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Exhibit 10.12
                               FIRST AMENDMENT TO
                           LOAN AND SECURITY AGREEMENT
                           ---------------------------


         This First Amendment to Loan and Security Agreement ("First Amendment")
is made  effective  the day of August,  2003, by and among  SOVEREIGN  BANK (the
"Bank"), a federally-chartered, SAIF-insured savings institution with offices at
1130 Berkshire Boulevard, Wyomissing, Pennsylvania 19610; RADO ENTERPRISES, INC.
(f/k/a Moro/Rado  Acquisition Corp.), a Pennsylvania  corporation  ("Borrower"),
with offices at 111 Presidential Boulevard, Suite 240, Bala Cynwyd, Pennsylvania
19004; and MORO CORPORATION, a Delaware corporation ("Guarantor").

                                   BACKGROUND
                                   ----------

          A.  Borrower and the Bank  entered into a Loan and Security  Agreement
dated September 30, 2002 (the "Agreement").

         B.  Borrower  has  requested  the Bank to  extend  the  Line of  Credit
Facility and the Bank has agreed to extend the Line of Credit  Facility,  all as
more particularly set forth in this First Amendment.

         C. The Bank and Borrower  desire to enter into this First  Amendment to
extend the Line of Credit Facility pursuant to the terms hereof.

         D. The  Agreement  shall  remain  in full  force  and  effect,  without
modification or amendment, except as specifically set forth below. All terms not
otherwise defined herein shall have the meanings set forth in the Agreement.

         NOW,  THEREFORE,  the parties  hereto,  intending  to be legally  bound
hereby,  and  in  consideration  of  the  aforementioned   Background  which  is
incorporated  herein  by  reference,  and  in  consideration  of the  terms  and
conditions set forth herein, agree as follows:

         1. Confirmation of Existing Loans.  Borrower hereby ratifies,  confirms
and acknowledges that the statements  contained in the foregoing  Background are
true, accurate and correct and that the Loan Documents,  as that term is defined
in the Agreement, are valid, binding and in full force and effect as of the date
hereof. Borrower further acknowledges, confirms, represents and warrants that it
has no  defenses,  set-offs,  counterclaims,  or  challenges  to or against  the
payment of any sums owing under the Loan Documents,  or to the enforceability or
validity  of  the  terms  thereof.  Borrower  further  acknowledges,   confirms,
represents and warrants that it has no claims, suits or causes of action against
the Bank and hereby  remises,  releases  and forever  discharges  the Bank,  its
officers,  directors,  shareholders,  representatives  and their  successors and
assigns, and any of them, from any claims,  causes of action,  suits, or demands
whatsoever in law and equity, which it has or may have from the beginning of the
world to the date of this First Amendment.  Neither this First Amendment nor any

<PAGE>

of the  documents  executed in  connection  herewith,  is in any way intended to
constitute a novation of or to the Loan Documents.

         2.  Confirmation of  Indebtedness.  Borrower  confirms and acknowledges
that the outstanding  principal  balance of the indebtedness as evidenced by the
Loan Documents was __________________________________ ($____________) as of July
31, 2003.

         3. All references in the Agreement  and/or any of the Loan Documents to
"the Agreement" or "this Agreement" shall be understood to refer to the Loan and
Security  Agreement,  as amended by this  First  Amendment,  and as the same may
hereafter be amended from time to time.  All terms not defined herein shall have
the meanings given to them in the Agreement.

         4. All references in the Agreement  and/or any of the Loan Documents to
"Moro/Rado Acquisition Corp." shall be understood to refer to "Rado Enterprises,
Inc."

         5. Section 2.1 (a) of the  Agreement is hereby  amended to read in its
entirety as follows:

           (a) Subject to, and in accordance  with,  the terms and conditions of
this  Agreement,  the Bank  agrees to make  advances in  integral  multiples  of
$1,000.00 (the "Advances") to Borrower upon request at any time and from time to
time during the period  commencing  on the date hereof and ending on the earlier
of (i) the occurrence of an Event of Default (as defined in Section 8.1 hereof),
or (ii) June 30, 2004 (the "Loan  Termination  Date") unless extended in writing
by the Bank in its sole  discretion,  in an amount which in the aggregate  shall
not exceed the lesser of (A) the Borrowing  Base, or (B)  $2,000,000.00,  in all
cases less the sum of the then unpaid principal amount of all previous Advances.

         6. Representations  and  Warranties.  Borrower  hereby  represents and
warrants that, as of the date hereof:

           (a) Borrower has the authority and has taken all action  necessary to
enter into this First Amendment;

           (b) The  representations  and  warranties  of  Borrower  set forth in
Article 4 of the  Agreement  are true and  correct  as of the date of this First
Amendment as if made on the date hereof; and

           (c) As of the date of this First  Amendment  there does not exist any
Event of Default  under the  Agreement nor does there exist any event which with
the passage of time, the giving of notice, or both, would constitute an Event of
Default under the Agreement.

