EXHIBIT 10.4

                          FORBEARANCE AGREEMENT


     Forbearance Agreement ("Agreement") made this 10th day of April, 2001,
between MARGATE INDUSTRIES, INC., a Delaware corporation ("Margate"),
WESLEY INDUSTRIES, INC., a Michigan corporation ("Wesley"), and NEW HAVEN
FOUNDRY, a Michigan corporation ("Foundry").


                            R E C I T A L S:
                            - - - - - - - -

     A.   Wesley is indebted to Margate pursuant to the terms of a Seller
          Note dated March 24, 1998 ("Seller Note"), in the original
          principal amount of $700,000 which provides for quarterly
          principal payments of $35,000 each, plus interest as provided
          therein.

     B.   The Seller Note is secured by 29,682 shares of capital stock of
          the Foundry constituting 45% of the outstanding capital stock of
          the Foundry (the "Pledged Shares") pursuant to the terms of a
          Pledge Agreement dated March 24, 1998 ("Pledge Agreement").

     C.   Wesley and Foundry are parties to a Cleaning Contract dated March
          24, 1998 ("Cleaning Contract"), pursuant to which, among other
          things:

          i.   Margate has the exclusive right to provide cleaning services
               as set forth in the Cleaning Contract for the minimum 7-year
               term of the Cleaning Contract on the payment terms as set
               forth in the Cleaning Contract; and

          ii.  Foundry is indebted to Margate for the payment of a "Service
               Fee" in the original principal amount of $2,800,000 which is
               payable quarterly in the amount of $140,000, plus interest
               on delinquent amounts as provided therein.

     D.   Payment of the Service Fee under Section 4(C) of the Cleaning
          Contract is also secured by the Pledged Shares under the Pledge
          Agreement.

     E.   The Foundry is also indebted to Margate and/or its subsidiary,
          Yale Industries, Inc., according to the following instruments and
          agreements

          i.   A Management Oversight Fee in the total amount of $147,600
               payable at the rate of $6,150 per month with payments due on
               the 15th day of each month through January 15, 2002; and

<PAGE>
          ii.  The Accounts Receivable Note in the original principal
               amount of $700,000 payable in installments of $32,250 per
               month payable on the first day of each month through
               February 1, 2002; and

          iii. Rent payments for the painting room at the Yale Industries,
               Inc. ("Yale") facility in Yale, Michigan, of $4,167 per
               month base rent plus a percentage of sales payable on the
               first day of each month;

          iv.  Weekly labor paid on Friday of each week; and

          v.   Monthly health insurance payments for William Hopton.

     F.   Foundry is in default under the Cleaning Contract for failure to
          make the last four quarterly installment payments of the Service
          Fee in the total amount of $560,000 (four payments of $140,000
          each due on July 1, 2000, October 1, 2000, January 1, 2001 and
          April 1, 2001, respectively) ("Service Fee Payment Default") plus
          interest on the delinquent payments as set forth on Exhibit A
          attached hereto.

     G.   The Foundry is in default for failure to make the March 1
          principal payment in the amount of $35,000 due under the Seller
          Note plus interest as set forth on Exhibit A.

     H.   The Foundry is in default for failure to make the principal
          payments in the amount of $32,250 each under the Accounts
          Receivable Note due February 1, 2001, and March 1, 2001, plus
          interest as set forth on Exhibit A.

     I.   The Foundry is further in default under the Cleaning Contract and
          under various other agreements with Margate for the failure to
          make payments as designated on Exhibit A under the heading of
          "Cleaning Contract and Miscellaneous Charges"in the amounts set
          forth on Exhibit A.

     J.   Margate has provided Wesley with notice of the Service Fee
          Payment Default referenced in Recital F and pursuant to the terms
          of the Pledge Agreement and the Cure Period as provided in
          paragraph 6(C) of  the Pledge Agreement has expired without cure
          by Wesley or the Foundry.

     K.   Pursuant to paragraph 6(E) of the Pledge Agreement, Margate has
          provided Wesley with notice that Margate may retain the Pledged
          Shares as a result of the Service Fee Payment Default which has
          not been cured.

     L.   Wesley and Foundry have requested that Margate forbear from
          immediately exercising its rights and remedies under the Pledge
          Agreement and from

                                   -2-
<PAGE>
          exercising its rights and remedies with respect to the Service
          Fee Payment Default and the other defaults referenced in Recitals
          G, H and I above and Margate has agreed to do so in accordance
          with the terms and conditions set forth in this Agreement.


