Exhibit 4.11

                         SECOND AMENDED MODIFICATION AGREEMENT

         THIS SECOND AMENDED MODIFICATION AGREEMENT (the "Agreement") is made as
of August  30,  2001 by and  between  SALES  ONLINE  DIRECT,  INC.,  a  Delaware
corporation (the "Company") and AUGUSTINE FUND, L.P. (the "Buyer").

                                   WITNESSETH

         On March 23, 2000,  the Company and the Buyer entered into a Securities
Purchase  Agreement  pursuant  to which the Buyer  purchased  from the Company a
Series A Eight Percent Convertible Note convertible into shares of the Company's
common stock, par value $.001 per share.

         On January 1, 2001, the parties entered into a Modification  Agreement,
which was amended as of July 15, 2001 ("Amended Modification Agreement").


         NOW, THEREFORE,  for good and valuable  consideration,  the receipt and
sufficiency of which are hereby  acknowledged,  the Company and the Buyer hereby
agrees that all  references in the  Modification  Agreement to July 15, 2001 are
revised to September  30, 2001 and all  references  in the Amended  Modification
Agreement to August 31, 2001 are revised to September 30, 2001.

         IN  WITNESS  WHEREOF,  the  Company  and the  Buyer  have  caused  this
Agreement to be executed under seal as of the date above written.


                                                SALES ONLINE DIRECT


                                                By:  /s/ Gregory Rotman
                                                     --------------------
                                                     Name:  Gregory Rotman
                                                     Title:  President

                                                AUGUSTINE FUND, L.P.

                                                By:  /s/ John T. Porter
                                                     --------------------
                                                     Name:  John T. Porter
                                                     Title: President, Augustine
                                                         Capital Management, LLC