NOTE AND MORTGAGE
                             MODIFICATION AGREEMENT

         MODIFYING NOTE AND MORTGAGE DATED  SEPTEMBER 27, 2006 RECORDED WITH THE
REGISTER OF MIDDLESEX  COUNTY ON OCTOBER 10, 2006 IN MORTGAGE  BOOK 11875,  PAGE
534 AND  RE-RECORDED  ON OCTOBER  22, 2007 IN  MORTGAGE  BOOK  12672,  PAGE 0459
SECURING THE SUM OF $2,200,000.00

         THIS AGREEMENT made this ___ day of March, 2008 between RONSON CONSUMER
PRODUCTS CORPORATION,  with an address of 3 Ronson Road, Woodbridge,  New Jersey
(hereinafter  referred to as "Mortgagor") and CAPITAL ONE, N.A.  (formerly known
as NORTH FORK BANK),  having an address of 275 Broadhollow Road,  Melville,  New
York 11747 (hereinafter referred to as "Mortgagee").

         WHEREAS,  on September 27, 2006  Mortgagor gave a mortgage to Mortgagee
to secure a loan on property  commonly  known as 3 Ronson Road,  Lot 1-D,  Block
367, Township of Woodbridge, County of Middlesex and State of New Jersey; and

         WHEREAS,  said  Mortgage,  with  Assignment of Leases,  Rents and other
Agreements,  was recorded with the Clerk of Middlesex County on October 10, 2006
in Mortgage Book 11875, Page 534; and

         WHEREAS,  in order to correct a typographical  error, said Mortgage was
re-recorded  with the Clerk of Middlesex  County on October 22, 2007 in Mortgage
Book 12672, Page 0459; and

         WHEREAS,  the parties wish to modify the Mortgage and Note  executed by
Mortgagor in favor of Mortgagee to reflect certain  changes in their  agreement;
and

         WHEREAS,  the parties wish to have this Note and Mortgage  Modification
Agreement  executed  and duly filed with the Clerk of the County of Middlesex as

<PAGE>

consideration  for  Mortgagee  refraining  from  declaring the original Note and
Mortgage in default.

         NOW,  THEREFORE,  for the mutual promises set forth above,  the parties
agree as follows:

         (1) The  parties  acknowledge  that as of  April  1,  2008,  the  total
principal and accrued interest sum due and owing for the Note and Mortgage dated
September 27, 2006 given by Mortgagor to Mortgagee is $2,147,950.54.

         (2) The Note and the Mortgage both dated  September 27, 2006 are hereby
amended  to reflect  that as of May 1,  2008,  the new  Principal  and  Interest
Payment shall be $17,080.69.

         (3) The  interest  rate on the Note and Mortgage is amended as of April
1, 2008 to eight percent (8%) per annum.

         (4) Mortgagor shall pay Mortgagee's  costs and expenses  related to the
preparation  and negotiation of this Note and Mortgage  Modification  Agreement,
including all recording  charges and all of Mortgagee's  legal fees with respect
to same.  Mortgagee's  legal bill shall be paid by Mortgagor  within thirty (30)
days of presentment of the legal bill to Mortgagor.

         (5)  Mortgagor  shall be  required  to pay  Mortgagee  a fee of fifteen
thousand  dollars  ($15,000.00)  as  consideration  for this  Note and  Mortgage
Modification Agreement.  This fee shall be paid in installments as follows: five
thousand  dollars


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<PAGE>

($5,000.00)  due  prior to  execution  of this  Note and  Mortgage  Modification
Agreement;  five thousand  dollars  ($5,000.00)  due on March 31, 2008; and five
thousand dollars ($5,000.00) due on April 15, 2008. Failure of Mortgagor to make
any of these payments shall be considered an Event of Default.

         (6) The Debt  Service  Covenant,  as set forth in  Section  8.20 of the
Mortgage,  shall not be tested for the twelve (12) month period ending  December
31, 2007.

         (7) For the six (6) months  ending June 30, 2008,  Mortgagor and Ronson
Corporation  (including  Ronson  Aviation,  Inc.  and Ronson  Canada  Ltd.) must
collectively  generate  earnings  before  taxes of two  hundred  fifty  thousand
dollars ($250,000.00).

         (8) CIT must provide  verification  by March 31, 2008 that all covenant
violations between Mortgagor and Ronson Corporation  (including Ronson Aviation,
Inc. and Ronson Canada Ltd.) and CIT, as of December 31, 2007,  have been waived
by CIT.

         (9) All other terms of the original Note and Mortgage  dated  September
27, 2006 shall remain in full force and effect.

         (10) Any violation of this Note and Mortgage Modification  Agreement by
Mortgagor  shall  constitute  an Event of Default for which  Mortgagee may avail
itself  of the  remedies  set  forth in the Note,  Mortgage  and all other  loan
documents executed by Mortgagor dated September 27, 2006.

         (11)  Mortgagor  acknowledges  and agrees  that  Mortgagee  is under no
obligation  to enter into any other  modification  agreements  in the future and
Mortgagee is not obligated to waive any future defaults, as per the terms of the
original   Mortgage,   provided  Mortgagee  agrees  to  review  all  waiver  and
modifications requests received from Mortgagor in good faith.


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<PAGE>

                                               MORTGAGEE:  CAPITAL ONE, N.A.
                                               (FORMERLY NORTH FORK BANK)

Witness:

------------------------------                 ---------------------------------
                                               By: Peter Laffler, Vice President

                           CORPORATION ACKNOWLEDGEMENT
                           ---------------------------

STATE OF NEW JERSEY, COUNTY OF ESSEX, SS.:

         BE IT REMEMBERED,  that On this _______ day of March,  2008, before me,
the  subscriber,  personally  appeared Peter Laffler,  Vice President of Capital
One, N.A., formerly known as North Fork Bank, who acknowledges under oath, to my
satisfaction,  that the corporation:  (a) is a corporation under the laws of the
United States of America;  and (b) he is  authorized  to sign,  seal and deliver
this  instrument  as the  voluntary  act and  deed of the  corporation  and that
shareholder and director authority is not necessary.



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

                                      Notary Public of the State of New Jersey

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<PAGE>

                                             MORTGAGOR: RONSON CONSUMER
                                             PRODUCTS CORPORATION

Witness:

-------------------------------              -----------------------------------
                                             By: Louis V. Aronson, II, President

                           CORPORATION ACKNOWLEDGEMENT
                           ---------------------------

STATE OF NEW JERSEY, COUNTY OF ________________, SS.:

         BE IT REMEMBERED,  that On this _______ day of March,  2008, before me,
the subscriber, personally appeared Louis V. Aronson II, who is the President of
Ronson  Consumer  Products  Corporation  who  acknowledges  under  oath,  to  my
satisfaction,  that the  corporation:  (a) is a corporation  of the State of New
Jersey;  and (b)is  authorized to sign,  seal and deliver this instrument as the
voluntary act and deed of the corporation,  made by virtue of authority from all
of its shareholders and directors.




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

                                                    An Attorney-at-Law of the
                                                    State of New Jersey

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