<PAGE>

                    OMNIBUS AMENDMENT TO COLLATERAL DOCUMENTS


                  AMENDMENT (this "AMENDMENT"), dated as of April 15, 1999, to:
(a) the Parent Pledge and Security Agreement, dated as of March 30, 1998 (as
amended by a Substitution Agreement dated on or about July 10, 1998, and as
heretofore otherwise amended, supplemented or otherwise modified, the "PARENT
PLEDGE AND SECURITY AGREEMENT"), between SUNBEAM CORPORATION (with its
successors, the "PARENT") and FIRST UNION NATIONAL BANK, as Administrative
Agent; (b) the Parent Security Agreement, dated as of July 10, 1998 (as
heretofore amended, supplemented or otherwise modified, the "PARENT SECURITY
AGREEMENT"), between the Parent and the Administrative Agent; (c) the Subsidiary
Pledge and Security Agreement, dated as of March 30, 1998 (as amended by
Amendment No. 1 dated as of July 10, 1998, a Substitution Agreement dated on or
about July 10, 1998, an Amendment dated as of December 23, 1998, and as
heretofore otherwise amended, supplemented or otherwise modified, the
"SUBSIDIARY PLEDGE AND SECURITY AGREEMENT"), among each subsidiary of the Parent
signatory thereto (with their respective successors, the "GRANTORS") and the
Administrative Agent; and (d) the Subsidiary Security Agreement, dated as of
July 10, 1998 (as heretofore amended, supplemented or otherwise modified, the
"SUBSIDIARY SECURITY AGREEMENT"; and together with the foregoing agreements,
collectively, the "COLLATERAL DOCUMENTS"), among the Grantors and the
Administrative Agent.

                              W I T N E S S E T H :

                  WHEREAS, the Parent and the Administrative Agent are parties
to the Credit Agreement, dated as of March 30, 1998 (as amended, supplemented or
otherwise modified from time to time, the "CREDIT AGREEMENT"), among the Parent,
the Subsidiary Borrowers referred to therein, the Lenders party thereto, Morgan
Stanley Senior Funding, Inc., as Syndication Agent, Bank of America National
Trust and Savings Association, as Documentation Agent, and the Administrative
Agent;

                  WHEREAS, pursuant to the Credit Agreement, the Parent and the
Grantors executed the Collateral Documents in favor of the Administrative Agent;

                  WHEREAS, the parties to the Credit Agreement are entering into
an Amendment No. 5, Third Waiver and Agreement, dated as of even date herewith
(the "FIFTH AMENDMENT"), to and under the Credit Agreement; and

                  WHEREAS, in connection with the Fifth Amendment, the parties
to the Collateral Documents have agreed to amend the Collateral Documents as
more fully set forth below;

                  NOW, THEREFORE, in consideration of the premises and for other
good and valuable consideration the receipt of which is hereby acknowledged, the
parties hereto agree as follows:


<PAGE>



                  SECTION 1. DEFINED TERMS; REFERENCES. Unless otherwise
specifically defined herein, each term used herein which is defined in the
Credit Agreement has the meaning assigned to such term in the Credit Agreement.
Each reference to "hereof", "hereunder", "herein" and "hereby" and each other
similar reference and each reference to "this Agreement" and each other similar
reference contained in the applicable Collateral Document shall, after this
Amendment becomes effective, refer to such Collateral Document as amended
hereby. Except as herein specifically amended, all terms and provisions of each
Collateral Document shall remain in full force and effect and shall be performed
by the parties thereto according to its terms and provisions. This Amendment is
limited as specified and shall not constitute a modification, amendment or
waiver of any other provision of the Collateral Documents or indicate the
Lenders' willingness to consent to any such other modification, amendment or
waiver.

