and Security
Agreement  dated  October  23,  1997 (the  "1997  LOAN  AGREEMENT"),  the Lender
extended to the Borrowers a $1,000,000  revolving loan facility (the "$1,000,000
REVOLVING LOAN")as evidenced by the $1,000,000  Commercial  Revolving Promissory
Note dated October 23, 1997 (the "$1,000,000 REVOLVING NOTE").

         H.  Pursuant  to the  Guaranty  dated  October  23,  1997 (the  "SECOND
GUARANTY"  and along with the First  Guaranty the  "GUARANTIES"),  the Guarantor
guarantied  the  performance  of  the  Borrowers'  obligations  to  the  Lender,
including, but not limited to, the loans set forth herein.

         I. The Borrowers have requested and the Lender has agreed to extend the
maturity  dates of the $2,000,000  Revolving  Loan and the $1,000,000  Revolving
Loan and modify the terms of  repayment  of the Term Notes  subject to the terms
and conditions below.

                                    AGREEMENT

         In  consideration  of the  Recitals,  which  are  incorporated  by this
reference, other good and valuable consideration, the receipt and sufficiency of
which are acknowledged,  and the mutual promises and covenants contained in this
Agreement, the parties, intending to be bound legally, agree as follows:

1.  DEFINITIONS  AND  DOCUMENT  REFERENCES.  All terms  defined in the 1995 Loan
Agreement,  the 1996  Loan  Agreement,  the 1997  Loan  Agreement  and all other
documents executed in connection therewith (collectively,  the "LOAN DOCUMENTS")
unless modified herein shall have the same definitions set forth therein and are
incorporated  by this  reference.  All  references to the Loan  Documents are as
modified by the Modification Agreement and the Second Modification Agreement.

1.  AMENDMENTS.  All of the  provisions  of the Loan  Documents  shall remain in
full  force  and  effect  except  as  follows  or as otherwise set forth in this
Agreement:

<PAGE>


(a) The date "December 31, 1997" in paragraph 4 of the $2,000,000 Revolving Note
and the Amended and  Restated  Exhibit A attached to the 1995 Loan  Agreement is
deleted and the date "January 15, 1998" is substituted therefor.

(a)  The date  "December 31, 1997" in paragraph (aq) of Section 1.01 of the 1995
Loan Agreement is deleted and the date "January 15,1998"is substituted therefor.

(a) The date  "December 31, 1997" in Section 3.02 (b) of the 1995 Loan Agreement
is deleted and the date  "January 15,  1998" is  substituted  therefor.

(b) The letter  "(a)" is  inserted  before  the  phrase "On an annual  basis" in
Section 3.05 of the 1995 Loan Agreement.

(a)  The following is inserted after the paragraph in Section 3.05 of the of the
1995 Loan Agreement:

         "(b) In the event the Borrowers do not receive on or before January 15,
         1998 a capital  contribution of not less than $1,000,000.00 in form and
         manner acceptable to the Lender,  the Borrowers shall pay to the Lender
         the  lesser  of the  following:  (i)  $1,000,000.00  or (ii)  the  then
         existing  outstanding  principal,  interest and other charges due under
         the Term Note  which  payment  shall be applied  first to  accrued  but
         unpaid interest and other charges  incurred in connection with the Term
         Loan to the date of such payment and then to principal."

(a)  The following  is  inserted at the end of Section 6.03 (j) of the 1995 Loan
Agreement:

         "The  Borrowers  covenant and agree not to use the  proceeds of the
         Loans for any purpose  other than as set forth in the Recitals herein."

(a) The following is inserted at the end of Section 6  of  the  $2,000,000  Term
Note:

         "In the event the Makers do not receive on or before January 15, 1998 a
         capital  contribution of not less than $1,000,000.00 in form and manner
         acceptable to the Holder, the Makers shall pay to the Holder the lesser
         of  the  following:   (i)  $1,000,000.00  or  (ii)  the  then  existing
         outstanding  principal,  interest and other charges due under this Note
         which payment shall be applied first to accrued but unpaid interest and
         other charges  incurred in connection with the Loan to the date of such
         payment and then to principal."