     NOW, THEREFORE, based upon the foregoing recitals (all of which are
incorporated into this Agreement and all of which constitute
representations, warranties and covenants of Wesley and the Foundry), the
parties hereto agree as follows:

     1.   CONDITIONS TO FORBEARANCE B PAYMENT OBLIGATIONS.  The forbearance
to be provided by Margate under this Agreement shall be subject to the
following conditions:

          (1)  LOAN CLOSING B LUMP SUM PAYMENT.  Foundry and Wesley have
               represented to Margate that they will be entering into a
               refinancing of the Foundry's credit facility with Comerica
               Bank on or before April __, 2001 (hereinafter
               "Refinancing").  Wesley and the Foundry agree that upon the
               closing of the Refinancing, Margate shall cause the Foundry
               to pay and the Foundry shall pay to Margate a lump sum
               payment in the amount of $709,838.75 to be applied to the
               charges owing to Margate under the Cleaning Contract and
               designated in Item 4 as "Total Charges" on Exhibit A
               attached hereto.

          (2)  SELLER NOTE.  On or before April 10, 2001, Wesley shall have
               paid the principal payments due March 1 2001, in the amount
               of $35,000 each under the Seller Note plus all interest
               payments due under the Seller Note as of April 1, 2001.

          (3)  ACCOUNTS RECEIVABLE NOTE.  On or before April 10, 2001,
               Wesley shall cause the Foundry to pay and the Foundry shall
               pay the principal payments due on February 1, 2001, March 1,
               2001, and April 1, 2001, under the Accounts Receivable Note
               in the amount of $32,250 each plus interest owing under the
               Accounts Receivable Note through April 1, 2001.

          (4)  ALL PAYMENTS CURRENT.  As of April 10, 2001, all payments
               owing to Margate from the Foundry under the Cleaning
               Contract (other than the Service Fee which is otherwise
               address in paragraph 2 below) shall be current within 45
               days as provided under paragraph 4(B) of the Cleaning
               Contract including, without limitation, payments for
               specials, defect analysis, salvage, scrap, shipper=s cost,
               surcharge and interest charges.

                                   -3-
<PAGE>
Upon satisfaction of the foregoing payments by Wesley and the Foundry as of
April 1, 2001, Margate shall grant Wesley and the Foundry the forbearance
as set forth in paragraph 2 below.

     2.   FORBEARANCE.  Subject to the execution and delivery of this
Agreement and the satisfaction of all conditions and compliance with all
covenants set forth in paragraph 1 above, Margate agrees to forbear from
enforcing its rights and remedies under the Pledge Agreement as a result of
the Service Fee Payment Default and agrees to defer the delinquent
quarterly payments of the Service Fee referenced in Recital E above and the
Service Fee otherwise due through January 1, 2002, as provided in paragraph
3 below.

     3.   AMENDMENT TO CLEANING CONTRACT.  The Cleaning Contract is hereby
amended as follows:

          (1)  Paragraph 4(C) of the Cleaning Contract is amended to
               provide that:

               1.   The quarterly Service Fee payments payable under
                    paragraph (C) of the Cleaning Contract through and
                    including the January 1, 2002, payment shall be
                    deferred to the following payment dates:

                      Service Fee                             Deferred
                      Payment Date                          Payment Date
                      ------------                          ------------

                      July 1, 2000        deferred to       July 1, 2003

                      October 1, 2000     deferred to       Oct. 1, 2003

                      January 1, 2001     deferred to       Jan. 1, 2004

                      April 1, 2001       deferred to       April 1, 2004

                      July 1, 2001        deferred to       July 1, 2004

                      October 1, 2001     deferred to       Oct. 1, 2004

                      January 1, 2002     deferred to       Jan. 1, 2005

                    The Service Fee payments due and payable from and after
                    April 1, 2002, through January 1, 2003, shall remain
                    payable in accordance with paragraph 4(C) of the
                    Cleaning Contract.

                                   -4-
<PAGE>
               2.   The accumulated interest on the delinquent Service Fee
                    payments due on July 1, 2000, October 1, 2000, and
                    January 1, 2001, as of the date of this Agreement shall
                    be paid in a lump sum with the final deferred Service
                    Fee payment on July 1, 2004.

               3.   Interest on the deferred Service Fee payments of April
                    1, 2001, July 1, 2001, and October 1, 2001, shall
                    commence at the rate of nine percent (9%) and shall
                    accrue from the original due date of each Service Fee
                    payment under paragraph (C) of the Cleaning Contract
                    and shall be due and payable in a lump sum on the final
                    deferred payment date of July 1, 2004.

               4.   In the event any non-deferred Service Fee payment
                    (i.e., payments due April 1, 2002, through and
                    including January 1, 2003) are not paid when due, such
                    payments shall accrue interest at eighteen percent
                    (18%) until paid.

               5.   In the event the payment of any Service Fee is not made
                    within three (3) months of the date on which it is due
                    (taking into account the deferred payment dates as
                    provided herein) Margate may at its option accelerate
                    payment of the remaining balance of the Service Fee B
                    consisting of all future installment payments whether
                    deferred or otherwise B which balance shall become
                    immediately due and owing upon providing of written
                    notice of acceleration by Margate.  Margate shall also
                    be entitled to exercise all rights and remedies
                    afforded by law or otherwise available under the Pledge
                    Agreement, this Agreement or any other agreements in
                    effect between the parties.

