EXHIBIT 10.1
                                                                    ------------

                            FIRST AMENDMENT TO LEASE
                SIGNATURE EVEWEAR, INC., A CALIFORNIA CORPORATION


     1.  Identification.
         ---------------

     This First Amendment to Lease ("Amendment") is dated for identification
purposes January 26, 2009 and is made and entered into by and between Roxbury
Property Management LLC ("Lessor") and Signature Eyewear, Inc., a California
Corporation ("Lessee").

     2.  Recitals.
         ---------

     Lessee and Lessor are parties to that certain industrial real estate lease
dated March 7, 2005 providing for the lease of Premises commonly known as 498 N.
Oak Street, Inglewood, California (the "Lease"). All capitalized terms used
herein shall have that same meaning as in the Lease. Lessor and Lessee desire to
enter into this Amendment to provide for the extension of the Lease Term and the
other matters herein set forth, on the following terms and provisions.

     3.  Lease Term.
         -----------

     Lease Tern, shall be amended to provide for a continuation period of two
(2) years, commencing on July 1 ,2009 and terminating on June 30, 2011.

     4.  Rent and Other Charges Payable by Lessee.
         -----------------------------------------

     Rent and other charges payable by Lessee shall be as follows:

     July 2009:                      $32,000 payable on July 21, 2009. Signature
                                     to pay all taxes, insurance and CAM for the
                                     full month of July.
     August 1,2009--June 30, 2010    $48,000 per month, payable on the 21st day
                                     of each month.
     July 1, 2010--June 30, 2011:    $49,000 per month, payable on the 21st day
                                     of each month.

* Please make checks payable to Roxbury Property Management, LLC and mail to:

Brenner, Berman and Associates
20812 Ventura Boulevard, Suite 202
Woodland Hills, CA 91364


     5.  Regarding the HVAC units, the Lessor has paid $5,000 year-to-date for
repairs and is scheduled to spend another $4,000 for a new unit. Additionally,
Lessor shall be responsible for all future HVAC repair, maintenance and
replacement at Lessor's sole cost and expense, commencing upon execution of the
Extension, excepting the new unit to serve the computer room. Unless and until
Lessee lndemnifies Lessor for the maintenance and repair of that unit, the
maintenance and repair of that unit shall be borne by Lessee. Further, Lessee
indemnifies Lessor for any damage to Lessee's computing equipment caused by
Lessor's failure to maintain or repair the HVAC unit that cools the computer
room. In the event Lessee elects not to indemnify Lessor against failure to

<PAGE>
maintain or repair the HVAC unit that cools the computer room, Lessee shall be
responsible for the repair and maintenance of the HVAC unit that cools the
computer room. Lessor shall hire Mann Air to install the computer room unit,
subject to price and warranty approval by Lessor.

     6.  Lessor's landscaping service shall use its best efforts to avoid
providing the service Monday-Friday 9:00 AM to 5:00 PM.

     7.  Option to Extend: See Attached.

     8.  No Other Changes.

     Except as herein above modified and amended, the Lease is unchanged and is
in full force and effect.

     IN WITNESS WHEREOF, Lessor and Lessee have executed this First Amendment to
Lease on the date and at the place set forth opposite the respective signatures.

Executed this 26th day of            LESSOR:
January, 2009 at
Palm Desert, CA                      ROXBURY PROPERTY MANAGEMENT, LLC

                                     By: /s/ Raymond Renta
                                         ---------------------------------
                                         Raymond Renta, Member


Executed this 26th day of            LESSEE:
January, 2009 at
Inglewood, CA                        SIGNATURE EYEWEAR, INC., A CALIFORNIA
                                     CORPORATION

                                     By: /s/ M. Prince   CEO
                                         ---------------------------------

                                     By: /s/ M. Prince   CFO
                                         ---------------------------------

                                             M. Prince CEO/CFO
                                     -------------------------------------
                                     Please print name and title of
                                     authorized officer