(a) The following is inserted after Section 3.04 of the 1996 Loan Agreement:

<PAGE>

         "3.05 MANDATORY  PREPAYMENT.  In the event the Borrowers do not receive
         on or before January 15, 1998 a capital  contribution  of not less than
         $1,000,000.00  in  form  and  manner  acceptable  to  the  Lender,  the
         Borrowers shall pay to the Lender an amount equal to $1,000,000.00 less
         the  amount of the  January  15,  1998  payment  under  the  $2,000,000
         Commercial Term Promissory Note dated April 27, 1995 from the Borrowers
         to the  Lender  which  payment  shall be applied  first to accrued  but
         unpaid interest and other charges  incurred in connection with the Term
         Loan to the date of such payment and then to principal."

(a) The following is inserted at the end of Section 6 of the $500,000 Term Note:

         "In the event the Makers do not receive on or before January 15, 1998 a
         capital  contribution of not less than $1,000,000.00 in form and manner
         acceptable to the Holder,  the Makers shall pay to the Holder an amount
         equal to $1,000,000.00  less the amount of the January 15, 1998 payment
         under the $2,000,000  Commercial  Term  Promissory Note dated April 27,
         1995 from the Makers to the Lender which payment shall be applied first
         to accrued but unpaid interest and other charges incurred in connection
         with the Loan to the date of such payment and then to principal."

(a) The date "December 31, 1997" in Paragraph 4 of the $1,000,000 Revolving Note
and the  Exhibit A attached to the 1997 Loan  Agreement  is deleted and the date
"January 15, 1998" is substituted therefor.

(a) The phrase "and repayment of existing term loan  facilities with the Lender"
is inserted after the words "general working capital  requirements" in item B of
the Recitals section of the 1997 Loan Agreement.

(a) The date "December 31, 1997" in paragraph (cc) of Section 1.01 the 1997 Loan
Agreement is deleted and the date "January 15, 1998" is substituted therefor.

(a) The  date  "December  31,  1997"  in  Section  3.02 (b)  of  the  1997  Loan
Agreement is deleted  and  the  date "January 15, 1998" is substituted therefor.

1. FURTHER  REQUIREMENTS.  Simultaneous with the execution and delivery  of this
Agreement,  the Borrowers shall deliver to the Lender the following:

(a) a Good Standing Certificate issued by the Secretary of State of the State of
incorporation  for each Borrower and from each state the Borrowers are qualified
to do business as a foreign corporation; and

<PAGE>


(a)  such other  documentation  as  is required  by  the Lender, all in form and
content  satisfactory to the Lender.

1.  ACKNOWLEDGMENTS.  Each of the Obligors acknowledges and agrees that:

(a) The  aggregate  amount of  indebtedness  of which the  Obligors are jointly,
severally,  legally,  validly and  enforceably  indebted to the Lender under the
Loan  Documents,  as amended,  replaced  and  supplemented  by the  Modification
Agreement,  the Second  Modification  Agreement and this Agreement and all other
documents  executed in  connection  herewith  (collectively,  the "AMENDED  LOAN
DOCUMENTS") without defense,  counterclaim or offset as of December 26, 1997 is:
(i) $1,000,000.00  with respect to the $2,000,000 Term Loan; (ii)  $1,383,594.00
with  respect to the  $2,000,000  Revolving  Loan;  and (iii)  $350,000.00  with
respect  to the  $500,000  Term Loan and $0.00 with  respect  to the  $1,000,000
Revolving Loan (the "EXISTING  DEBT") plus interest  accruing  therein.

(b) The  Borrowers are jointly and severally  legally,  validly and  enforceably
liable  for any  and  all  reasonable  costs  and  expenses  of  collection  and
attorneys'  fees  related  to or in any  way  arising  out of the  Amended  Loan
Documents and the Existing Debt.

                  (c) The  Borrowers  covenant  and agree to use the proceeds of
the Term Loans, the $2,000,000  Revolving Loan and the $1,000,000 Revolving Loan
for no  purpose  other  than as  stated  in the  Recitals  of the  Amended  Loan
Documents  unless  the  Lender  expressly  consents  in  writing  to  another or
additional purposes.

1.  REPRESENTATIONS,  WARRANTIES  AND  COVENANTS.  All of  the  representations,
warranties  and covenants  contained in the Amended Loan  Documents are true and
correct  on and as of the  date  hereof  except  to the  extent  that any of the
foregoing  are amended or  restated as set forth  below.  Without  limiting  the
generality  of the  foregoing,  the Obligors  jointly and  severally  represent,
warrant and covenant that:

(a) NO LIQUIDATION.  There are no liquidation or dissolution proceedings pending
or threatened against the Obligors and no other event has occurred which affects
or threatens the corporate existence of the Obligors.