         7. Certificate(s) of Insurance.  Certificate(s) of insurance evidencing
that Borrower is in compliance with Section 6.10 of the Agreement as of the date
hereof shall be presented to the Bank prior to or concurrently  with the signing
of this First Amendment.

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<PAGE>

         8.   Expenses.   Borrower   agrees  to  reimburse   the  Bank  for  its
out-of-pocket  expenses,  including but not limited to attorney's fees and other
costs of  preparation  and  filing  concerning  this First  Amendment  and other
documents  as required by law or deemed  necessary  by Bank,  including  but not
limited to the cost of all lien  searches  deemed  necessary  by the Bank.  Such
costs and expenses shall be paid simultaneously with the execution of this First
Amendment and all such expenses  hereafter incurred shall be paid within fifteen
(15) days after notice by the Bank.

         9. Additional Events of Default. Without limiting the generality of the
terms and conditions of the Agreement or this First Amendment, the occurrence of
any one or more of the following  events shall constitute  additional  Events of
Default under the Agreement:

           (a)  The  failure  of  Borrower  to  duly   perform  or  observe  any
obligation, covenant or agreement set forth in this First Amendment;

           (b) Any  representation  or warranty of Borrower  set forth herein is
discovered to be materially  untrue as of the date of this First  Amendment,  or
any statement,  certificate or data furnished by Borrower to the Bank heretofore
is  discovered  to be  materially  untrue  as of the date as of which  the facts
therein set forth were stated or certified to be true.

         10. Inconsistencies and Integration.  All of the terms,  conditions and
covenants, to the extent not expressly inconsistent with those set forth herein,
of the Agreement or other Loan  Documents are  incorporated  herein by reference
and shall remain in full force and effect  unaffected  or unaltered by the terms
of this First Amendment. To the extent there is any inconsistency with the terms
of this First Amendment and any of the other Loan  Documents,  the terms of this
First Amendment shall control.

         11.Miscellaneous.

           (a) Further Assurances.  From time to time Borrower shall execute and
deliver to the Bank such  additional  documents and will provide such additional
information as the Bank may  reasonably  request to carry out the intent of this
First Amendment.

           (b)  Governing  Law.  This  First  Amendment,   and  the  rights  and
obligations of the parties under this First Amendment, shall be governed by, and
construed and interpreted in accordance  with, the domestic,  internal laws, but
not the law of conflicts of law, of the Commonwealth of Pennsylvania.

           (c) Binding Effect and  Assignment.  This First Amendment shall inure
to the benefit of, and shall be binding upon, the respective  successors,  heirs
and assigns of the parties  hereto.  Borrower shall not assign any of its rights
or delegate any of its obligations  hereunder  without the prior written consent
of the Bank.

           (d)  Severability.  If any provision of this First Amendment shall be
invalid  under  applicable  laws,  such  invalidity  shall not  affect any other

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provision of this First  Amendment  that can be given effect without the invalid
provision, and to this end, the provisions hereof are severable.

           (e) Counterparts  and Headings.  This First Amendment may be executed
in any number of  counterparts,  each of which shall be deemed an original,  but
all of which together shall constitute but one and the same instrument.  Section
headings  contained herein are for convenience of reference only and shall in no
way affect or be used to construe or interpret this First Amendment.

         IN  WITNESS  WHEREOF,  the  parties  hereto  have  executed  this First
Amendment  to Loan and  Security  Agreement  as of the day and year first  above
written.

                                    BORROWER:
                                    RADO ENTERPRISES, INC. (F/K/A
                                    MORO/RADO ACQUISITION CORP.)


                                    By: /S/ David W. Menard
                                            ---------------
                                            David W. Menard, Chairman


                                    SOVEREIGN BANK


                                    By: /S/ Michael J. Hassett
                                            ------------------
                                            Michael J. Hassett, Vice President





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<PAGE>

         The undersigned,  Moro Corporation,  surety to the Bank with respect to
all  obligations of Borrower to the Bank, has read the above First  Amendment to
Loan and Security  Agreement,  understands the terms and conditions  thereof and
the effect of said First  Amendment  on Borrower  and on itself as surety to the
Bank and hereby  consents to the execution  and delivery of the foregoing  First
Amendment  to Loan and  Security  Agreement  by Borrower to the Bank and further
agrees that its guaranty and  suretyship of all  obligations  of Borrower to the
Bank shall remain in full force and effect  undiminished  by the foregoing First
Amendment to Loan and Security Agreement.

         The undersigned further  acknowledges,  agrees,  confirms and certifies
that the  Surety  Agreement  to which it is a party  remains  in full  force and
effect,  enforceable  in accordance  with its terms and that it has no defenses,
set-offs or  counterclaims  to the Bank's full  enforcement of the terms of said
agreement.

                                    MORO CORPORATION


                                    By:/S/ David W. Menard
                                           ---------------
                                           David W. Menard, President