SIXTH AMENDMENT TO CREDIT AGREEMENT
                       -----------------------------------


         THIS SIXTH AMENDMENT, dated this day of January, 1999, is between TOTAL
RESEARCH CORPORATION, a Delaware corporation (the "Borrower");  and SUMMIT BANK,
a New Jersey bank formerly known as United Jersey Bank (the "Bank").

                              PRELIMINARY STATEMENT
                              ---------------------

         A. The parties  hereto  entered  into the Amended and  Restated  Credit
Agreement dated as of December 28, 1995 (the "Original Agreement"),  as the same
has  heretofore  been amended by the  Amendment  to Amended and Restated  Credit
Agreement  dated as of October 10, 1996 (the "First  Amendment")  and the Second
Amendment to Amended and Restated Credit Agreement dated as of February 10, 1998
(the "Second  Amendment") and the Third Amendment to Amended and Restated Credit
Agreement  dated as of July 17,  1998 (the  "Third  Amendment"),  and the Fourth
Amendment  dated as of August 18, 1998 (the "Fourth  Amendment"),  and the Fifth
Amendment dated as of September 18, 1998 (the "Fifth  Amendment").  The Original
Agreement,  as amended by the First, Second, Third, Fourth and Fifth Amendments,
shall hereinafter be called the "Credit Agreement".

         B. The  Borrower and the Bank wish to extend the  termination  dates of
both the  revolving  line of credit and the  equipment  line of credit under the
Credit  Agreement from December 29, 1998 to September 30, 1999, and make certain
other modifications to the terms and conditions of the Credit Agreement.

         NOW,  THEREFORE,  in consideration  of the premises,  and of the mutual
promises and covenants set forth herein, the parties hereto agree as follows:



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         1.       Definitions.
                  ------------

                  (A) All  capitalized  terms used but not defined  herein shall
have the meanings ascribed to them in the Credit Agreement.

                  (B) As  used  herein,  the  following  terms  shall  have  the
respective meanings set forth below:

                  "Agreement" means  the  Credit  Agreement, as modified hereby,
                   and as the same may hereafter be amended from time to time.
                  "Facility B Expiration Date" is defined in Section 2 below.
                  "Facility C Commitment Amount" means the sum of $2,500,000.
                  "Facility C Maturity Date" is defined in Section 3 below.
                  "Facility  C Note"  means the  Facility  C Note dated the date
                  hereof from the Borrower to the Bank in the maximum  principal
                  amount of  $2,500,000,  as the same may  hereafter be amended,
                  modified or replaced from time to time.

         2.  Extension  and  Modification  of  Facility B Loan.  (a) In order to
extend the  expiration  of the equipment  loan facility  known as the Facility B
Loan under the Credit  Agreement,  Section  2.02(A) of the Credit  Agreement  is
hereby  modified  and amended such that the term  "Facility B  Expiration  Date"
shall hereafter mean September 30, 1999.

         (b) In order to conform the  Floating  Rates and LIBOR Option terms and
conditions  applicable  to the Facility B Loans,  Section  2.02(C) of the Credit
Agreement is modified and amended  such that the same  Floating  Rate Margin and
LIBOR  Margin  tables set forth below in  Sections  (3)(c) and (d) of this Sixth
Amendment  shall hereafter apply to the interest rate provisions of any Facility
B Loan made hereafter.



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         3.  Extension of Maturity and  Modification  of Facility C Loan. (a) In
order to extend the maturity date of the  revolving  line of credit known as the
Facility  C Loan  under the  Credit  Agreement,  Section  2.03(A)  of the Credit
Agreement is hereby modified and amended such that the term "Facility C Maturity
Date" shall hereafter mean September 30, 1999.

         (b) In order to eliminate  the  borrowing  base  limitation  heretofore
applicable to the Facility C Commitment  Amount,  Section  2.03(A) of the Credit
Agreement is hereby modified to delete therefrom the clause reading " the lesser
of:(i)  sixty  percent  (60%) of Eligible  Accounts;  or (ii).  . ." Any and all
provisions of the Credit Agreement  requiring the Borrower to furnish  borrowing
base certificates to the Bank are hereby deleted.

         (c) In order to modify the Floating Rate Margin  adjustment  provisions
on the  Facility  C Loan,  Section  2.03(D) of the  Credit  Agreement  is hereby
amended to replace the Floating Rate Margin table therein with the following:

                  Ratio of Total Liabilities
                    to Tangible Net Worth                     Margin
                    ---------------------                     ------

                  2 to 1 or greater                             0%

                  Between 1.5 to 1 and 2 to 1               (-1/4%)

                  Below 1.5 to 1                            (-1/2%)


         (d) In order to modify the LIBOR Margin  adjustment  provisions  on the
Facility C Loan,  Section  2.03(E)(vi) of the Credit Agreement is hereby amended
to replace the LIBOR Margin table therein with the following:



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                  Ratio of Total Liabilities
                    to Tangible Net Worth                     Margin
                    ---------------------                     ------


                  2 to 1 or greater                        2.50%

                  Between 1.5 to 1 and 2 to 1              2.25%
                  Between 1 to 1 and 1.5 to 1              2.00%
                  Below 1.00 to 1                          1.75%

          4.  Modification of Letter of Credit Fees.  Section 2.07 of the Credit
Agreement  is hereby  amended to reduce the fee payable  with respect to standby
letters of credit which may be issued from time to time in the future from 2% of
the stated amount to 1% of the stated amount of each such letter of credit.

