RIDER TO LEASE, DATED JANUARY 29 1993, BETWEEN G.A.J.  ASSOCIATES,  AS LANDLORD.
AND         REDSTONE         SECURITIES,          INC.         AS         TENANT
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            37.  Tenant  covenants  and agrees to pay to Landlord as annual base
            rent the following sums in equal monthly  installments in advance on
            the first day of each month during said term payable  during each of
            said years as follows:

(1) April 1, 1993 through May 31,  1994--$63,767.76  in monthly  installments of
$4,554.84

(ii) June 1, 1994 through May 31,  1995--$56,844.36  in monthly  installments of
$4,737.03

(iii) June 1, 1995 through May 31,  1996--$59,118.24 in monthly  installments of
$4,926.52

                       (iv) June 1, 1996  through May 31, 1997  --$61,482.96  in
                       monthly  installments  of  $5,123.58  (v)  June  1,  1997
                       through   May  31,   1998  --   $63,942.24   in   monthly
                       installments of $5,328.52

at the office of the Landlord (101 Fairchild Avenue, Plainview, New York, 11803)
or such other place as  Landlord  may  designate  in writing  without  offset or
deduction whatsoever.

38.                  USE OF PREMISES
                     ---------------

Tenant  shall  use the  premises  as an office  to  engage  in the  business  of
securities  investment  banking  arid  financial   consulting,   other  purpose.
Notwithstanding  the foregoing,  the Tenant shall never permit the use, storage,
sale,  transfer,  etc. of the following products and/or substances.  foods, food
oils,  oils,  soaps,  chemical  liquids or powders,  gase  medical  equipment or
medical supplies of any kind, waste materials of any kind, gasoline or petroleum
products of any kind, heavy equipment,  toxic or hazardous materials (as defined
by OSHA) and/or waste of any kind,  products or materials  which shall cause any
kind of odor  and/or  malodor  to  penetrate  the  air,  fertilizers  or-similar
products,  paints  or inks of any  kind,  perfumes  or  fragrances  of any kind,
lotions or other  liquids or powders used in barber shops and/or  beauty  shops,
foods,  flowers,  raw materials,  photographic  developing  materials and/or any
other product or material  which shall create a nuisance or require the Landlord
to take affirmative action to make the premises suitable for said use.

Tenant covenants and agrees to indemnify and save harmless, Landlord and any fee
owner and any mortgagee and any lessor under any ground or underlying lease, and
their respective contractors, agents and employees, licensees and invitees, from
and against any and all  liability  (statutory  or  otherwise),  claims,  suits,
demands, damages, clean--up costs, judgments, costs, interests and expenses

                 termination  of  the  lease  of  real  property  by  reason  of
                 destruction  or   untenantability   of  the  premises   demised
                 thereunder caused by fire or other casualty and agrees that the
                 provisions  of this  paragraph  40 shall  govern and control in
                 lieu of any such provisions of law.

                 41.    SECURITY AGREEMENTS
                        -------------------

                 A.  Tenant  covenants  and agrees  thatno  security  agreement,
                 whether by way of conditional bill of sale, chattel mortgage or
                 instrument  of  similar  import,   shall  be  placed  upon  any
                 improvement made by Tenant which is affixed to the realty.

                 B. In the event that any of the machinery,  fixtures, furniture
                 and equipment  installed by Tenant in the demised  premises are
                 purchased   or  acquired   by  Tenant   subject  to  a  chattel
                 conditional sale agreement or other title retention or security
                 agreement,  Tenant  undertakes  and  agrees:  (I)  that no such
                 chattel  mortgage,  conditional  sale  agreement or other title
                 retention  or security  agreement  or Uniform  Commercial  Code
                 filing  statement  shall  be  permitted  to be  filed as a lien
                 against the  building and real  property,  of which the demised
                 premises for a part, and (ii) to cause to be inserted in any of
                 the  above--entitled  title  retention,   chattel  mortgage  or
                 security agreements the following provision:

                                  Notwithstanding   anything  to  the   contrary
                                  herein,  this  chattel  mortgage,  conditional
                                  sale agree-- ment,  title retention  agreement
                                  or security  agreement shall not create or. be
                                  filed as a lien against the land, building and
                                  improvements compromising the real property in
                                  which   the   good,   machinery,    equipment,
                                  appliance or other personal  property  covered
                                  hereby are to be located or installed.