<PAGE>
                          OPTION(S) TO EXTEND STANDARD
                                 LEASE ADDENDUM

     Dated January 26, 2009

     By and Between (Lessor) Roxbury Property Management, LLC

     By and Between (Lessee) Signature Eyewear, Inc., a California corporation

     Address of Premises: 498 N. Oak Street, Inglewood, CA 90301


Paragraph 7

     A.  OPTION(S) TO EXTEND:

     Lessor hereby grants to Lessee the option to extend the term of this Lease
for one additional twenty-four month period(s) commencing when the prior term
expires upon each and all of the following terms and conditions:

     (i) In order to exercise an option to extend, Lessee must give written
notice of such election to Lessor and Lessor must receive the same at least 4
but not more than 6 months prior to the date that the option period would
commence, time being of the essence. If proper notification of the exercise of
an option is not given and/or received, such option shall automatically expire.
Options (if there are more than one) may only be exercised consecutively.

     (ii) The provisions of paragraph 39, including those relating to Lessee's
Default set forth in paragraph 39.4 of this Lease, are conditions of this
Option.

     (iii) Except for the provisions of this Lease granting an option or options
to extend the term, all of the terms and conditions of this Lease except where
specifically modified by this option shall apply.

     (iv) This Option is personal to the original Lessee, and cannot be assigned
or exercised by anyone other than said original Lessee and only while the
original Lessee is in full possession of the Premises and without the intention
of thereafter assigning or subletting.

     (v) The monthly rent for each month of the option period shall be
calculated as follows, using the method(s) indicated below: (Check Method(s) to
be Used and Fill in Appropriately)

     |X| III.  Fixed Rental Adjustment(s) FRA

     The Base Rent shall be increased to the following amounts on the date set
forth below:
<PAGE>
On (Fill in FRA Adjustment Date(s)):       The New Base Rent shall be:

July 1, 2011 - June 30, 2013               $51,200 per month
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     B.  NOTICE:

     Unless specified otherwise herein, notice of any rental adjustments, other
than Fixed Rental Adjustments, shall be made as specified in paragraph 23 of the
Lease.

     C.  BROKER'S FEE:

     The Brokers shall be paid a Brokerage Fee for each adjustment specified
above in accordance with paragraph 15 of the Lease.

NOTICE: THESE FORMS ARE OFTEN MODIFIED TO MEET CHANGING REQUIREMENTS OF LAW AND
INDUSTRY NEEDS. ALWAYS WRITE OR CALL TO MAKE SURE YOU ARE UTILIZING THE MOST
CURRENT FORM: A/R COMMERCIAL REAL ESTATE ASSOCIATION, 800 W. 6TH STREET, SUITE
800, LOS ANGELES, CA 90017. TELEPHONE NO. (213) 687-8777. FAX NO.: (213)
687-8616.
<PAGE>
                            SECOND AMENDMENT TO LEASE
                SIGNATURE EVEWEAR, INC., A CALIFORNIA CORPORATION

     1.  Identification.
         ---------------

     This Second Amendment to Lease ("Amendment") is dated for identification
purposes January 27, 2009 and is made and entered into by and between Roxbury
Property Management LLC ("Lessor") and Signature Eyewear, Inc., a California
Corporation ("Lessee").

     2.  Recitals.
         ---------

         Lessee and Lessor are parties to that certain industrial real estate
lease dated March 7, 2005 providing for the lease of Premises commonly known as
498 N. Oak Street, Inglewood, California and a First Amendment to Lease dated
January 26, 2009 (the "Lease"). Said documents shall hereafter be referred to as
the Lease. All capitalized terms used herein shall have that same meaning as in
the Lease. Lessor and Lessee desire to enter into this Amendment to provide for
the extension of the Lease Term and the other matters herein set forth, on the
following terms and provisions.

     3.  Option to Extend: See Attached.
         ----------------

     4.  No Other Changes.
         ----------------

     Except as herein above modified and amended, the Lease is unchanged and is
in full force and effect.

     IN WITNESS WHEREOF, Lessor and Lessee have executed this Second Amendment
to Lease on the date and at the place set forth opposite the respective
signatures.