         5. Modification of Certain Reporting Requirements.  (a) Section 5.03(e)
of the Credit Agreement,  which required quarterly  work-in-process  reports, is
hereby deleted and such reports are no longer required.

         (b) Section  5.03(f) of the Credit  Agreement,  which required that the
Borrower furnish monthly account receivable aging reports and job status reports
to the Bank, is hereby deleted and such reports are no longer required.

         (c) Section 6(c) of the Second Amendment, which permitted annual audits
by the Bank of the Company's books and records,  is hereby deleted and no audits
hereafter shall be required.

         6. Modification of Financial  Covenants.  The following  subsections of
Section 5.03 of the Credit Agreement are hereby amended to read as follows:



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                           "(j)     Maintenance of Tangible  Net Worth.   Permit
consolidated Tangible Net Worth of the Borrower to be less than $1,500,000 as of
the end of any fiscal  quarter  beginning with the fiscal quarter ended December
31, 1998.

                            (k)  Maintenance  of  Ratio of Total  Liabilities to
Tangible  Net  Worth.  Permit the ratio of  consolidated  Total  Liabilities  to
consolidated  Tangible  Net Worth of the Borrower to be more than 6.0 to 1 as of
the end of any fiscal quarter,  beginning with the fiscal quarter ended December
31, 1998.

                            (l) Debt Service  Coverage  Ratio.  Permit the ratio
of (i) the sum of net income after taxes,  plus  depreciation,  amortization and
interest  expense for any fiscal year, to (ii) the sum of current  maturities of
long-term  Indebtedness as of the end of such fiscal year plus interest  expense
for  such  fiscal  year  to be  less than 1.50 to 1 on a  consolidated  basis.

                             (m)Current Ratio.  Permit the ratio of consolidated
Current Assets to consolidated  Current  Liabilities as of the end of any fiscal
quarter,  beginning  with the fiscal quarter ended December 31, 1998, to be less
than .80 to 1.

                           (n)   Quick Ratio.  Permit the ratio of: (i) the  sum
of consolidated cash and equivalents plus consolidated  accounts receivable,  to
(ii)  consolidated  Current  Liabilities,  as of the end of any fiscal  quarter,
beginning  with the fiscal  quarter ended December 31, 1998, to be less than .60
to 1."

         7.       Estoppel. The Borrower represents,  warrants and agrees to and
with the Bank as  follows:

                  (i)  there is  currently no outstanding  principal  balance of
the Facility C Note;


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                  (ii) that each of the Loan  Documents is in full force and
effect;

                  (iii)  that  this  Amendment  and  the  Facility  C Note  have
been duly  authorized,  executed and delivered by the Borrower,  and constitutes
legal,  valid  and  binding  obligations  of each of the  Borrower,  enforceable
against it in accordance with their respective terms; and

                   (iv) that the Borrower has no offset, defense or counterclaim
with respect to any of its obligations under any of the Loan Documents (any such
offset, defense or counterclaim as may now exist being hereby irrevocably waived
by the Borrower).

         8. Continuing Effect; Entire Agreement.  Except to the extent expressly
modified  hereby,  all the  terms and  conditions  of the Loan  Documents  shall
continue  in  full  force  and  effect.  This  Sixth  Amendment  and  all  other
instruments,  agreements and certificates  executed and delivered by the parties
in  connection  herewith and  therewith,  constitutes  the entire  agreement and
understanding   of  the  parties   hereto  with  respect  to  the   modification
contemplated  hereby  of any and  all of the  Loan  Documents,  and  this  Sixth
Amendment supersedes all prior and contemporaneous  discussions,  agreements and
understandings,  whether  written or oral,  with  respect to the subject  matter
hereof.

         9.  Continuing  Priority.  This Agreement is not intended to, and shall
not,  adversely affect or impair in any way the continuing  priority of the lien
of the  security  interests  heretofore  granted to the Bank as security for the
Obligations.


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<PAGE>

         IN WITNESS WHEREOF,  the parties hereto have executed this Agreement as
of the day and year first above written.

WITNESS OR ATTEST:                          SUMMIT BANK


By:/s/ Craig Z. Pasko                       By:/s/Anthony W. LaMarca
------------------------                    ------------------------
CRAIG Z. PASKO                              ANTHONY W. LAMARCA


ATTEST:                                     TOTAL RESEARCH CORPORATION


By:/s/Richard J. Morrow, Jr.                By:/s/ Eric Zissman
----------------------------                -------------------------
RICHARD J. MORROW, JR.                      ERIC ZISSMAN