                  SECTION 2. AMENDMENT TO PARENT PLEDGE AND SECURITY AGREEMENT.
The Parent Pledge and Security Agreement is amended as follows:

                  (a) Section 1 of the Parent Pledge and Security Agreement is
amended:

                           (i) to add in its appropriate alphabetical order in
                  such Section the following new definition:

                                    ""INVESTMENT PROPERTY" means all "investment
                           property" as such term is defined in Section 9-115 of
                           the Uniform Commercial Code as in effect from time to
                           time in the State of New York.";

                           (ii) to add the phrase ", including without
                  limitation, the Intercompany Agreements" immediately before
                  the period at the end of the definition of "PLEDGED
                  INSTRUMENTS" in such Section; and

                           (iii) to add immediately after each reference to the
                  term "the Parent" in the definition of "SECURED OBLIGATIONS"
                  in such Section the phrase "or any Subsidiary Borrower";

                  (b) Section 2 of the Parent Pledge and Security Agreement is
amended:

                           (i) to add immediately after the phrase "its Direct
                  Subsidiaries" in the third sentence in paragraph (A) in such
                  Section the phrase "and Indirect Subsidiaries"; and

                           (ii) to add immediately after paragraph (C) in such
                  Section the following new paragraph (D):

                                     "(D) PLEDGED INSTRUMENTS. Each Pledged
                           Instrument and each document and instrument that
                           secures or guarantees payment of such Pledged
                           Instrument constitutes the legal, valid and binding
                           obligation of the maker thereof, enforceable in
                           accordance with its terms, subject to applicable
                           bankruptcy, insolvency, reorganization, moratorium or
                           other

                                        2


<PAGE>



                           laws affecting creditors' rights generally and
                           subject to general principles of equity, regardless
                           of whether considered in a proceeding in equity or at
                           law. As of March 31, 1999, the outstanding principal
                           balance of the Intercompany Agreement, dated April 6,
                           1998, made by Coleman in favor of the Parent was not
                           less than $395,000,000 and, as of the Fifth Amendment
                           Effective Date, such Intercompany Agreement is not
                           subject to any defense, counterclaim or offset
                           whatsoever, other than the right to make repayments
                           thereunder.";

                  (c) Section 3 of the Parent Pledge and Security Agreement is
amended:

                           (i) to add immediately after the phrase "any of its
                  Direct Subsidiaries" in paragraph (A)(2) of such Section the
                  phrase "or Indirect Subsidiaries";

                           (ii) to add immediately after the phrase "any of its
                  Direct Domestic Subsidiaries" in paragraph (A)(3) in such
                  Section the phrase "or Indirect Subsidiaries";

                           (iii) to renumber paragraphs "(A)(4)" and "(A)(5)" in
                  such Section as new paragraphs "(A)(5)" and "(A)(6)",
                  respectively;

                           (iv) to add immediately after paragraph (A)(3) in
                  such Section the following new paragraph (A)(4):

                         "(4) all Investment Property;";

                           (v) to replace the phrase "clauses (1) through (4)
                  hereof" in new paragraph (A)(6) in such Section with the
                  phrase "clauses (1) through (5) hereof (including without
                  limitation, all dividends or other income from the Investment
                  Property or the Pledged Securities, collections thereon or
                  distributions or payments with respect thereto) and all
                  collateral security and guarantees given by any Person with
                  respect to all or any of the collateral described in clauses
                  (1) through (5) hereof (including without limitation, the
                  collateral security provided under the Coleman Intercompany
                  Collateral Documents)";

                           (vi) to replace the word "owes" in each of paragraphs
                  (B), (C) and (D) in such Section with the words "instrument
                  evidencing"; and

                           (vii) to add immediately after the phrase "any of its
                  Direct Subsidiaries" in paragraph (E) in such Section the
                  phrase "or Indirect Subsidiaries";

                  (d) Section 5 of the Parent Pledge and Security Agreement is
amended:

                           (i) to add immediately before the period at the end
                  of the first sentence in paragraph (A) in such Section the
                  parenthetical "(including without limitation, in the case of
                  any Investment Property and any other relevant Collateral,
                  taking

