November 16, 2006 Mr. Peter S. Fortune 39A St. Peters Avenue Caversham Reading RG4 7DH United Kingdom Dear Pete:

Exhibit 10.5

November 16, 2006

Xx. Xxxxx X. Xxxxxxx

00X Xx. Xxxxxx Xxxxxx

Xxxxxxxxx Xxxxxxx XX0 0XX

Xxxxxx Xxxxxxx

Dear Xxxx:

Reference is made to your Executive Retention Agreement with Bottomline Technologies (de), Inc. (the “Company”) dated as of October 10, 2005 (the “Agreement”). In all respects, the Agreement shall remain in full force and effect, provided, however, that:

1. It is agreed and acknowledged that your current titles for purposes of the Agreement are President Bottomline Europe, Chief Marketing Officer and Chief Operating Officer.

2. It is further agreed that your current base salary is £161,700 and your current bonus opportunity is $280,000. Further salary, bonus and equity incentive adjustments may be made from time to time in accordance with the terms of the Agreement.

3. It is further agreed that the reference to payment of an amount equal to the Employee’s “then annual base salary” in Section 4.3(b) is hereby amended to read “then annual base salary and bonus”.

By execution of this letter, you hereby agree to the foregoing amendment of the Agreement, and reaffirm your obligations under the Agreement.

Very truly yours,
Bottomline Technologies (de), Inc.
By:		/s/ XXXXXX XXX XXXXX
		Xxxxxx Xxx Xxxxx
		Chairman, Compensation Committee
Acknowledged and Agreed:
/s/ XXXXX X. XXXXXXX
Xxxxx X. Xxxxxxx