OFFICE LEASE AGREEMENT

     THIS AGREEMENT, made this 31st day December of 1999, by and between STEPHEN
J.  GEHRINGER  AND  KENNETH  J.  KELLAR (hereinafter called Lessor) , of the one
part,  and  GEHRINGER  AND  KELLAR,  INC, D/B/A KEYSTONE COIN AND STAMP EXCHANGE
(hereinafter  called  Lessee)  ,  of  the  other  part,

                                   WITNESSETH:

     Lessor  does hereby demise and let unto Lessee on the floor of the building
located  at  1801  Tilghman Street, Allentown, Pennsylvania 18104 to be used and
occupied as a dealership for and for no other purpose, for the term of three (3)
years  commencing on the 1st day of January, 2000, and ending on the 31st day of
December,  2000,  for  the fixed rental of ONE HUNDRED EIGHT THOUSAND AND 00/100
DOLLARS ($108,000.00), in coin or currency which at the time of payment is legal
tender  for  public  and  private debts in the United States of America, payable
monthly  in  advance  in equal installments of THREE THOUSAND AND 00/100 DOLLARS
($3,000.00) each on the 1ST day of each and every month during said term of this
lease  or  any renewal thereof at the office of Lessor's Agent, or at such other
place or places as Lessor may from time to time after the date hereof designate,
during  business  hours,  the  first  installment  to be paid at the time of the
execution  of  this  lease.
     IT  IS  HEREBY  MUTUALLY  COVENANTED  AND  AGREED by and between Lessor and
Lessee  that  the  premises  are  demised  under  and  subject  to the following
covenants and agreements, all of which are to enure to the benefit of Lessor and
be  regarded  as  strict
legal  conditions:


<PAGE>
     1.  Inability  to  give  Possession.

     If  Lessor  is  unable to give Lessee possession of the demised premises as
herein  provided  by reason of the premises not being ready for occupancy, or by
reason  of  the  holding  over of a previous occupant, or by reason of any cause
beyond  the  control  of Lessor, Lessor shall not be liable in damages to Lessee
therefor,  and  during the period that Lessee is thus kept out of possession the
rental  shall  be  abated.

     2.  Additional  Rent.

     (a)  Damages by Default: Lessee agrees to pay to Lessor as rent in addition
to  the  fixed  rental  herein reserved any and all sums which may become due by
reason  of  the failure of Lessee to comply with all the covenants of this lease
and  any and all damages, costs and expenses which Lessor may suffer or incur by
reason  of  any  default  of  Lessee  or  failure on his part to comply with the
covenants  of  this  lease, and each of them, and also the cost of repairing any
and  all damages to the demised premises caused by any act or neglect of Lessee.

     (b)  Repairs: Lessee further agrees to pay to Lessor as additional rent all
sums  due  for repairs made to the demised premises, replacing of glass windows,
doors,  partitions,  electric  wiring  and  electric lamps, etc., the keeping of
waste  and  drain  pipes  open  and  repairs and replacements to wash basins and
plumbing,  heating and air-conditioning apparatus, which are necessitated by or,
caused  by misuse or abuse by Lessee. The same shall be paid by Lessee to Lessor
upon  presentation  by  Lessor  to  Lessee  of  bills  therefor.

     3.  Affirmative  Covenants  of  Lessee.

     (a)  Payment  of Rent: Lessee will without any previous demand therefor pay
the  said fixed and additional rental at the times and at the place at which the
same  are  hereby  made  payable.  If Lessor at any time accepts payment of said
rental  after  the  same shall have become due and payable, such acceptance will
not  excuse  delay  in  payment  on  subsequent  occasions  nor constitute or be
construed  as  a  waiver  of  any  of  Lessor's  rights.

     (b)  Condition  of  Premises:  Lessee will keep the demised premises in the
same  good  order  in which they now are, reasonable wear and tear and damage by
accidental fire or other casualty not occurring through the negligence of Lessee
alone excepted. Lessee acknowledges that the demised premises are in good order,
condition and repair and require no alterations, additions or improvements to be
made  by  Lessor  except as may be expressly specified in writing by the parties
hereto.

     (c)  Requirements  of  Public  Authorities: Lessee will at his own cost and
expense  comply  with  any  requirements of any constituted public authority and
with  the terms of any State or Federal statute or local ordinance or regulation
applicable to Lessee or to Lessee's use of the demised premises, and save Lessor
harmless  from  penalties,  fines, costs or damages resulting from failure to do
so.

     (d)  Rule  and Regulations: The rules and regulations in regard to the said
building,  and  the  tenants  occupying offices therein, printed upon the fourth
page  of  this lease, and such alterations, additions, and modifications thereof
as  may  from  time  to  time  be made by Lessor, shall be deemed a part of this
agreement,  with  the same effect as though written herein, and Lessee covenants
that said rules and regulations shall be faithfully observed by Lessee, Lessee's
employees,  and  all  persons  visiting  the  leased premises, or claiming under
Lessee,  the right being hereby expressly reserved by Lessor to add to, alter or
rescind,  from  time to time, such rules and regulations, which changes in rules
and  regulations  shall  take effect immediately after notice thereof in writing
shall  have  been  served  by  leaving  the  same  on  the  demised  premises.

     (e)  Fire:  Lessee  will  use  every  reasonable  precaution  against fire.