          (2)  Paragraph 6(A) of the Cleaning Contract is amended to
               provide that the minimum 7-year term of the Cleaning
               Contract shall be extended until the later of:  (i) March
               24, 2005; or (ii) that date which is one year after the
               payment in full of all amounts owing from the Foundry to
               Margate under all of the agreements referenced in Recitals
               A through E above.

          (3)  Yale will bill the Foundry on Tuesday of each week for the
               previous week's shipments (i.e., the preceding Monday
               through Sunday) and all additional billings.  The billed
               amount will be faxed to the accounts payable department of
               the Foundry and the Foundry will make a check in payment of
               this amount available for pickup by Yale

                                   -5-
<PAGE>
               representatives on Thursday morning of each week.
               Accompanying the weekly billings, Yale will also provide the
               Foundry with a statement of any amount exceeding 45 days as
               of the week being processed.  Such amount in excess of 45
               days will also be included by the Foundry with the previous
               week's billings and remitted to Yale on Thursday of each
               week as provided herein.

All remaining terms and conditions of the Cleaning Contract remain in
effect.

     4.   FURTHER DEFAULT.  In the event the occurrence of a payment
default under the Seller Note, Cleaning Contract, Pledge Agreement or this
Agreement (other than defaults for which forbearance has been specifically
granted herein) including the Foundry and/or Wesley's failure to pay the
amounts set forth in paragraph 1 above on or before April 10, 2001, Margate
shall be entitled to exercise all rights and remedies available to it under
any of the foregoing agreements or otherwise available to Margate under law
and the forbearance granted under this Agreement shall be deemed
terminated.

     5.   RESERVATION OF RIGHTS.  This Agreement grants a conditional and
limited forbearance only on the terms set forth herein and, accordingly,
all of Margate's rights and remedies under the Seller Note, Cleaning
Contract, Pledge Agreement (subject to the specific forbearance provided
herein with regard to the payment defaults described herein) or any other
agreements between Margate on the one hand and Wesley and/or the Foundry on
the other, are expressly reserved including, without limitation, all rights
and remedies resulting from or arising in connection with the Service Fee
Payment Default and Margate may exercise any such rights or remedies in
whole or in part, independently or in conjunction with each other and
Margate=s exercise of any such right or remedy shall not be deemed to be an
election preventing the exercise of any additional rights and remedies at
any future time.

     6.   SUCCESSORS AND ASSIGNS; THIRD-PARTY BENEFICIARY.  This Agreement
shall be binding upon and inure to the benefit of each of the parties
hereto and their respective successors and assigns.  Margate may assign its
rights and remedies under this Agreement to any of its existing
subsidiaries or any subsidiary created after the date of this Agreement
("Margate Subsidiary") and Wesley and the Foundry specifically consent to:

          (1)  The assignment by Margate of the Seller Note to any Margate
               Subsidiary such that the respective Margate Subsidiary shall
               be deemed the holder of the Seller Note for all purposes;
               and

          (2)  The assignment by Margate to any Margate Subsidiary, and the
               assumption by the respective Margate Subsidiary of all of
               Margate's under, the Pledge Agreement;

                                   -6-
<PAGE>
          (3)  The assignment by Margate to any Margate Subsidiary of all
               of Margate's rights, and the assumption by the respective
               Margate Subsidiary of all of Margate's obligations under,
               the Cleaning Contract; and

          (4)  Comerica Bank is deemed to be a third-party beneficiary of
               this Agreement.

No further written instrument or agreement other than this Agreement shall
be required in order to effectuate or evidence the consent of Wesley and
the Foundry to any such assignment or assumption.

     7    GOVERNING LAW.  This Agreement shall be governed by the laws of
the State of Michigan.

     8.   CAPITALIZED TERMS.  The terms capitalized in this Agreement shall
have the meaning provided to them under the Seller Note, Cleaning Contract
or Pledge Agreement, as applicable, unless otherwise specifically set forth
herein.

                                   MARGATE INDUSTRIES, INC., a
                                   Delaware corporation

                                   By: /s/ DAVID A. WIDLAK
                                       -------------------------------
                                        David A. Widlak
                                   Its: Secretary


                                   WESLEY INDUSTRIES, INC., a Michigan
                                   corporation

                                   By: /s/ DELBERT MULLINS
                                       -------------------------------

                                   Its: President



                                   NEW HAVEN FOUNDRY, a Michigan
                                   corporation

                                   By: /s/ DELBERT MULLINS
                                       -------------------------------

                                   Its: President

                                   -7-