EXHIBIT 10.4 LETTER AGREEMENT AMENDING THE LOAN AGREEMENT Overton Bank & Trust, N.A. South Arlington Office Curtis F. Von Der Ahe President December 12, 1996 Mt. Tom Hoefert, CFO InnoServ Technologies, Inc. 4330 Beltway #300 Arlington, Texas 76018...

                                                                    EXHIBIT 10.4

                  LETTER AGREEMENT AMENDING THE LOAN AGREEMENT

Xxxxxxx Bank & Trust, N.A.
South Arlington Office
Xxxxxx X. Von Der Ahe
President


December 12, 1996

Mt. Xxx Xxxxxxx, CFO
InnoServ Technologies, Inc.
0000 Xxxxxxx  #000
Xxxxxxxxx, Xxxxx  00000

REFERENCE:  LOAN AGREEMENT DATED DECEMBER 15, 1995 COVENANT VIOLATIONS
--------- 

Dear Xx. Xxxxxxx,

You have indicated that you are in violation of the Minimum Tangible Net Worth
covenant as outlined in the loan agreement referenced above.  We hereby waive
compliance with this covenant thru October 31, 1996 and re-set this covenant
as follows:


          Minimum Tangible Net Worth         $4,500,000

If you require anything else, please do not hesitate to call.


Sincerely,


/s/ Xxxxxx X. Von Der Ahe
Xxxxxx X. Von Der Ahe
President