                 C.  If any  such  lien or UCC  filing  statement,  based  on an
                 agreement  as  above-described,   is  filed  the  building  and
                 improvements, of which the demised premises form a part, Tenant
                 will,  upon ten (10) days prior  written  notice  thereof  from
                 Landlord, cause such lien or notice to be removed or discharged
                 at  Tenant's  cost and expense  and  Tenant's  failure to do so
                 shall  constitute  a breach  of a  material  provision  of this
                 lease.

                  42.     INTENTIONALLY LEFT BLANK

                  43.     INSURANCE

                 Tenant shall maintain  commercial  general liability  insurance
                 for not  less  than One  Million  ($1,000,000.00)  Dollars  per
                 occurrence  and One  Million  ($1,000,000.00)  Dollars  general
                 aggregate, combined single limits of bodily injury and property
                 damage. These limits


<PAGE>










                 which  may  create or be the  foundation  for any lien upon the
                 reversion  of  Landlord,   the  premises   herein  demised  are
                 Landlord's  building  and  improvements;  it being  agreed that
                 should  Tenant  cause  any  alterations,   changes,  additions,
                 improvements or repairs to be made to the demised premises,  or
                 a material  furnished  or labor  performed  therein or thereon,
                 neither  Landlord  nor the demised  premises  shall,  under any
                 circumstances  be  liable  for  the  payment  of  any  material
                 furnished to the demised premises or any part thereof;  but all
                 such alterations,  changes, additions, improvements and repairs
                 and  materials  and labor  shall be at  Tenant's  expense,  and
                 Tenant shall be solely and wholly  responsible to  contractors,
                 laborers and materialmen  furnishing labor and material to said
                 premises and building,  Or any part thereof for or on behalf of
                 Tenant.

                 B. Tenant shall not suffer or permit any mechanic's liens to be
                 filed  against the fee  ownership  of the demised  premises nor
                 against Tenant's  leasehold interest in said premises by reason
                 of work, labor,  services and materials  supplied or claimed to
                 have been  supplied to Tenant or to any occupant of the demised
                 premises.  If any  such  mechanic's  lien  shall at any time be
                 filed   against  the  demised   premises  or  the  building  or
                 improvements  thereon,  Tenant  shall,  at  its  own  cost  and
                 expense, cause the same to be canceled and discharged of record
                 by surety bond or appropriate cash deposit within ten (10) days
                 after the date of filing the same and notice thereof to Tenant,
                 and Tenant shall indemnify and save harmless  Landlord from and
                 against any and all costs, expenses,  claims, losses or damages
                 resulting  therefrom or by reason  thereof,  including  but not
                 limited to, the cost of reasonable attorneys fees.

                 C. Tenant shall also defend on behalf of Landlord,  at Tenant's
                 sole cost and expense,  any action,  suit or proceedings  which
                 may be brought  thereon or for the enforcement of such liens or
                 orders,  and  Tenant  shall pay any  damages  and  satisfy  and
                 discharge  any  judgment  entered  thereon  and  save  harmless
                 Landlord  from  any  claim  or  damage   resulting   therefrom,
                 including reasonable attorney's fees.

                 D. If Tenant  shall fail to  discharge  such  mechanic's  liens
                 within  such  period,  then,  in addition to any other right or
                 remedy of Landlord, Landlord may, but shall not be obligated to
                 discharge  the same  either by paying the amount of claim to be
                 due or by  procuring  the  discharge of such lien by deposit in
                 court or bonding  and,  in any such  event,  Landlord  shall be
                 entitled,  if Landlord so elects,  to compel the prosecution of
                 an action for the foreclosure of such  mechanic's  liens by the
                 lienor and to pay the amount of the judgment,  if any, in favor
                 of the lienor, with interest, costs and allowances.

E.  Any  amount  paid by  Landlord  for  any of the  aforesaid  charges  and all
reasonable legal and other expenses of Landlord, including


<PAGE>


reasonable  counsel fees, in defending any such action, or in or about procuring
the  discharge of said lien,  with all  necessary  disbursements  in  connection
therewith,  with  interest  thereon at the rate of 9% per annum from the date of
payment,  shall be repaid within a period of ten (10) days after written  demand
theref or by Landlord to Tenant and may be treated as  additional  rent  payable
within the next installments of annual basic rent.

