SECOND AMENDMENT TO LOAN AND PLEDGE AGREEMENT

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                                                                    EXHIBIT 10.3


                                SECOND AMENDMENT
                                       TO
                            LOAN AND PLEDGE AGREEMENT


         THIS SECOND AMENDMENT TO THE LOAN AND PLEDGE AGREEMENT (this
"AMENDMENT") is made as of February 22, 2001 by and between World Commerce
Online, Inc., a Delaware corporation (the "COMPANY"), and Interprise Technology
Partners LP (the "LENDER").

                                    RECITALS:

         WHEREAS, for value received, the Company and the Lender executed a Loan
and Pledge Agreement dated as of January 3, 2001 in the amount of Four Hundred
Fifty Thousand Dollars ($450,000) (as amended from time to time, the "LOAN
AGREEMENT");

         WHEREAS, on February 1, 2001, the Company and the Lender executed that
certain First Amendment to Loan and Pledge Agreement to clarify certain
provisions in the Loan Agreement; and

         WHEREAS, the Company and the Lender agree to further amend and modify
the Loan Agreement to clarify the provisions relating to the Lender's senior
security interest in the Company's assets.

         NOW, THEREFORE, in consideration of the mutual promises contained
herein and other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereby agree as follows:

         1.       Amendment to the Loan Agreement. Section 3.1 of the Loan
Agreement shall be amended and restated as follows:

                  "3.1     Security Interest and Pledge. As security for the
         prompt and complete satisfaction of any and all obligations of the
         Company under this Agreement and the Lender Note, or under any other
         agreement or note, now existing or hereafter arising, whether for
         principal, interest, expenses or otherwise, the Company hereby grants,
         transfers and assigns and pledges to Lender all of its respective
         right, title and interest in and grants Lender a senior security
         interest in the Company's assets as set forth in Schedule 3.1 attached
         hereto (the "PLEDGED ASSETS") now in existence, together with
         after-acquired property."

         2.       Non-Modification. Except to the extent amended and modified
hereby, all terms, provisions and conditions of the Loan Agreement shall
continue in full force and effect and shall remain unmodified and enforceable.

         IN WITNESS WHEREOF, the parties have executed this Amendment effective
as of the date first above written.


                                     WORLD COMMERCE ONLINE, INC.,
                                      as Borrower

                                     By:  /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
                                         ---------------------------------------
                                         ▇▇▇▇ ▇. ▇▇▇▇▇▇, Chief Financial Officer


                                     INTERPRISE TECHNOLOGY PARTNERS LP,
                                      as Lender

                                     By:  /s/ ▇▇ ▇▇▇▇▇▇▇▇▇
                                        ----------------------------------------
                                        ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Principal