(a) ADVISED BY COUNSEL.  The Obligors each  acknowledge  that (i) they have been
advised by counsel in the  preparation,  negotiation,  execution and delivery of
this Agreement;  (ii) they have made an independent  decision to enter into this
Agreement  without  reliance  on  any  representation,  warranty,  covenants  or
undertaking by the Lender,  (iii) the Lender has no fiduciary  obligation toward
any of the  Obligors  with respect to this  Agreement or the other  Amended Loan
Documents, (iv) the relationship between the Obligors and the Lender pursuant to
this  Agreement and the other Amended Loan Documents is and shall be solely that
of debtor and creditor, respective; and (v) each of the Obligors understands the
meaning and legal effect of this Agreement.

<PAGE>


(a)  SECRETARIES'  CERTIFICATE.  The resolutions  contained in the  Secretaries'
Certificates  of the Borrowers dated April 27, 1995, May 31, 1996, July 21, 1997
and  October  21,  1997  and  the  resolutions   contained  in  the  Secretary's
Certificate  of  the  Guarantor  dated  July  21,  1997  and  October  21,  1997
(collectively, the "RESOLUTIONS") have not in any way been rescinded or modified
and have been in full force and effect since their adoption to and including the
date hereof and are now in effect.  The Resolutions are the only  proceedings of
the  Obligors  now in force  relating to or  affecting  the matters  referred to
therein  except for the  resolution  dated  October 26, 1996 and  authorize  the
Obligors  to  make  the  modifications  described  herein  and  the  resolutions
referenced in the Officers'  Certificates  of FIND/SVP,  Inc.  dated October 21,
1997, FIND/SVP Published Products, Inc. dated October 21, 1997 and the Guarantor
dated October 21, 1997.

(a) NO LITIGATION.  Except as set forth in SCHEDULE 5(D) attached hereto,  there
are  no  pending,  or to  any  of  the  Obligors'  knowledge  threatened,  legal
proceedings  to  which  any of the  Obligors  is a party  and  which  materially
adversely  affect the  transactions  contemplated by this Agreement or the other
Amended Loan Documents or materially adversely affect their abilities to conduct
their businesses.

(a)  COMPLIANCE  WITH LAW. The  execution  and delivery of this  Agreement,  the
consummation  of the  transactions  contemplated  herein,  the fulfillment of or
compliance  with the terms and  conditions of this Agreement or any of the other
Amended  Loan  Documents is not  prevented  or limited by, or conflicts  with or
results  in a  breach  of  terms,  conditions  or  provisions  of the  Obligers'
certificate  of  incorporation  and  bylaws  or any  evidence  of  indebtedness,
agreement or instrument of whatever nature to which the Obligors are now a party
or by which any of the Borrowers are bound,  or  constitutes a default under any
of the foregoing.

(a) NO VIOLATION OF LAW. To the best of their knowledge, each of the Obligors is
not in violation of any federal,  state or local law,  regulation or order,  and
each of the Obligors has not received any notice of any such violation.

(a) PRESERVED  COLLATERAL.  Each of the Obligors  shall  preserve,  maintain and
protect the security provided for in the Amended Loan Documents and shall defend
the rights and  interests  of the Lender in the  Collateral  (as  defined in the
Security Agreement) against the claims and demands of all persons.

(a) NOTICE OF DEFAULT.  As soon as any of the  Obligors  becomes  aware that any
Event of Default exists or has occurred,  whether under this  Agreement,  any of
the other  Amended Loan  Documents or any other  agreements  for borrowed  money
regardless  of  whether  such other  agreement  has been  entered  into with the
Lender,  such Obligors will  immediately  notify and  thereafter  deliver to the
Lender a written  notice  specifying the nature and duration  thereof,  and what
action such Obligor is taking or proposes to take with respect thereof.

<PAGE>


(a) GOOD STANDING AND QUALIFICATION.  Each of the Obligors is a corporation duly
organized,  validly existing and in good standing under the laws of the state of
incorporation  as set forth on the  first  page of this  Agreement.  Each of the
Obligors has all requisite  corporate power and authority to own and operate its
properties  and to  carry  on  its  businesses  as  presently  conducted  and is
qualified to do business and to be in good standing as a foreign  corporation in
each  jurisdiction  where the  character of the  property  owned or leased by it
therein  or in  which  the  transaction  of  its  business  therein  makes  such
qualifications necessary.