     (f)  Notice  of Fire, etc: Lessee will give to Lessor prompt written notice
of  any  defect,  accident,  fire,  or  damage  occurring  on  or to the demised
premises.

     (g)  Janitors;  Damages to or Loss of Lessee's Property: Lessee will permit
the  janitors  and cleaners of Lessor to have access to and to clean the demised
premises. Lessor shall be in no way responsible to Lessee for any damage done to
the  furniture  or  other effects of Lessee by the janitors or cleaners or other
employees  of  Lessor or by any other person, or for any loss of property of any
kind  whatever  from  the  demised  premises,  however  occurring.

     (h)  Surrender  of  Possession:  Lessee  will  peacefully  deliver  up  and
surrender  possession  of  the  demised  premises  to  Lessor at or prior to the
expiration  or  earlier  termination of this lease or any renewal thereof in the
same  good  order  and  condition  in  which  Lessee  has  herein  agreed  to
keep  the  same during the continuance of this lease. Lessee will at or prior to
the  expiration  or  earlier  termination  of  this lease or any renewal thereof
remove  all  of  his property from the demised premises so that Lessor may again
have  and  repossess the same not later than noon on the day on which this lease
or  the renewal thereof shall terminate, and will immediately thereafter deliver
to  Lessor  at  the  aforesaid  office  of  its  agent  all keys for the demised
premises.

     4.  Negative  Covenants  of  Lessee.

     (a) Assignment and Subletting: Lessee, under penalty of instant forfeiture,
shall  not  assign, mortgage or pledge this lease, nor underlet or sublease said
premises or any part thereof without the written consent of Lessor first had and
obtained  ;  nor after such written consent has been given shall any assignee or
sublessee  assign, mortgage or pledge this lease or such sublease or underlet or
sublease said premises or any part thereof without an additional written consent
by  Lessor;  and in neither case without such consent shall any such assignment,
mortgage,  pledge,  underletting  or sublease be valid. An assignment within the
meaning  of  this  lease  is  understood and intended to comprehend not only the
voluntary  action  of  Lessee,  but  also any levy or sale on execution or other
legal process and every assignment for the benefit of creditors, adjudication or
sale  in  bankruptcy  or  insolvency  or under any other compulsory procedure or
order  of  court.  No  assignment  or  sublease,  if  consented to in the manner
aforesaid, shall in any way relieve or release Lessee from liability upon any of
the  covenants  under  the  terms  of  this  lease, and notwithstanding any such
assignment  or  sublease  the.  responsibility and liability of Lessee hereunder
shall  continue in full force and effect until the expiration of the term hereby
created  and  any  renewals  thereof.  No  assignment or sublease shall be valid
unless  the  assignee  or  subtenant  shall assent to and agree in writing to be
bound  by  all  of  the  covenants  and  conditions  herein  contained.

     (b)  Alterations,  Additions:  Lessee  will  not  make  any  alterations,
improvements  or  additions to or about the demised premises, or affix or attach
any  articles  to  or  make  any  holes  in or about the demised premises or the
building.  If Lessee desires to have such alterations, improvements or additions
made  or  to have articles so affixed or attached or to have such holes made, he
shall  submit  the  plan  therefor  to  Lessor.  If  said plan receives Lessor's
approval,  Lessor  alone  will  make  or do the same on behalf of Lessee and for
Lessee's  benefit,  solely  at  the  cost,  expense  and  risk  of Lessee unless
otherwise  provided  in  writing.  All  alterations,  improvements, additions or
fixtures,  whether  installed,  made  or placed before or after the execution of
this  lease,  shall  remain  upon  the  premises  at  the  expiration or earlier
termination of this lease and become the property of Lessor unless Lessor shall,
prior  to  the termination of this lease, have given written notice to Lessee to
remove  the  same,  in  which event Lessee shall remove the same and restore the
premises  to  the  same  good  order  and  condition  in  which  they  now  are.

     (c)  Machinery:  Lessee will not use or operate in the demised premises any
machinery  that  is in Lessor's opinion harmful to the building or disturbing to
tenants  occupying  other  parts  thereof.

     (d)  Weights:  Lessee  will  not  place  any  weights in any portion of the
demised premises which are in Lessor's opinion beyond the safe carrying capacity
of  the  structure.

     (e) Locks: Lessee will not place any additional locks upon any doors of the
demised  premises  or  permit any duplicate keys to the locks therein to be made
except  with  the  written  approval  of  Lessor.

     (f)  Insurance: Lessee shall not do or suffer to be done any act, matter or
thing, or employ any person as a result of which the fire insurance or any other
insurance now in force or hereafter to be placed on the demised premises, or any
part  thereof,  or  the building of which the demised premises are a part, shall
become void or suspended, or whereby the same shall be rated as a more hazardous
risk  than  at the date of execution of this lease, or carry or have any benzine
or  explosive  matter  of  any  kind in and about the demised premises except in
approved  quantities  and  containers.

     (g)  Removal  of  Goods: Lessee will not manifest an intention to terminate
this  lease  other  than  in  accordance  with  the terms thereof, nor remove or
attempt to remove Lessee's goods or property from the demised premises otherwise
than in the ordinary and usual course of business, without having first paid and
satisfied  Lessor  for all rent which may be due or become due during the entire
term  of  this  lease.

     (h)  Vacate Premises: Lessee will not vacate or desert the demised premises
or permit the same to become empty and unoccupied during the term of this lease.

