MATERIAL CHANGE REPORT

Filed pursuant to Section 75(2) of the Securities Act (Ontario) and corresponding provisions of the securities legislation in other provinces

1. Reporting Issuer

EMJ Data Systems Ltd. 7067 Wellington Road 124 RR 6 Guelph, ON N1H 6J3

2. Date of Material Change

September 25, 2003

3. Press Release

A press release in respect of this material change was issued September 26, 2003. A copy is attached.

4. Summary of Material Change

On September 25, 2003 EMJ Data Systems Ltd. (TSX:EMJ), a distributor of computer products and peripherals, completed the previously announced offering of convertible preferred shares and convertible unsecured debentures for gross proceeds of $19.6 million.

5. Full Description of Material Change

See attached press release.

6. Reliance on Confidential Filing Provisions of Legislation

Not applicable.

7. Omitted Information

No information has been omitted from this material change report.

8. Senior Officers

For additional information with respect to this material change, the following person may be contacted:

Jim Estill, Chief Executive Officer EMJ Data Systems Ltd. P.O. Box 1012, Guelph, ON N1H 6N1 (519) 837-2444, ext. 213

9. Statement of Senior Officer

The foregoing accurately discloses the material change referred to herein.

DATED at Guelph, Ontario this 3rd day of October, 2003.

By: "Rosemary C. Langel" Name: Rosemary C. Langel Title: Vice President, Finance and Secretary

Press Release FOR IMMEDIATE RELEASE

Data Systems Ltd.

Web: www.emj.ca

E-mail: [email protected]

HEAD OFFICE:

PO BOX 1012 STN MAIN GUELPH ON N1H 6N1 (519) 837-2444 TORONTO: (800) 265-7212 FAX (519) 836-1914

CANADIAN BRANCHES:

14480 RIVER ROAD UNIT120 RICHMOND BC V6V 1L4 (604) 270-9324 FAX (604) 270-7834

1313 BORDER STREET UNIT 68 WINNIPEG MB R3H 0X4 (204) 632-5445 FAX (204) 632-5217

3016 5 AVE NE SUITE 206 CALGARY AB T2A 6K4 (403) 207-5400 FAX (403) 207-6060

9770 BOUL HENRI BOURASSA OUEST ST LAURENT QC H4S 1R5 (514) 745-4500 FAX (514) 745-2886

1378 BEDFORD HIGHWAY BEDFORD NS B4A 1E2 (902) 835-1621 FAX (902) 835-9127

2 SOUTHPOINTE AVE OTTAWA ON K2J 4V4 (613) 825-8797 FAX (613) 825-1497

EMJ COMPLETES $19.6M FINANCING

Guelph, ON, September 26, 2003 – EMJ Data Systems Ltd. (“EMJ”) announced it has closed its previously announced offering of convertible preferred shares and convertible unsecured debentures, for a total of $19.6 million. The private placement was announced as a $14 million offering with an option to increase the offering size by up to 40%. The financing was oversubscribed, so the full option was exercised, increasing the total issue to $19.6 million.

The syndicate was led by Haywood Securities Inc. and included Griffiths McBurney & Partners and Northern Securities Inc.

The convertible debentures have a 3-year term with an annual interest rate of 12% and are convertible into common shares of EMJ at a price of $8.00 per share. The preferred shares pay an annual dividend at a rate of 8% for 3- years and will also be convertible into common shares at a price of $8.00 per share. Under certain conditions, EMJ may redeem the debentures and/or the preferred shares if the common shares of EMJ trade above $10.00 per share.

The $19.6 million financing was comprised of $8.5 million dollars of convertible preferred shares and $11.1 principal amount of convertible debentures.

The net proceeds of the offering will be used to fund EMJ’s acquisition of Daisytek (Canada) Inc., which is expected to close on October 1, 2003, and for general corporate purposes.

About EMJ Data Systems Ltd.:

EMJ Data Systems Ltd., headquartered in Guelph, Ontario, is a Canadian, publicly owned distributor of computer products and peripherals. EMJ specializes in niche-market products for Apple, Bar Coding/Auto-ID/Pointof-Sale, Build-To-Order, Digital Video, Networking and Security applications. EMJ has Canadian branch offices in Vancouver, Calgary, Winnipeg, Montreal, and Halifax, as well as one office in the United States. EMJ is traded on the Toronto Stock Exchange (TSX) under the symbol EMJ. For more information about EMJ, visit http://www.emj.ca

For information, contact:

Jim Estill, Chief Executive Officer EMJ Data Systems Ltd. P. O. Box 1012, Guelph, ON N1H 6N1 (519) 837-2444, ext. 213