(a) CORPORATE AUTHORITY. The Obligors have full corporate power and authority to
enter into and  perform the  obligations  under this  Agreement,  to execute and
deliver the Amended Loan  Documents  and to incur the  obligations  provided for
herein and therein,  all of which have been duly authorized by all necessary and
proper corporate action. No other consent or approval or the taking of any other
action in respect of  shareholders  or any public  authority  is  required  as a
condition to the validity or  enforceability  of this  Agreement,  or any of the
other Amended Loan  Documents.  The execution and delivery of this  Agreement is
for valid corporate purposes.

(a) BINDING  AGREEMENT.  This  Agreement  and the other  Amended Loan  Documents
constitute  valid and legally binding  obligations of the Borrowers  enforceable
against each in accordance with their  respective  terms,  except as enforcement
may  be  limited  by  bankruptcy,  insolvency  or  similar  laws  affecting  the
enforcement of creditors' rights generally.

(a)  COMPLIANCE.  Each of the  Obligors is not in default  with respect to or in
violation  of any  order,  writ,  injunction  or  decree  of any court or of any
federal, state municipal or other governmental  department,  commission,  board,
bureau, agency, authority or official, or in violation of any law, statute, rule
or  regulation to which they or their  properties is or are subject,  where such
default or  violation  would  materially  and  adversely  affect  the  financial
condition of any of the Borrowers.  Each of the Borrowers represents that it has
not received notice of any such default from any party. Each of the Borrowers is
not in  default  from  the  payment  or  performance  of  any of its  respective
obligations  to any  third  parties  or in  the  performance  of  any  mortgage,
indenture, lease, contract or other agreement to which it is a party or by which
any of its assets or properties are bound.

1. SECURITY AGREEMENT  REAFFIRMATION.  (a) The Borrowers acknowledge,  agree and
reaffirm that the 1995 Loan Agreement, the 1996 Loan Agreement and the 1997 Loan
Agreement  shall secure all of the  obligations  of the  Borrowers to the Lender
including,  but not limited to, the  obligations of the Borrowers  under (i) the
$2,000,000  Term Note and the $2,000,000  Revolving Note, (ii) the $500,000 Term
Note and (iii) the $1,000,000 Revolving Note.

<PAGE>


                  (b) The Guarantor acknowledges,  agrees and reaffirms that its
Security  Agreement dated July 27, 1997 and October 23, 1997 shall secure all of
the  obligations of the Guarantor to the Lender  including,  but not limited to,
the obligations of the Guarantor under the Guaranties.

(a) GUARANTIES. The Guarantor acknowledges that it is unconditionally liable and
legally and validly  indebted to the Lender in accordance  with the terms of its
Guaranties, as modified herein.

(a) The Guarantor  consents to the modifications  made herein,  and affirms that
the Guaranties are in full force and effect and include, without limitation, the
indebtedness,  liabilities and obligations arising under or in any way connected
with the Amended  Loan  Documents  whether now  existing  or  hereafter  arising
including,  without  limitation,  principal,  interest,  costs and  expenses  of
collection, and attorneys' fees, their paralegal fees and related disbursements.

(a) The Guarantor  further  affirms that the  Guaranties  shall continue in full
force and effect for so long as the  Borrowers is indebted,  liable or obligated
to the Lender under the Amended Loan Documents.

1. EVENTS OF DEFAULT.  The  occurrence  of any Event of Default under any of the
other  Amended  Loan  Documents or the  non-compliance  with any of the material
terms, or material misrepresentation or inaccuracy of any of the acknowledgments
or  representations  hereof  shall  constitute  an Event of  Default  under this
Agreement.

1. REMEDIES.  Upon the occurrence of any Event of Default, the Lender shall have
in any jurisdiction where enforcement hereof is sought, in addition to all other
rights and remedies  which the Lender may have under law and equity,  all of the
rights and remedies set forth in the Amended Loan Documents.

1. CUMULATIVE REMEDIES.  The enumeration of the Lender's rights and remedies set
forth in this  Agreement and the other Amended Loan Documents is not intended to
be  exhaustive  and the  exercise by the Lender of any right or remedy shall not
preclude the  exercise of any other  rights or  remedies,  all of which shall be
cumulative and shall be in addition to any other right or remedy given hereunder
or under any other  agreement  between the parties or which may now or hereafter
exist in law or at equity or by suit or  otherwise.  No delay or failure to take
action on the part of the Lender in  exercising  any right,  power or  privilege
shall operate as a waiver thereof,  nor shall any single or partial  exercise of
any such right, power or privilege preclude other or further exercise thereof or
the exercise of any other right,  power or privilege or shall be construed to be
a waiver  of any Event of  Default.  No course  of  dealing  between  any of the
Obligors and the Lender or their employees shall be effective to change,  modify
or discharge  any  provision of this  Agreement or to constitute a waiver of any
default.