     (i)  Sign  and Advertising Matter: Lessee will not erect or place any sign,
advertising  matter,  lettering, stand, booth, show case, or other matter of any
kind  upon  the  door-steps,  vestibules,  outside  walls,  outside  windows  or
pavements  of  the building. Lessee will not place any sign, advertising matter,
lettering,  or  other  matter  of any kind upon the doors giving access into the
demised  premises  or  upon  the  interior walls of the building without written
approval  of  Lessor.

     (j)  Floors,  Walls,  Wiring:  Lessee will not lay any linoleum, oil cloth,
rubber  or  other airtight covering upon the floors of the demised premises, nor
fasten  articles  to  or  drill holes or drive nails or screws into the walls or
partitions  of  the  demised  premises; nor will Lessee paint paper or otherwise
cover or in any way mark, deface or break said walls or partitions; nor make any
attachment  to  the  electric  lighting  wires  of  the  building  for  storing
electricity,  running electric fans or motors or other purposes; nor will Lessee
use  any method of heating other than that provided by Lessor. If Lessee desires
to have telephone, telegraph or other similar wires and instruments installed on
the  premises,  he shall notify Lessor, and Lessor will direct where and how the
same  are  to  be  installed.  Lessor reserves at all times the right to require
Lessee  to  install  and  use in the demised premises such electrical protective
devices  and  to  change  wires and their placing and arrangement, as Lessor may
deem  necessary,  and further, to require compliance on the part of all using or
seeking  access  to  such  rules  as  Lessor may establish relating thereto; and
further  reserves,  in  the  event  of non-compliance with such requirements and
rules,  the  right  to  cut  and  prevent  the  use  of  any wires to which such
non-compliance  relates.

<PAGE>
     5.  Lesser's  Rights.

     Lessee  covenants  and  agrees  that  Lessor shall have the right to do the
following  things  and  matters  in  and  about  the  demised  premises:
     (a)  Inspection,  Repairs:  At  all reasonable times by himself or his duly
authorized  agents  to enter and go upon the demised premises (i) to inspect the
same  and  every  part  thereof;  (ii) for the purpose, at his option, of making
repairs,  alterations,  additions,  or  improvements  thereto;  (iii)
for  the  purpose  of  making  electrical  wiring  changes in electrical service
outlets  in  floor,  ceiling  and/or  walls;  (  iv)  for  the purpose of making
adjustments of any nature to the air-conditioning system; (v) for the purpose of
fighting  fire  within  the demised premises or elsewhere in the building or for
the  control  or  correction  of  conditions resulting from flood, either from a
broken  pipe  or  from  outside  sources, (vi) for the purpose of performing any
covenants  herein  contained  which  Lessee has failed to perform; (vii) for the
purpose  of  remedying  any  matter  due  to  breach  of  covenant  of  Lessee.

     (b)  Re-Leasing: At any time after notice properly given by either party to
the  other of an intention to terminate this lease to conduct persons who may be
interested  in  leasing  the  demised  premises  in  and  about  the  same.

     (c)  Control  and  Building:  To  control and have dominion over the halls,
passages,  entrances,  elevators,  toilets, stairways, balconies and roof of the
building, the same being not for the use of the general public; and Lessor shall
in  all  cases  have  the  right  to  control  and  prevent
access  thereto  of all persons whose presence, in the judgment of Lessor or his
agents,  shall be prejudicial to the safety, character, reputation and interests
of  the  building  and  its  tenants.

     (d)  Riot: To prevent access to the building in the event of invasion, mob,
riot, public excitement or other commotion by closing doors or otherwise for the
safety  of  tenants  and  for  the  protection  of  property  in  the  building.

     (e)  Discontinuance  and  Service:  To  discontinue  any and all facilities
furnished and services rendered by Lessor which are not expressly covenanted for
herein,  it  being  understood that they constitute no part of the consideration
for  Lessee's  entering  into  this  lease.

     (f)  Rules:  At  any  time  and  from  time  to time to make such rules and
regulations  as  in  his  judgment  may  be  necessary  for the safety, care and
cleanliness of the building and the demised premises and for the preservation of
good  order  therein,  such  rules and regulations shall, when notice thereof is
given  to  Lessee,  form  a  part  of  this  lease.

     6.  Responsibility  of  Lessee.
     Lessee  agrees  to  indemnify  and  to  relieve  and hereby indemnifies and
relieves  Lessor from all liability and expense by reason of any loss, damage or
injury  to  Lessee or any other person or to any property of Lessee or any other
person which may arise from any cause whatsoever on the demised premises. Lessee
further  agrees  to indemnify and to relieve and hereby indemnifies and relieves
Lessor from all liability and expense by reason of any loss, damage or injury to
Lessee  or  to any employee or business invitee of Lessee, or to any property of
Lessee  or  any  employee  or  business invitee of Lessee which may occur on the
pavement,  curb,  roof,  elevators,  hallways, passages or other portions (other
than  the  demised premises) of the building of which the demised premises are a
part,  unless  caused  by  the negligence of the Lessor, his servants or agents.