F. Prior to the  commencement of any work in the demised premises by the general
contractor employed by Tenant or by any subcontractors  employed by such general
contractor,  Tenant shall: (i) furnish Landlord with Tenant's written  statement
setting forth the name and business address of Tenant's general contractors; and
(ii)  obtain and  furnish to  Landlord  a written  list of all  sub--contractors
employed or to be employed by Tenant's  general  contractor and certified by the
general contractor.

45.    RIGHT TO ENTRY

A. Tenant shall  permit  Landlord to erect,  use and  maintain or repair  pipes,
cables,  conduits,  plumbing,  vents and wiring,  in, to and through the demised
premises  as to the extent that the  Landlord  may now or  hereafter  deem to be
reasonably  necessary or appropriate for the proper  operation or maintenance of
the building of which the demised  premises  are a part.  All such work shall be
done so far as  practicable,  in such manner as to avoid  disruption of Tenant's
use of the demised premises.  Landlord shall give prior notice to Tenant of such
entry, except under circumstances constituting an emergency. Tenant shall not be
responsible to restore the premises on account of Landlord's work.

B.  Landlord,  or its  agents or  designees,  shall  have the right to enter the
demised  premises  during business hours f or the purpose of making such repairs
or  alterations as Landlord shall be required or shall have the right to make by
the  provisions of this lease.  Landlord  shall be allowed to take all materials
into and upon the  demised  premises  that may be  required  or for  repairs  or
alterations,  without  constituting  an  eviction of Tenant in whole or in part.
Landlord shall also have the right to enter the demised premises at such time as
such entry may be required by circumstances  of emergency  effecting the demised
premises of the building containing the same.

In addition, Landlord, or its agents or designees, shall have the right to enter
the demised premises during the business hours for the purpose of inspecting the
general  conditions  and state of repair of the  premises and the showing of the
premises to any prospective purchaser or tenant.

C. The rights granted to Landlord by the terms of this paragraph shall be deemed
supplemental to the provisions set forth in this lease

               D. The foregoing  shall not be deemed to impose upon Landlord any
               obligation for the furnishing of any service, maintenance repair,
               or other  obligation other than as specifically set forth in this
               lease.

               46.    SUSPENSION OF SERVICES
                      ----------------------

               Anything to this lease to the contrary notwithstanding,  Landlord
               reserves the right to suspend the services of any utilities, when
               necessary,  by reason of  accident,  or repairs,  alterations  or
               improvements, necessary to be made in the demised premises, until
               such  repairs,   alterations  or  improvements  shall  have  been
               completed, and Landlord shall have no responsibility or liability
               for such suspension of services  provided.Landlord  proceeds with
               diligence and continuity to complete such repairs, alterations or
               improvements  and uses its best efforts to restore such  services
               and soon as  practicable.  The  foregoing  shall not be deemed to
               impose upon  Landlord any  obligation  for the  furnishing of any
               service,  maintenance  or repair other than as  specifically  set
               forth in this lease.

               47.    CLEANING. REFUSE AND DELIVERIES
                      -------------------------------

               A. The demised  premises shall be kept clean by Tenant at its own
               cost and expense and Tenant shall comply with the requirements of
               all  governmental   authorities  having   jurisdiction   therein,
               including but not limited to pests control.

               B.  Tenant,  at its own cost and  expense  shall  arrange for the
               removal of Tenant's  refuse and  rubbish,  which shall be kept in
               covered  containers,  from the demised  premises and shall comply
               with all  reasonable  rules  and  regulations  of  Landlord  with
               respect  thereto.  Landlord  shall not be required to furnish any
               services or equipment for the removal of such refuse and rubbish.

C. Tenant,  at its own cost and expense,  shall maintain  exterminating and pest
control services in the demised premises to prevent the occurrence of any vermin
of any kind or description in or about the demised premises.

               48.  SIGNS  Tenant  shall not place any sign(s) on the outside of
               the building or in the windows of the demised  premises which may
               be  seen  from  the  outside  of the  building.  Interior  signs,
               including  but not  limited  to door  signs,  shall be affixed in
               accordance with Landlord's written specifications. Landlord shall
               have the  option of  supplying  such sign at  tentant's  cost and
               expense.