                                        3


<PAGE>



                  any actions reasonably deemed necessary to enable the
                  Administrative Agent to obtain "control" (within the meaning
                  of the applicable Uniform Commercial Code) with respect
                  thereto and, in the case of any Pledged Instrument secured by
                  any collateral, execute and deliver UCC-1 financing statements
                  or UCC assignments, as appropriate, in form and substance
                  satisfactory to the Administrative Agent, evidencing the
                  pledge and assignment to the Administrative Agent of the
                  interests of the Parent in such collateral securing such
                  Pledged Instrument, and original counterparts of each security
                  document and guarantee executed in connection with the grant
                  of any collateral to secure any such Pledged Instrument)"; and

                           (ii) to add immediately after paragraph (B) in such
                  Section the following new paragraphs (C) and (D):

                                    "(C) The Parent authorizes the
                           Administrative Agent to endorse on a schedule to each
                           Intercompany Agreement, all loans and advances made
                           by the Parent to any Direct Subsidiary or Indirect
                           Subsidiary (including without limitation, any
                           Intercompany Agreement made by Coleman in favor of
                           the Parent), and all payments made on account of
                           principal and the amounts of interest paid or
                           capitalized. Each such endorsement shall constitute
                           "prima facie" evidence of any Indebtedness (including
                           interest thereon) owed by such Direct Subsidiary or
                           Indirect Subsidiary and the amounts repaid by such
                           Direct Subsidiary or Indirect Subsidiary. The failure
                           to make any such endorsement shall not affect the
                           obligations of such Direct Subsidiary or Indirect
                           Subsidiary under such Intercompany Agreement.

                                    (D) The Parent agrees that it will not, in
                           any manner that could reasonably be expected to
                           materially impair the value of such Pledged
                           Instrument as Collateral or the rights of the Parent
                           with respect thereto (i) enter into any agreement
                           amending or supplementing any Pledged Instrument or
                           any document or instrument evidencing any collateral
                           security or guarantee with respect to such Pledged
                           Instrument; (ii) waive or release any obligation of
                           any party to any Pledged Instrument or to any
                           document or instrument evidencing the collateral
                           security or guarantee with respect to such Pledged
                           Instrument; (iii) release any Pledged Instrument or
                           any collateral security or guarantee with respect to
                           such Pledged Instrument; or (iv) fail to exercise
                           promptly and diligently any right which it may have
                           under, or in respect of, any such Pledged Instrument,
                           including without limitation, any failure which could
                           result in any right of offset against sums payable
                           under any such Pledged Instrument; PROVIDED that,
                           without the prior written consent of the
                           Administrative Agent and the other Secured Parties,
                           or otherwise as expressly set forth in the Coleman
                           Intercompany Collateral Documents, the Parent shall
                           not (x) at any time take or omit to take any action
                           of the type contemplated by clauses (i) through (iv)
                           above in respect of any Pledged Instrument
                           constituting an Intercompany Agreement made by
                           Coleman in favor of the Parent, or any


                                        4


<PAGE>




                           document or instrument evidencing any collateral
                           security or guarantee with respect to such
                           Intercompany Agreement (including without limitation,
                           the Coleman Intercompany Collateral Documents) or (y)
                           other than to make loans and advances permitted by
                           the Credit Agreement under such Intercompany
                           Agreement and, subject to the rights of the
                           Administrative Agent under this Agreement (including
                           without limitation, under Sections 8 and 10 after the
                           occurrence and during the continuance of a Default or
                           an Event of Default), to collect repayments under
                           such Intercompany Agreement, exercise any rights and
                           remedies against Coleman under such Intercompany
                           Agreement or under the Coleman Intercompany
                           Collateral Documents, all of which rights and
                           remedies have been pledged and assigned to the
                           Administrative Agent pursuant to this Agreement,
                           constitute Collateral under this Agreement, and shall
                           be exercised by the Administrative Agent, for the
                           benefit of the Secured Parties, to the extent, at the
                           times and in the manner set forth in this Agreement
                           and the Coleman Intercompany Collateral Documents.";

                  (e) Section 9 of such Parent Pledge and Security Agreement is
         amended to add immediately after each reference to the term "the
         Pledged Stock" in such Section the phrase "and the Investment
         Property"; and

                  (f) Section 11 of the Parent Pledge and Security Agreement is
         amended to add immediately after the parenthetical "(whether or not in
         effect in the jurisdiction where such rights are exercised)" in the
         first sentence in such Section the phrase ", including without
         limitation, all rights of a secured party under the Uniform Commercial
         Code in respect of any collateral security granted by any Person to
         secure any Pledged Instrument or any other Collateral, including
         without limitation, under the Coleman Intercompany Collateral Documents
         to secure the Intercompany Agreement made by Coleman".