     7.  Responsibility  of  Lessor.

     (a)  Elevators:  Lessor  will  keep  in  operation  in  the building during
ordinary  business  hours,  except on Sundays and legal holidays, as many of the
passenger  elevators  as  may  in  Lessor's  judgment  be  necessary to maintain
adequate  elevator  service.  In  case  of  accident,  strike,
repairs,  renewals  or improvements to the building or machinery therein, or for
any  other  cause  whatsoever deemed sufficient by Lessor, the operation of said
elevators  may  be  changed  or  suspended.

     (b)  Heat  and  Electric:  Lessor  will  keep in operation in said building
heating  and  air-conditioning  apparatus  for  the  use  of tenants during such
periods  as  may  in Lessor's judgment be necessary, except on Sundays and legal
holidays,  and  will  cause  the demised premises to be cleaned and cared for by
janitors and will also furnish a reasonable amount of electricity, as Lessor may
determine,  solely  for lighting said premises during regular business hours and
operating  such  business  machines  as may be approved by Lessor, reserving the
right,  however,  in
case Lessee, in the judgment of Lessor, uses electricity for such purposes in an
extravagant  or  unreasonable manner, to require Lessee at his expense to put in
electricity  meters and pay for the amount used by him, or in default thereof to
cut  off  the supply of electricity to the demised premises. In consideration of
the  fact that no extra charge is made by Lessor for light, except as aforesaid,
or  for  heat,  air  conditioning, Janitor services and elevator service, Lessor
shall  not  be  liable  for  any  failure  to  supply  the same not due to gross
negligence  on  Lessor's  part.

     (c)  Destruction  of  or  Damage to Premises: In the event that the demised
premises are totally destroyed or rendered unfit for occupancy or are so damaged
by fire or other casualty not occurring through fault or negligence of Lessee or
of  those  employed  by  or acting for him that the same can not be repaired and
restored  within  a  time  which  Lessor shall deem reasonable, this lease shall
absolutely  cease and terminate as of the date of occurrence of said destruction
or  damage,  and  the rental shall thereafter abate for the balance of the term.

     If  the  damage  caused  as above be only partial and such that the demised
premises  can  be  repaired and restored to their former condition within a time
which Lessor shall deem reasonable, Lessor may, at his option repair and restore
the  same  with  reasonable  promptness.  The  rental  shall  be apportioned and
suspended during the time Lessor is in possession for the purpose of such repair
and  restoration,  taking  into  account  the proportion of the demised premises
rendered  untenantable  and  the  duration  of  Lessor's  possession.

     (d)  Liability  for  Termination  or  Interrupted  Use: Lessor shall not be
liable  for  any  damages,  compensation  or  claim  by reason of inconvenience,
annoyance, injury or loss resulting from the termination of this lease by reason
of  the  destruction  of  the  demised  premises,  from  the  making of repairs,
alterations,  additions  or improvements to any portion of the demised premises,
the  building  or the facilities thereof, from any of the services or facilities
supplied by Lessor, or from the leaking of rain, snow, water, steam or gas into,
in  or about the demised premises or the building which the demised premises are
a  part.

     8.  Miscellaneous  Agreements  and  Conditions.

     (a)  Effect  of  Repairs on Rental: No contract entered into or that may be
subsequently  entered  Into  by  Lessor with Lessee relating to any alterations,
additions,  improvements  or  repairs except such as Lessor shall have agreed to
make  for  Lessee's  initial occupancy, nor the failure of Lessor to perform any
such  contract,  nor  the performance by Lessor or his contractors, employees or
agents  any  such  contract  shall in any way relieve Lessee from his obligation
hereunder  to  pay  the  rental,  fixed  and  additional,  at the time and place
specified  in  this  lease.

     (b)  Modification of Terms by Waiver or Custom: It is hereby covenanted and
agreed,  any  law,  usage or custom to the contrary notwithstanding, that Lessor
shall  have  the  right  at all times to enforce the covenants and provisions of
this  lease  in  strict  accordance  with  the terms hereof, notwithstanding any
conduct  on the part of Lessor in refraining from so doing at any time or times;
and,  further,  that  the  failure of Lessor at any time or times to enforce his
rights  under said covenants and provisions strictly in accordance with the same
shall  not be construed as having created a custom in any way or manner contrary
to  the  specific  terms, conditions and covenants of this lease or as having in
any  way  or  manner  modified  the  same.

     9.  Default.
     If  the  Lessee  during  this  lease  or  any  renewal  thereof

     (a)  Default: Does not pay in full when due and payable any and all rental,
fixed  and  additional,  herein  agreed  to  be  paid  by  Lessee;  or

     (b)  Breach of Covenant: Violates or falls to perform or otherwise defaults
with  respect to any term, condition or covenant herein contained on his part to
be  performed;  or

     (c)  Vacating  Premises: Vacates the demised premises or leaves them locked
so as to prevent entry therein by lessor, or manifests an intention to terminate
this  lease  other  than  in  accordance  with  the terms thereof, or removes or
attempts  to  remove  or  manifests  an  intention
to  remove  any goods or property from the demised premises without having first
paid and satisfied Lessor in full for all rentals, fixed and additional then due
or  that may thereafter become due until the full end and expiration of the then
current  term;  or

     (d)  Financial  Embarrassment,  Bankruptcy  Levy,  etc: Becomes financially
embarrassed or insolvent or makes an assignment for the benefit of creditors, or
if  any  petition  in  bankruptcy  or  for  reorganization  of  Lessee or for an
arrangement  with creditors of Lessee under any State or Federal Law is filed by
or  against  Lessee, or if any proceedings under any State or Federal insolvency
or  bankruptcy  laws  are instituted by or against Lessee, or if any property of
Lessee  is  levied  upon  or  sold by any Sheriff, Marshal or Constable, or if a
trustee  in  bankruptcy  or  a  receiver  is  appointed  for  Lessee;