Executed this 30th day of            LESSOR:
January, 2009 at
Palm Desert, CA                      ROXBURY PROPERTY MANAGEMENT, LLC

                                     By: /s/ Raymond Renta
                                         ---------------------------------
                                         Raymond Renta, Member


Executed this 29th day of            LESSEE:
January, 2009 at
Inglewood, CA                        SIGNATURE EYEWEAR, INC., A CALIFORNIA
                                     CORPORATION

                                     By: /s/ M. Prince   CEO
                                         ---------------------------------

                                     By: /s/ M. Prince   CFO
                                         ---------------------------------

                                     M. Prince CEO/CFO
                                     -------------------------------------
                                     Please print name and title of
                                     authorized officer



<PAGE>
                               OPTION(S) TO EXTEND
                             STANDARD LEASE ADDENDUM


         Dated January 27, 2009

         By and Between (Lessor) Roxbury Property Management, LLC

         By and Between (Lessee) Signature Eyewear, Inc., a California
         corporation

         Address of Premises: 498 N. Oak Street, Inglewood, CA 90301



Paragraph 3

     A. OPTION(S) TO EXTEND:

     Lessor hereby grants to Lessee the option to extend the term of this Lease
for one additional twenty-four month period(s) commencing when the prior term
expires upon each and all of the following terms and conditions:

     (i) In order to exercise an option to extend, Lessee must give written
notice of such election to Lessor and Lessor must receive the same at least 4
but not more than 6 months prior to the date that the option period would
commence, time being of the essence. If proper notification of the exercise of
an option is not given and/or received, such option shall automatically expire.
Options (if there are more than one) may only be exercised consecutively.

     (ii) The provisions of paragraph 39, including those relating to Lessee's
Default set forth in paragraph 39.4 of this Lease, are conditions of this
Option.

     (iii) Except for the provisions of this Lease granting an option or options
to extend the term, all of the terms and conditions of this Lease except where
specifically modified by this option shall apply.

     (iv) This Option is personal to the original Lessee, and cannot be assigned
or exercised by anyone other than said original Lessee and only while the
original Lessee is in full possession of the Premises and without the intention
of thereafter assigning or subletting.

     (v) The monthly rent for each month of the option period shall be
calculated as follows, using the method(s) indicated below: (Check Method(s) to
be Used and Fill in Appropriately)

     (vi) In the event Lessor has a fully executed Purchase and Sale Contract
any time prior to December 31, 2010 for a sale of the Property to an owner
occupier, Lessor shall have the unilateral right to notify the Lessee that the
Option to Extend is null and void.

     |X| III. Fixed Rental Adjustment(s) FRA

     The Base Rent shall be increased to the following amounts on the date set
forth below:

<PAGE>
On (Fill in FRA Adjustment Date(s)):       The New Base Rent shall be:

July 1, 2011 - June 30, 2013               $51,200 per month
-------------------------------------      -------------------------------------

-------------------------------------      -------------------------------------

-------------------------------------      -------------------------------------

-------------------------------------      -------------------------------------

-------------------------------------      -------------------------------------

-------------------------------------      -------------------------------------

-------------------------------------      -------------------------------------

-------------------------------------      -------------------------------------

-------------------------------------      -------------------------------------

-------------------------------------      -------------------------------------

-------------------------------------      -------------------------------------

-------------------------------------      -------------------------------------

     B.  NOTICE:

     Unless specified otherwise herein, notice of any rental adjustments, other
than Fixed Rental Adjustments, shall be made as specified in paragraph 23 of the
Lease.

     C.  BROKER'S FEE:

     The Brokers shall be paid a Brokerage Fee for each adjustment specified
above in accordance with paragraph 15 of the Lease.

NOTICE: THESE FORMS ARE OFTEN MODIFIED TO MEET CHANGING REQUIREMENTS OF LAW AND
INDUSTRY NEEDS. ALWAYS WRITE OR CALL TO MAKE SURE YOU ARE UTILIZING THE MOST
CURRENT FORM: A/R COMMERCIAL REAL ESTATE ASSOCIATION, 800 W. 6TH STREET, SUITE
800, LOS ANGELES, CA 90017. TELEPHONE NO. (213) 687-8777. FAX NO.: (213)
687-8616.