                  SECTION 3. AMENDMENT TO PARENT SECURITY AGREEMENT. The Parent
Security Agreement is amended as follows:

                  (a) Section 1 of the Parent Security Agreement is amended:

                           (i) to add immediately after each reference to the
                  term "the Parent" in the definitions of "LETTER OF CREDIT
                  OBLIGATION" and "SECURED OBLIGATIONS" in such Section the
                  phrase "or any Subsidiary Borrower";

                  (b) Section 4 of the Parent Security Agreement is amended:

                           (i) to add immediately after the term "Asset Sale" in
                  clause (y) in paragraph (i) in such Section the phrase "or
                  other disposition"; and

                           (ii) to amend paragraph (l) in such Section in its
                  entirety to read as follows:


                                        5


<PAGE>


                                    "(l) In the event the Parent proposes to
                           take any action contemplated by Section 4(a)(i),
                           4(a)(ii) or 4(a)(iii), at the request of the
                           Administrative Agent, the Parent shall, at its cost
                           and expense, and prior to taking such proposed
                           action, cause to be delivered to the Secured Parties
                           an opinion of counsel, satisfactory to the
                           Administrative Agent, substantially in the form of
                           Exhibit E, or otherwise in form and substance, and
                           covering such matters relating to such action,
                           reasonably satisfactory to the Administrative
                           Agent."; and

                  (c) Section 12 of the Parent Security Agreement is amended to
         add immediately after each reference to "Asset Sale" in paragraph (c)
         in such Section the phrase "or other disposition".

                  SECTION 4. AMENDMENT TO SUBSIDIARY PLEDGE AND SECURITY
AGREEMENT. The Subsidiary Pledge and Security Agreement is amended as follows:

                  (a) Section 1 of the Subsidiary Pledge and Security Agreement
is amended:

                           (i) to add in its appropriate alphabetical order in
                  such Section the following new definition:

                                    "INVESTMENT PROPERTY" means all "investment
                           property" as such term is defined in Section 9-115 of
                           the Uniform Commercial Code as in effect from time to
                           time in the State of New York.";

                           (ii) to add the phrase ", including without
                  limitation, the Intercompany Agreements" immediately before
                  the period at the end of the definition of "PLEDGED
                  INSTRUMENTS" in such Section; and

                           (iii) to replace the term "Foreign Direct Subsidiary
                  Shares" in the definition of "PLEDGED STOCK" in such Section
                  with the term "Direct Foreign Subsidiary Shares";

                  (b) Section 2 of the Subsidiary Pledge and Security Agreement
is amended:

                           (i) to add immediately after the phrase "each Direct
                  Domestic Subsidiary" in the second sentence in paragraph (A)
                  in such Section the parenthetical "(or in the case of Coleman
                  prior to the Coleman Merger Effective Date, all of the issued
                  and outstanding capital stock of Coleman owned by such
                  Grantor)";



                                        6

<PAGE>



                           (ii) to replace the term "Foreign Direct Subsidiary"
                  in the second sentence in paragraph (A) in such Section with
                  the phrase "Direct Foreign Subsidiary";

                           (iii) to add immediately after the phrase "each
                  Direct Foreign Subsidiary" (as amended by clause (ii) above)
                  in the second sentence in paragraph (A) in such Section the
                  parenthetical "(or in the case of Sunbeam Corporation (Canada)
                  Limited, all of the issued and outstanding stock of Sunbeam
                  Corporation (Canada) Limited owned by such Grantor)";