<PAGE>
     10.  Remedies  of  Lessor.
     Then  and  in  any  said  event,  at  the  sole  option  of  Lessor,
     (a)  Acceleration of Rent: The whole balance of rent, fixed and additional,
or  any  part thereof, shall be taken to be due and payable and in arrears as if
by  the  terms  and  provisions  of  this  lease said balance of rent, fixed and
additional,  or  any  part  thereof  were  on  that date payable in advance; and

     (b)  Termination:  This  lease  and the term hereby created, or any renewal
term thereof, shall at the sole option of Lessor and without waiver of any other
rights  of  Lessor contained herein terminate and become absolutely void without
any right on the part of Lessee to save the forfeiture by payment of any sum due
or  by  performance  of  any  condition,  term  or  covenant  broken,  AND  ALSO

     11.  Further  Remedies  of  Lessor.
     In the event of any default as above set forth in Section 9, Lessor, at its
option:

     (a)  Entry and Possession: May, without notice or demand, enter the demised
premises,  breaking  open  locked  doors if necessary to effect entrance and may
change  the  bolts, locks and fastenings, without liability to criminal or civil
action  for  such  entry  or  for  the  manner  thereof,  or
the  purpose  of distraining or levying and for any other purposes, and may take
possession  of  and sell all goods and chattels at auction, on three days notice
served in person on Lessee or left on the premises, and pay to Lessor out of the
proceeds, after deducting all costs of such sale, all sums which may then be due
and  owing  from  Lessee  to  Lessor  hereunder.

     (b)  Distress:  May  enter  the  premises,  and  without  demand proceed by
distress and sale of the goods there found to levy the rent and/or other charges
herein  payable  as  rent,  and  all  costs and officers' commissions, including
watchman's wages and a constable's commission of 5%, may be included in the levy
and  shall  be paid by Lessee, and in such case all costs, officers' commissions
and  other  charges  shall  immediately  attach  and become part of the claim of
Lessor  for  rent,  and  any  tender of rent without said costs, commissions and
charges made after the issue of a warrant of distress shall not be sufficient to
satisfy  the  claim  of  Lessor;  and

     (c) Collect Rent From Sub-lessee: If this lease or any part thereof is with
Lessor's  written  consent  assigned  or if the premises, or any part thereof is
with Lessor's written consent sub-let, Lessee hereby irrevocably constitutes and
appoints  Lessor  Lessee's  agent  to  collect the rents due by such assignee or
sub-lessee  and  apply  the  same  to  the rent due hereunder without in any way
affecting  Lessee's  obligation to pay any unpaid balance of rent due hereunder;
and

     (d)  Lease:  Lessor may lease said premises or any part or parts thereof to
such  person or persons and for such term or terms as may in Lessor's discretion
seem  best,  and  the  Lessee  shall  be  liable for any loss of rent, fixed and
additional,  for  the  balance  of  the  then  current  term;  and

     (e)  Confession  of  Judgment:  If the rent, fixed and/or additional, shall
remain  unpaid on any day when the same ought to be paid, Lessee hereby empowers
any  attorney  of  the  Court  of Common Pleas of Lehigh County, Commonwealth of
Pennsylvania,  or  any  other Court there or elsewhere to appear as attorney for
Lessee  in  any  and  all actions which may be brought for said arrears of rent,
fixed and/or additional, and to sign for Lessee an agreement for entering in any
competent  Court,  an amicable action or actions for the recovery of all arrears
of  rent,  fixed and/or additional, and in said suits or in said amicable action
or actions to confess judgment against Lessee for the recovery of all arrears of
rent,  fixed  and/or  additional,  as  aforesaid.  and  for  interest and costs,
together  with  an  attorney's  commission  of  5%.  Such authority shall not be
exhausted  by  one  exercise  thereof, but may be exercised from time to time as
often  as  any  of  said  rent  fixed and/or additional, shall fall due or be in
arrears;  and

     (f)  Ejectment:  When this lease shall be determined by the breach of term,
condition  or  covenant hereof, either during the original term of this lease or
any renewal thereof, and also when and as soon as the term hereby created or any
renewal  thereof  shall  have  expired,  it
shall  be  lawful  for and Lessee hereby authorizes and empowers any attorney of
the  Court of Common Pleas of Lehigh County, Commonwealth of Pennsylvania, or of
any other Court there or elsewhere, to appear as attorney for Lessee, as well as
for  all  persons claiming by, through or under Lessee, and to sign an agreement
for  entering  in  any  competent  Court an amicable action in ejectment against
Lessee and all persons claiming by, through or under Lessee, and therein confess
judgment  for  the  recovery  by  Lessor  of  possession  of  the herein demised
premises,  for  which  this lease shall be his sufficient warrant; whereupon, if
Lessor so desires, a Writ of Habere Facias Possessionem may be issued forthwith,
without  any  prior writ or proceedings whatsoever; and provided that if for any
reason  after  such  action  shall  have  been  commenced  the  same  shall  be
discontinued,  marked  satisfied  of  record  or determined or possession of the
premises  hereby  demised  remain in or be restored to Lessee, Lessor shall have
the  right  for  the same default or upon any subsequent default or defaults, or
upon  the  termination  of this lease as hereinbefore set forth, to bring one or
more  further  amicable  action  or actions as hereinbefore set forth to recover
possession  of  the said premises for said default or for any subsequent default
or  defaults  and confess judgment for the recovery of possession of the demised
premises  as  hereinabove  provided.

