APROPOS TECHNOLOGY INC
AMENDMENT #1 TO 2000 OMNIBUS INCENTIVE PLAN
<DOCUMENT>
<TYPE>EX-10.5
<SEQUENCE>3
<FILENAME>a2074319zex-10_5.txt
<DESCRIPTION>AMENDMENT #1 TO 2000 OMNIBUS INCENTIVE PLAN
<TEXT>
<Page>

EXHIBIT 10.5

                               AMENDMENT NO. 1 TO
                           APROPOS TECHNOLOGY, INC.
              2000 OMNIBUS INCENTIVE PLAN, AS AMENDED AND RESTATED

         The 2000 Apropos Technology, Inc. 2000 Omnibus Incentive Plan, as
Amended and Restated (the "Plan") is amended as follows: Section 4 of the Plan
is amended to increase the number of shares authorized for issuance under the
Plan by 2,400,000 shares.


</TEXT>
</DOCUMENT>