                           (iv) to add immediately before the phrase "any of
                  their Direct Subsidiaries" in the third sentence in paragraph
                  (A) in such Section the phrase "the Parent, any Material
                  Subsidiaries or"; and

                           (v) to add immediately after paragraph (C) in such
                  Section the following new paragraph (D):

                                    "(D) PLEDGED INSTRUMENTS. Each Pledged
                           Instrument and each document and instrument that
                           secures or guarantees payment of such Pledged
                           Instrument constitutes the legal, valid and binding
                           obligation of the maker thereof, enforceable in
                           accordance with its terms, subject to applicable
                           bankruptcy, insolvency, reorganization, moratorium or
                           other laws affecting creditors' rights generally and
                           subject to general principles of equity, regardless
                           of whether considered in a proceeding in equity or at
                           law. Sunbeam Products, Inc. hereby represents and
                           warrants that, as of the Fifth Amendment Effective
                           Date, the outstanding principal balance on the
                           Material Subsidiary Intercompany Agreement dated
                           April, 1998, made by Coleman in favor of Sunbeam
                           Products, Inc. was $0. Coleman Worldwide Corporation
                           hereby represents that, as of the Fifth Amendment
                           Effective Date, the outstanding principal balance on
                           the Intercompany Agreement dated July 10, 1998, made
                           by Coleman in favor of Coleman Worldwide Corporation
                           was $0. Upon the request of the relevant Grantor, the
                           Administrative Agent shall deliver promptly, after
                           the Fifth Amendment Effective Date, each such
                           Intercompany Agreement to such Grantor for
                           cancellation.";

                  (c) Section 3 of the Subsidiary Pledge and Security Agreement
is amended:

                           (i) to add immediately before the phrase "any of its
                  Direct Subsidiaries" in paragraph (A)(2) of such Section the
                  phrase "the Parent, any Material Subsidiary or";

                           (ii) to add immediately before the phrase "any of its
                  Direct Domestic Subsidiaries" in paragraph (A)(3) in such
                  Section the phrase "any Material Subsidiary or";

                                        7

<PAGE>



                           (iii) to renumber paragraphs "(A)(3)" and "(A)(4)" in
                  such Section as new paragraphs "(A)(4)" and "(A)(5)",
                  respectively;

                           (iv) to add immediately after paragraph (A)(2) in
                  such Section the following new paragraph (A)(3):

                                    "(3) all Investment Property; and";

                           (v) to replace the phrase "clauses (1) through (3)
                  hereof" in new paragraph (A)(5) in such Section with the
                  phrase "clauses (1) through (4) hereof (including without
                  limitation, all dividends or other income from the Investment
                  Property or the Pledged Securities, collections thereon or
                  distributions or payments with respect thereto) and all
                  collateral security and guarantees given by any Person with
                  respect to all or any of the collateral described in clauses
                  (1) through (4) hereof";

                           (vi) to replace the word "owes" in each of paragraphs
                  (B), (C) and (D) in such Section with the words "instrument
                  evidencing"; and

                           (vii) to add immediately before the phrase "or any of
                  their Direct Subsidiaries" in paragraph (E) in such Section
                  the phrase ", the Parent, any Material Subsidiary";

                  (e) Section 5 of the Subsidiary Pledge and Security Agreement
is amended:

                           (i) to add immediately before the period at the end
                  of the first sentence in paragraph (A) in such Section the
                  parenthetical "(including without limitation, in the case of
                  any Investment Property and any other relevant Collateral,
                  taking any actions reasonably deemed necessary to enable the
                  Administrative Agent to obtain "control" (within the meaning
                  of the applicable Uniform Commercial Code) with respect
                  thereto and, in the case of any Pledged Instrument secured by
                  any collateral, execute and deliver UCC-1 financing statements
                  or UCC assignments, as appropriate, in form and substance
                  satisfactory to the Administrative Agent, evidencing the
                  pledge and assignment to the Administrative Agent of the
                  interests of the applicable Grantor in such collateral
                  securing such Pledged Instrument, and original counterparts of
                  each security document and guarantee executed in connection
                  with the grant of any collateral to secure any such Pledged
                  Instrument)"; and