     (g)  Affidavit  of Default: In any amicable action of ejectment or for rent
in  arrears,  Lessor  shall  first cause to be filed in such action an affidavit
made  by  his  setting  forth the facts necessary to authorize the confession of
judgment,  of  which facts such affidavit shall be conclusive evidence, and if a
true  copy  of  this lease, and of the truth of the copy such affidavit shall be
sufficient  evidence, be filed in such action, it shall not be necessary to file
the  original as a warrant of attorney, any rule of Court, custom or practice to
the  contrary  notwithstanding.

<PAGE>
     12.  Release  of  Lessor  in  Exercise  of  Remedies.
     Lessee  hereby  releases  and  discharges  Lessor from all claims, actions,
suits  and  penalties,  for  or by reason or on account of any entry, ejectment,
confession  of  judgment,  distraint, levy, appraisement or sale, or the loss of
goods  and  chattels  left  on  the  premises.

     l3.  Waivers  by  Lessee:

     Lessee  hereby expressly releases and agrees to release Lessor, and any and
all  attorneys who may appear for Lessee, from all errors and defects whatsoever
of  a procedural nature in entering such actions or judgments or in causing such
Writ  or  Writs to be issued or in any proceeding thereon or concerning the same
and  from  all  liability  therefor. Lessee expressly waives the benefits of all
laws, now or hereafter in force, exempting any goods on the demised premises, or
elsewhere  from  distraint,  levy  or sale in any legal proceedings taken by the
Lessor to enforce any rights under this lease. Lessee hereby expressly waives in
favor  of Lessor the benefit of all laws now made or which may hereafter be made
regarding  any  limitation as to the goods upon which, or the time within which,
distress  is  to  be  made  after the removal of goods, and further relieves the
Lessor  of  the  obligation  of  proving  or  identifying  such  goods,  it
being the purpose and intent of this provision that all goods of Lessee, whether
upon  the  demised premises or not, shall be liable to distress for rent. Lessee
waives in favor of Lessor all rights under the act of Assembly of April 5, 1951,
No.20  (P.  L.  69),  known  as  the  Landlord  and  Tenant Act of 1951, and all
supplements  and  amendments  thereto that have been or may hereafter be passed,
and  authorizes the sale of any goods distrained for rent at any time after five
days  from said distraint without any appraisement and condemnation thereof. The
Lessee  further  waives  the  right to issue a Writ of Replevin under the Act of
April  19,  1901 (P. L. 88), of the laws of the Commonwealth of Pennsylvania, or
under  the  aforesaid  Landlord  and  Tenant Act of 1951, or under any other law
heretofore  enacted  and  now in force or which may be hereafter enacted, and/or
under  Pennsylvania  Rules of Civil Procedure No.1071 et seq. and/or any similar
or  corresponding  rules which may hereafter be in force for the recovery of any
articles,  household  goods,  furniture  and  office  equipment  seized  under a
distress  for rent or levy upon an execution for rent, damages or otherwise; all
waivers  hereinbefore mentioned are hereby extended to apply to any such action.
     Lessee  further waives the right of inquisition on any real estate that may
be  levied  upon  to collect any amount which may become due under the terms and
conditions  of  this  lease,  and  does  hereby voluntarily condemn the same and
authorizes  the  Prothonotary to issue a writ of execution or other process upon
Lessee's  voluntary  condemnation,  and further agrees that the said real estate
may  be  sold  on  a writ of execution or other process. If proceedings shall be
commenced  by Lessor to recover possession under the Acts of Assembly, either at
the  end  of  the term or sooner termination of this lease, or for nonpayment of
rent  or  any  other  reason,  Lessee specifically waives the right to the three
months'  notice,  and  to  the  fifteen  or  thirty days' notice required by the
aforesaid  Landlord  and  Tenant  Act of 1951, and agrees that five days' notice
shall  be  sufficient  in  either  or  any  such  case.

     14.  Right  of  Assignee  of  Lessor.

     The  right  to confess judgment and to proceed with any amicable action and
confession  of  judgment therein, and to the issuance of a writ of habere facias
possessionem  against  Lessee and to enforce all of the other provisions of this
lease  hereinabove  provided for may, at the option of any assignee of Lessor of
this  lease,  be  exercised  as aforesaid by any assignee of the Lessor's right,
title  and  interest  in this lease in said assignee's own name, notwithstanding
the  fact  that any or all assignments of the said right, title and interest may
not  be  executed and/or witnessed in accordance with the Act of Assembly of May
28, 1715, I Sm. L. 99. and all supplements and amendments thereto that have been
or  may  hereafter be passed and Lessee hereby expressly waives the requirements
of  said  Act of Assembly and any and all laws regulating the manner and form in
which  such  assignments  shall  be  executed  and  witnessed.

