EXHIBIT 10


                 MAXIMUS, INC. 1997 EMPLOYEE STOCK PURCHASE PLAN

                                 First Amendment


           The MAXIMUS, Inc. 1997 Employee Stock Purchase Plan is hereby amended
by the First Amendment effective July 1, 1998 as follows:

           1.   Section 2 is amended in its entirety as follows:

                "Subject to the provisions of Sections 7, 8 and 9 below, any
           individual who is an eligible employee (as defined below) of the
           Company, or any of its subsidiaries (as defined in Section 424(f) of
           the Code), the employees of which are designated by the Board of
           Directors as eligible to participate in the Plan, is eligible to
           participate in any Offering of Shares (as defined in Section 3
           below), made by the Company hereunder. Eligible employees shall
           include each employee of the Company or participating subsidiary who:

                (a)   has completed at least six months of employment,
                (b)   is a "full-time employee," and
                (c)   who is not a "highly compensated employee."

           For purposes of this Plan, a "full-time employee" is any employee
           whose customary employment is 20 hours or more per week and five
           months per year in the calendar year during which said Offering Date
           (as defined in Section 3) occurs or in the calendar year immediately
           preceding such year. A "highly compensated employee" is any employee
           who is a 5% owner (as defined in Section 416(i)(1) of the Code) of
           the Company or participating subsidiary during the calendar year
           during which the Offering Date occurs or the immediately preceding
           calendar year or an employee who earned more than $80,000 (as
           adjusted for inflation) in the calendar year immediately preceding
           the Offering Date."

           2.   Section 4 is hereby amended in its entirety as follows:

                "The price per share for each grant of rights hereunder shall be
           eighty-five percent (85%) of the fair market value of a Share on the
           date such right is exercised. At its discretion, the Board of
           Directors may determine a higher price for a grant of rights."

           3.   Section 5(b) is hereby amended in its entirety as follows:

                "(b) The method of payment for Shares purchased upon exercise of
           rights granted hereunder shall be through regular payroll deductions,
           as determined by the Board of Directors. All payments for Shares
           purchased upon exercise of rights hereunder shall be from an eligible
           employee's basic or regular compensation, and shall not be permitted
           from lump sum payments, bonuses, overtime, vacation payouts,
           severance pay. No interest shall be paid upon payroll deductions
           unless specifically provided for by the Board of Directors."


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           4.   Section 5(c) is hereby amended in its entirety as follows:


                "(c) Any payments received by the Company from a participating
           employee and not utilized for the purchase of Shares upon exercise of
           a right granted hereunder shall be promptly returned to such employee
           by the Company after termination of the right to which the payment
           relates or, if the participating employee, elects to participate in
           the next Offering of Shares, applied toward of the purchase of shares
           in the next Offering."

           Executed this 23rd day of June, 1998.


                                          MAXIMUS, INC.

                                          By:   /s/ F. Arthur Nerret
                                             --------------------------------
                                                    Vice President, Finance



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