                           (ii) to add immediately after paragraph (B) in such
                  Section the following new paragraphs (C) and (D):

                                    "(C) Each Grantor authorizes the
                           Administrative Agent to endorse on a schedule to each
                           Intercompany Agreement or Material Subsidiary
                           Intercompany Agreement, all loans and advances made
                           by such Grantor to any Direct Subsidiary or Indirect
                           Subsidiary, and all payments

                                        8


<PAGE>



                           made on account of principal and the amounts of
                           interest paid or capitalized. Each such endorsement
                           shall constitute "prima facie" evidence of any
                           Indebtedness (including interest thereon) owed by
                           such Direct Subsidiary or Material Subsidiary and the
                           amounts repaid by such Direct Subsidiary or Material
                           Subsidiary. The failure to make any such endorsement
                           shall not affect the obligations of such Direct
                           Subsidiary or Material Subsidiary under such
                           Intercompany Agreement or Material Subsidiary
                           Intercompany Agreement.

                                    (D) Each Grantor agrees that it will not, in
                           any manner that could reasonably be expected to
                           materially impair the value of such Pledged
                           Instrument as Collateral or the rights of such
                           Grantor with respect thereto (i) enter into any
                           agreement amending or supplementing any Pledged
                           Instrument or any document or instrument evidencing
                           any collateral security or guarantee with respect to
                           such Pledged Instrument; (ii) waive or release any
                           obligation of any party to any Pledged Instrument or
                           to any document or instrument evidencing the
                           collateral security or guarantee with respect to such
                           Pledged Instrument; (iii) release any Pledged
                           Instrument or any collateral security or guarantee
                           with respect to such Pledged Instrument; or (iv) fail
                           to exercise promptly and diligently any right which
                           it may have under, or in respect of, any such Pledged
                           Instrument, including without limitation, any failure
                           which could result in any right of offset against
                           sums payable under any such Pledged Instrument";

                  (f) Section 8 of the Subsidiary Pledge and Security Agreement
         is amended to add immediately after each reference to the term "the
         Pledged Stock" in such Section the phrase "and the Investment
         Property";

                  (g) Section 10 of the Subsidiary Pledge and Security Agreement
         is amended to add immediately after the parenthetical "(whether or not
         in effect in the jurisdiction where such rights are exercised)" in the
         first sentence in such Section the phrase ", including without
         limitation, all rights of a secured party under the Uniform Commercial
         Code in respect of any collateral security granted by any Person to
         secure any Pledged Instrument or any other Collateral"; and

                  (h) Schedules I and II to the Subsidiary Pledge and Security
         Agreement are replaced with new Schedules I and II in the forms
         attached to this Amendment as Exhibits A and B, respectively.

                  SECTION 5. AMENDMENT TO SUBSIDIARY SECURITY AGREEMENT. The
Subsidiary Security Agreement is amended as follows:

                  (a) Section 1 of the Subsidiary Security Agreement is amended:

                                        9

<PAGE>



                           (i) to add immediately after each reference to the
                  term "the Parent" in the definition of "LETTER OF CREDIT
                  OBLIGATION" in such Section the phrase "or any Subsidiary
                  Borrower"; and

                           (ii) to replace each reference to the term "the
                  Parent" in the definition of "SECURED OBLIGATIONS" in such
                  Section with the term "the Obligors"; and

                  (b) Section 4 of the Subsidiary Security Agreement is amended:

                           (i) to add immediately after the term "Asset Sale" in
                  clause (y) in paragraph (i) in such Section the phrase "or
                  other disposition"; and

                           (ii) to amend paragraph (l) in such Section in its
                  entirety to read as follows:

                                    "(l) In the event a Grantor proposes to take
                           any action contemplated by Section 4(a)(i), 4(a)(ii)
                           or 4(a)(iii), at the request of the Administrative
                           Agent, such Grantor shall, at its cost and expense,
                           and prior to taking such proposed action, cause to be
                           delivered to the Secured Parties an opinion of
                           counsel, satisfactory to the Administrative Agent,
                           substantially in the form of Exhibit E, or otherwise
                           in form and substance, and covering such matters
                           relating to such action, reasonably satisfactory to
                           the Administrative Agent."; and

                  (c) Section 12 of the Subsidiary Security Agreement is amended
         to add immediately after each reference to "Asset Sale" in paragraph
         (c) in such Section the phrase "or other disposition".