<PAGE>
     15.  Remedies  Cumulative.
     All  of  the  remedies  hereinbefore  given  to  Lessor  and all rights and
remedies  given  to him by law and equity shall be at Lessor's option cumulative
and  concurrent. No termination of this lease or the taking or recovering of the
premises  shall  deprive Lessor of any of his remedies or actions against Lessee
for  rent  due at the time or which, under the terms hereof, would in the future
become due as if there had been no determination, or for sums due at the time or
which,  under  the  terms hereof, would in the future become due as if there had
been  no  determination, nor shall the bringing of any action for rent or breach
of  covenant, or the resort to any other remedy herein provided for the recovery
of  rent  be  construed  as  a  waiver  of the right to obtain possession of the
premises.

     16.  Termination  of  Lease.

     It  is  hereby  mutually agreed that either party hereto may terminate this
lease  at  the  end  of  said  term  by giving to the other party written notice
thereof  at  least three (3) months prior thereto, but in default of such notice
this  lease shall continue upon the same terms and conditions governing the same
as  are  in  force  immediately prior to the expiration of the term hereof for a
further  period  of  one (1) month and so on from month to month unless or until
terminated by either party hereto, giving the other one (1) month written notice
thereof  previous  to  the
expiration  of  the  then  current term; provided, however, that if Lessor shall
have  given  such  written  notice  prior  to  the expiration of any term hereby
created  of  his  intention  to  change  the
terms  and  conditions  of  this  lease,  and  Lessee  shall hold over after the
expiration  of the time mentioned in such notice, Lessee shall be considered and
shall  be  Lessee  under the terms and conditions mentioned in such notice for a
further  term  or terms as above provided. In the event that Lessee shall at any
time give notice, as stipulated in this lease, of his intention to terminate the
lease  at the end of the then current term and shall fail or refuse so to vacate
the  premises  on the date of such termination, then it is expressly agreed that
Lessor  shall  have  the  option  either (a) to disregard the notice so given as
having  no  effect, in which case, upon Lessor giving Lessee notice thereof, all
the  terms  and conditions of this lease shall continue thereafter in full force
precisely as if such notice by Lessee had not been given, or (b) to exercise any
of  the  rights and remedies herein contained as if Lessee were in default under
the  terms,  covenants  and  conditions  hereof.

     17.  Condemnation.

     In  the  event  that  the demised premises or any part thereof are taken or
condemned  for a public or quasi-public use, this lease shall, as to the part so
taken,  terminate  as  of  the  date  title shall vest in the condemnor, and the
rental  reserved  hereunder  shall  abate
proportionately  to  the  area  of the demised premises so taken or condemned or
shall cease if the entire demised premises be so taken. Lessee hereby waives all
claims  arising  out  of such event against Lessor and as against the condemnor,
and  it  is  agreed  that Lessee will make no claim by reason of the complete or
partial  taking  of  the  demised premises, and it is further agreed that Lessee
shall  not  be  entitled  to  any  notice  whatsoever of the partial or complete
termination  of  this  lease  by  reason  of  the  aforesaid.

     18.Subordination.

     This lease shall be subject and subordinate at all times to the lien of any
mortgages  and/or rents and/or other encumbrances now or hereafter placed on the
land and building of which the demised premises are a part without the necessity
of  any  further  act  or  instrument  on  the part of Lessee to effectuate such
subordination, but Lessee agrees to execute and deliver upon demand such further
instrument  or  instruments  evidencing  such subordination of this lease to the
lien  of  any  such  mortgage  and/or  rent and/or other encumbrance as shall be
desired  by  the  mortgagee  or  proposed  mortgagee or any other person. Lessee
hereby irrevocably appoints Lessor the attorney in fact of Lessee to execute and
deliver  any  such  instrument  or  instruments  for  and in the name of Lessee.

     19.  Notice.

     All  notices  required  hereunder  to be given by either party to the other
must  be  given  by  registered or certified mail, and the only admissible proof
that such notice has been given to either party by the other shall be a registry
return  receipt  signed  by  or  on  behalf
of  such  party.

     20.Titles  Not  to  Affect  Construction.

     It  is  expressly  agreed  that the titles contained in the margins of this
lease are merely for the convenience of the parties and are not in any manner or
respect  to  aid  in  or affect the interpretation of the, respective paragraphs
beside such titles or of any parts of this lease. The said titles do not and are
not  intended to give notice of all of the provisions in the sections beside the
respective  titles.

     21.  Lease  Contains  all  Agreements.

     It  is  expressly  understood  and agreed by and between the parties hereto
that  this  lease  and  the riders attached hereto and forming a part hereof set
forth all the promises, agreements, conditions and understandings between Lessor
or  his Agent and Lessee relative to the demised premises, and that there are no
promises,  agreements,  conditions  or  understandings,  either oral or written,
between  them  other  than  are  herein  set forth. It is further understood and
agreed  that,  except  as  herein  otherwise provided, no subsequent alteration,
amendment,  change  or  addition  to  this lease shall be binding upon Lessor or
Lessee  unless  reduced  to  writing  and  signed  by  them.