<PAGE>


1. AMENDMENT AND RESTATEMENT. Upon the execution of this Agreement and all other
documents executed in connection herewith, the other Loan Documents are restated
to the extent that this Agreement and all other documents executed in connection
herewith,  restates  them and are amended to the extent that this  Agreement and
all other  documents  executed in  connection  herewith  amends them.  Except as
specifically  amended  by the terms of this  Agreement  or any  other  documents
executed in connection herewith,  all terms and conditions set forth in the Loan
Documents,  together  with all schedules and exhibits  attached  thereto,  shall
remain in full force and effect. This Agreement and all other documents executed
in connection herewith, to the extent that any of them are inconsistent with the
Loan  Documents,  supersedes the Loan Documents and any and all prior written or
oral amendments to the Loan Documents.

1. NOTICES. All notices,  requests,  consents,  demands and other communications
hereunder  shall be in writing and shall be mailed by  registered  or  certified
first class mail or delivered by an overnight courier to the respective  parties
to this Agreement as follows:

         If to the Borrowers:

                           Find/SVP, Inc.
                           625 Avenue of the Americas
                           New York, New York 10011-2002
                           Attn: Mr. Peter Fiorillo
                                    Chief Financial Officer


                           Find/SVP Published Products, Inc.
                           625 Avenue of the Americas
                           New York, New York 10011-2002
                           Attn: Mr. Peter Fiorillo
                                    Chief Financial Officer

         If to the Guarantor:

                           Find/SVP Internet Services, Inc.
                           625 Avenue of the Americas
                           New York, New York 10011-2001
                           Attn: Mr. Peter Fiorillo
                                    Chief Financial Officer

         With a copy to:

                           Breslow & Walker, LLP
                           767 Third Avenue
                           New York, New York 10017

<PAGE>


                           Attn:  Gary T. Moomjian, Esq.


         If to the Lender:

                           State Street Bank and Trust Company
                           225 Franklin Street
                           Boston, Massachusetts 02110-2804
                           Attn: Ms. Arlene M. Doherty
                                 Vice President

         With a copy to:

                           Diserio Martin O'Connor & Castiglioni, LLP
                           One Atlantic Street
                           Stamford, Connecticut 06901
                           Attn:  Kevin T. Katske, Esq.

1. EXPENSES.  The Obligors agree that each is jointly and severally  responsible
for the payment to the Lender for the preparation,  negotiation and consummation
of this  Agreement and the other Amended Loan Documents  which includes  without
limitation, reasonable attorneys' fees and related disbursements.

1.                         MISCELLANEOUS.

(a) COUNTERPARTS.  This Agreement may be executed in any number of counterparts,
each of which shall be an  original,  with the same effect as if the  signatures
were upon the same instrument. It shall not be necessary in making proof of this
Agreement to produce or account for more than one counterpart.

(a) SUCCESSORS AND ASSIGNS.  This Agreement  shall bind and inure to the benefit
of the parties hereto and their  respective  successors  and assigns;  provided,
however,  that the  Obligors  shall not assign  this  Agreement,  or any related
document,  or any of their  rights  without  the prior  written  consent  of the
Lender.

(a)  FAILURE  OR DELAY  NOT A  WAIVER.  No delay or  omission  by the  Lender to
exercise  any right under this  Agreement or the other  Amended  Loan  Documents
shall  impair  any such  right,  and any such  delay or  omission  shall  not be
construed to be a waiver thereof. A waiver of any single breach or default under
this Agreement or the other Amended Loan Documents  shall not be deemed a waiver
of any other breach or default.  Any waiver,  amendment to,  consent or approval
under this  Agreement or the other Amended Loan  Documents by the Lender must be
in writing to be effective and must be signed by the Lender.

(a)  SEVERABILITY.  If any provision of this Agreement or the other Amended Loan
Documents  shall be determined to be invalid,  illegal or  unenforceable  in any
jurisdiction,  the  validity,  legality  and  enforceability  of  the

<PAGE>


remaining provisions, and of such provision in other jurisdictions, shall not be
affected or impaired thereby.