                  SECTION 6. GOVERNING LAW. This Amendment shall be governed by
and construed in accordance with the laws of the State of New York.

                  SECTION 7. COUNTERPARTS. This Amendment may be signed in any
number of counterparts, each of which shall be an original, with the same effect
as if the signatures thereto and hereto were upon the same instrument.

                  SECTION 8. REPRESENTATIONS AND WARRANTIES; NO DEFAULT. After
giving effect to this Amendment, each of the Parent and the Grantors hereby
represents and warrants that all representations and warranties applicable to
the Parent or such Grantor, as the case may be, contained in the Credit
Agreement and the other Loan Documents are true and correct as of the date
hereof and that no Default or Event of Default shall have occurred and be
continuing or would result from the execution and delivery of this Amendment.

                  SECTION 9. EFFECTIVENESS. This Amendment shall become
effective on the date on which the Administrative Agent shall have received from
the Parent and each of the Grantors, a counterpart hereof signed by such party
or facsimile or other written confirmation (in form satisfactory to the
Administrative Agent) that such party has signed a counterpart hereof.

                                       10


<PAGE>



                  IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be duly executed as of the date first above written.



                                   SUNBEAM CORPORATION


                                   By /s/ Bobby Jenkins
                                      --------------------------------------
                                      Name:
                                      Title:


                                   BRK BRANDS, INC.


                                   By /s/ Bobby Jenkins
                                      --------------------------------------
                                      Name:
                                      Title:


                                   COLEMAN WORLDWIDE CORPORATION


                                   By /s/  Ronald R. Richter
                                      --------------------------------------
                                      Name:
                                      Title:


                                   DDG I, INC.


                                   By /s/ Janet Kelley
                                      --------------------------------------
                                      Name:
                                      Title:


                                   FIRST ALERT, INC.


                                   By /s/ Bobby Jenkins
                                      --------------------------------------
                                      Name:
                                      Title:




<PAGE>




                                   GHI I, INC.


                                   By /s/  Janet Kelley
                                      --------------------------------------
                                      Name:
                                      Title:


                                   LASER ACQUISITION CORPORATION


                                   By /s/ Bobby Jenkins
                                      --------------------------------------
                                      Name:
                                      Title:


                                   SI II, INC.


                                   By /s/ Janet Kelley
                                      --------------------------------------
                                      Name:
                                      Title:


                                   SIGNATURE BRANDS, INC.


                                   By /s/ Bobby Jenkins
                                      --------------------------------------
                                      Name:
                                      Title:


                                   SIGNATURE BRANDS USA, INC.


                                   By /s/ Bobby Jenkins
                                      --------------------------------------
                                      Name:
                                      Title:

                                   SUNBEAM AMERICAS HOLDINGS, LTD.


                                   By /s/ Bobby Jenkins
                                      --------------------------------------
                                      Name:
                                      Title:




<PAGE>



                                   SUNBEAM PRODUCTS, INC.


                                   By /s/ Bobby Jenkins
                                      --------------------------------------
                                      Name:
                                      Title:


                                   FIRST UNION NATIONAL BANK,
                                     as Administrative Agent


                                   By /s/ T.M. Molitor
                                      --------------------------------------
                                      Name: T.M. Molitor
                                      Title: SVP




<PAGE>


                                   OP II, INC.


                                   By /s/ Janet Kelley
                                      --------------------------------------
                                      Name: Janet Kelley
                                      Title: Vice President