     22.  Heirs  and  Assignees  --  Rights  and  Duties.

     All rights, remedies, powers, responsibilities and liabilities herein given
to,  or imposed upon, the respective parties hereto shall extend to and bind the
several  and respective heirs, executors, administrators, successors and assigns
of  said  parties,  as  well  during any extensions of the original term of this
lease  as  during  the original term itself; and if there shall be more than one
Lessee,  they  shall  all be bound jointly and severally by the terms, covenants
and  agreements  herein, and the word "Lessee" shall be deemed and taken to mean
each  and  every  person or party mentioned as Lessee herein, be the same one or
more;  and  if  there  shall  be  more  than  one Lessee, any notice required or
permitted  by the terms of this lease, may be given by or to anyone thereof, and
shall  have  the  same  force  and  effect  as if given by or to all thereof. No
rights, however, shall inure to the benefit of any assignee of Lessee unless the
assignment to such assignee has been approved by Lessor in writing as aforesaid.
     Where  used  herein to refer to Lessor or Lessee, the third person singular
masculine  personal  pronoun  shall be understood to be and shall be read as the
feminine  or  neuter gender and the plural number if appropriate in the light of
the  party  or  parties  mentioned  as  Lessor  or  Lessee  herein.


<PAGE>

     IN WITNESS WHEREOF, the parties hereto have executed these presents the day
and  year  first above written, and expressly intend to be legally bound hereby.

SEALED  AND  DELIVERED  IN  THE  PRESENCE  OF  :

                                   GEHRINGER  AND  KELLER,  INC.
                                   D/B/A  KEYSTONE  COIN  &  STAMP  EXCHANGE
ATTEST:

/s/ Kenneth J. Kellar                   /s/ Stephen J. Gehringer
______________________________     By:  ________________________________
KENNETH  J.  KELLAR,  SECRETARY    STEPHEN  J.  GEHRINGER,  PRESIDENT



[Affix  Corporate  Seal  Here]

WITNESS:
/s/ Steve Gehringer                /s/ Stephen J. Gehringer
______________________________     ____________________________________
                                   STEPHEN  J.  GEHRINGER,  LESSOR
Steve Gehringer
______________________________
(print  name  of  witness)

/s/ Kathleen Pletz                 /s/ Kenneith J. Kellar
______________________________     ____________________________________
                                   KENNETH  J.  KELLAR,  LESSOR
Kathleen Pletz
______________________________
(print  name  of  witness)


<PAGE>
                              RULES AND REGULATIONS
1.  Tenants will not keep any animals or birds in the demised premises or in the
building  nor  permit  any  animals  or  birds to be brought into or kept in the
demised  premises  by  others.

2.  Tenant  will  not  employ any person for the purpose of cleaning the demised
premises,  except  with  the  express  authority  of  the  lessor.

3.  Tenant  will not go or authorize or permit anyone to go upon the roof of the
building.

4. Tenant will not make, commit or permit any improper noises or disturbances in
the  building, mark or defile the demised premises or the building, or interfere
in  any  way  with  other  tenants  or  those  having  business  with  them.

5.  Tenant  agrees  that  lessor shall in no case be liable for the admission or
exclusion  of  any  person  from  said  building.

6.  Tenant will not enter the building or the demised premises between the hours
of  6  :00  P.M.  and  8  :00  A.M.  or  on  Sundays  without complying with the
regulations  established  from  time  to  time  by  lessor.

7.  Tenant  will  not occupy the demised premises as living quarters or sleeping
apartments  or  in  any  manner  or  for any use or purpose other than as herein
stated  nor  will tenant use the halls, passages, elevators and stairways of the
building  of  which  the  demised premises are a part for any purpose other than
ingress  and  egress.

8.  Tenant will not use the toilet rooms, water closets, urinals and other water
fixtures  and  apparatus on the demised premises or in the building of which the
same are a part for any purpose other than that for which they were designed and
constructed,  nor  throw  sweepings,  rubbish,  rags,  ashes, chemicals or other
injurious  substances  therein.

<PAGE>
9.  Tenant  will  not  hang or shake any carpet, rug or other article out of any
window,  or throw or allow anything to be dropped out of the windows or doors or
down  the  passages  or  in  the elevators of the buildings of which the demised
premises  are  a  part.

10. Tenant will give lessor prompt notice of any canvassers, newsboys, peddlers,
beggars,  or  unauthorized  bootblacks  applying  their trade in the building of
which  the  demised  premises  are  a  part.

11.  Tenant  will  close  the windows and securely lock the doors of the demised
premises  before  leaving  the  building  each  day.

12.  Tenant  shall abide by the rules and regulations of the lessor with respect
to  the  manner  and  method  in  which  and  the time when any machinery, heavy
furniture,  safes,  merchandise,  packages  or supplies shall be brought into or
taken  out  of  the  demised  premises  and
the  building.



                                   GEHRINGER  AND  KELLER,  INC.
                                   D/B/A  KEYSTONE  COIN  &  STAMP  EXCHANGE
ATTEST:

/s/ Kenneth J. Kellar                   /s/ Stephen J. Gehringer
______________________________     By:  ________________________________
KENNETH  J.  KELLAR,  SECRETARY    STEPHEN  J.  GEHRINGER,  PRESIDENT



[Affix  Corporate  Seal  Here]

WITNESS:
/s/ Signature Unknown              /s/ Stephen J. Gehringer
______________________________     ____________________________________
                                   STEPHEN  J.  GEHRINGER,  LESSOR
______________________________
(print  name  of  witness)

/s/ Signature Unknown              /s/ Kenneith J. Kellar
______________________________     ____________________________________
                                   KENNETH  J.  KELLAR,  LESSOR
______________________________
(print  name  of  witness)