(a) HEADINGS.  Section headings are for convenience of reference only, and shall
not affect the interpretation or meaning of any provision of this Agreement.

                  (f) GOVERNING LAW AMENDED.  This  Agreement and the other Loan
Documents,  and  all  transactions,  assignments  and  transfers  hereunder  and
thereunder, and all the rights of the parties, shall be governed as to validity,
construction,  enforcement  and  in  all  other  respects  by  the  laws  of the
Commonwealth  of  Massachusetts  without  giving effect to its conflicts of laws
principles.   The  Obligors  agree  that  the  courts  of  the  Commonwealth  of
Massachusetts  or the  United  States  District  Courts in the  Commonwealth  of
Massachusetts  shall  have  jurisdiction  to hear and  determine  any  claims or
disputes  pertaining to the financing  transactions of which this Agreement is a
part and/or to any matter arising or in any way related to this Agreement or any
other agreement between the Lender and the Obligors expressly submit and consent
in advance to such jurisdiction in any action or proceeding.

                  (g) ENTIRE  AGREEMENT.  This Agreement  constitutes the entire
agreement  between  the  parties,  and  supersedes  all  prior  discussions  and
negotiations  relating to the subject matter hereof. The terms of this Agreement
cannot be changed or terminated  orally, and shall be deemed effective as of the
date accepted by the Lender by its duly authorized  officer.  This Agreement and
the other Amended Loan  Documents  may not be amended or terminated  except by a
writing signed by the party against whom enforcement thereof is sought.

1. RELEASE.  EACH OF THE OBLIGORS  RELEASES,  REMISES AND DISCHARGES THE LENDER,
JOINTLY AND  SEVERALLY,  FROM ALL  ACTIONS,  CAUSES OF ACTIONS,  SUITS,  SUMS OF
MONEY, COVENANTS,  CONTRACTS,  CONTROVERSIES,  AGREEMENTS,  PROMISES, VACANCIES,
TRESPASSES,  DAMAGES, JUDGMENTS,  EXTENTS, EXECUTIONS, CLAIMS AND DEMANDS IN LAW
OR EQUITY WHICH ANY OF THE OBLIGORS EVER HAD, NOW HAS OR WHICH ANY OF THEM SHALL
HAVE AGAINST THE LENDER ARISING OUT OF ANY ACTION,  OR INACTION OF THE LENDER IN
CONNECTION  WITH  THE  LOAN  DOCUMENTS  OCCURRING  PRIOR  TO THE  DATE  OF  THIS
AGREEMENT.

1. JURY TRIAL WAIVER. EACH OF THE OBLIGORS WAIVES TRIAL BY JURY IN ANY COURT AND
IN ANY SUIT, ACTION OR PROCEEDING ON ANY MATTER ARISING IN CONNECTION WITH OR IN
ANY WAY  RELATED  TO THE  FINANCING  TRANSACTIONS  OF WHICH  THIS AND THE  OTHER
AMENDED LOAN DOCUMENTS ARE A PART OR THE ENFORCEMENT OF ANY OF THE BANK'S RIGHTS
AND REMEDIES.  THE OBLIGORS  ACKNOWLEDGE THAT EACH MAKES THIS WAIVER  KNOWINGLY,
VOLUNTARILY,  WITHOUT  DURESS  AND ONLY  AFTER

<PAGE>


EXTENSIVE   CONSIDERATION  OF  THE  RAMIFICATIONS  OF  THIS  WAIVER  WITH  THEIR
ATTORNEYS.

         The  parties  hereto have  executed  this  Agreement  on the date first
written above.

                                 FIND/SVP, INC.

                                            By /s/ PETER FIORILLO
                                               ------------------
                                               Peter Fiorillo
                                               Its Executive Vice President



                                 FIND/SVP PUBLISHED PRODUCTS, INC.

                                            By /s/ PETER FIORILLO
                                               ------------------
                                              Peter Fiorillo
                                              Its Executive Vice President


                                 FIND/SVP INTERNET SERVICES, INC.

                                            By /s/ PETER FIORILLO
                                               ------------------
                                              Peter Fiorillo
                                              Its Vice President


                                 STATE STREET BANK AND TRUST COMPANY

                                            By /s/ ARLENE M. DOHERTY
                                               ---------------------
                                               Arlene M. Doherty
                                               Vice President