               49.    ADJUSTMENT OF RENT FOR INCREASES IN REAL ESTATE TAXES
                      -----------------------------------------------------

               For the purposes of this lease,  it is understood and agreed that
               the term "real estate  taxes" shall Include but not be limited to
               the following taxes: city, school, county, water meter chargesand
               sewer charges, town, village and any other taxes by whatever name
               given by a  governmental  or  municipal  entity,  upon the  land,
               building and improvements.

               B. Prorated from the time Tenant takes occupancy under the lease,
               Tenant agrees to pay to Landlord as  additional  rent during each
               lease  year and  during  any  renewal  period  of such  lease (if
               applicable) Tenant's proportionate share (as defined in paragraph
               85,  infra) of all  increases in real estate taxes (as defined in
               paragraph A above) on the land,  building  and  improvements  (of
               which the  demised  premises  are a part) over and above the base
               rent as set forth in paragraph 37 of this rider to lease, whether
               such  increase in real estate  taxes  shall be  oOcasioned  by an
               increase in assessed  evaluation  or an increase in tax rate,  or
               both or for any other reason.

               Such  additional  rent shall be  payable  by Tenant] to  Landlord
               during the real estate tax year in which the first installment of
               such  increased real estate taxes becomes due and payable to such
               governmental authority,  notwithstanding that the real estate tax
               year may be a  fiscal  year  which  does  not  coincide  with the
               calendar  lease  year in which  such  taxes  shall  first  become
               available.  The taxes  shall be due and  payable  within five (5)
               days after written demand theref or by Landlord. If available,  a
               tax bill of the  appropriate  governmental  agency or body (which
               will be exhibited on request) shall be sufficient evidence of the
               amount  of the taxes and for  determination  of the  amount to be
               paid by Tenant.

               C.  Landlord's  basic real estate tax  liability  for purposes of
               determining  an increase in any such taxes,  shall be a sum equal
               to the  real  estate  taxes  fixed by the  aforementioned  taxing
               authorities and applicable to the realty during the tax year:

               school taxes  1992/93,  town taxes 1993, and other taxes 1993 and
               any  increases  in taxes  shall refer to such tax years which are
               increases over and above the such taxes for said years.

               D. If the term of this  lease  shall end or  terminate  on a date
               other than the last day of the real  estate  tax or fiscal  year,
               the additional  rent, if any,  payable by Tenant  pursuant to the
               provisions of this lease, shall be apportioned as of said date of
               termination  of this  lease.  Tenant's  obligation  to make  such
               payment and Landlord's obligation to refund any overpayment shall
               survive the termination of this lease.

               50.    INTENTIONALLY LEFT BLANK.

               51.    REPAIRS

              A. Throughout the term of this Lease,  Tenant shall take good care
              of the demised  premises and fixtures and  appurtenances  therein,
              all  at  Tenantts  sole  cost  and  expense  and  shall  make  all
              non--structural  repairs  thereto,  as and when needed to preserve
              the premises ingood condition, reasonable wear and tear and damage
              by fire or  other  casualty  accepted  (see  also,  paragraph  53,
              infra).

              B.  Throughout  the term of this  Lease,  Landlord  shall make all
              structural repairs to the roof,  exterior walls and foundation and
              structural  components  of  the  building  of  which  the  demised
              premises  form a part,  unless the repairs are made  necessary  by
              reason of some act or omission  to act of the  Tenant,  its agent,
              servants,  employees,  or invitees,  in which event,  the Landlord
              would make such repairs and bill Tenant as additional rent for the
              cost thereof.

              52.    INTENTIONALLY LEFT BLANK

              53.    INSTALLATION AND MAINTENANCE OF HVAC UNIT
                     -----------------------------------------

              Tenant shall maintain and service the HVAC unit servicing Tenant's
              premises  throughout the term of this lease,  at its sole cost and
              expense.  Tenant shall pay directly to the company  providing  the
              service and  maintenance  the cost of same.  Provided Tenant has a
              written  service  contract for the service and maintenance of HVAC
              for the term of this  lease (or a  renewable  contract,  providing
              evidence  of  renewal  to  the   Landlord),   Landlord   shall  be
              responsible for replacement of the HVAC unit when its useable life
              has been  exhausted  and  maintenance  and  service  of same is no
              longer  practical.  If,  however,  Tenant  shall  fail to obtain a
              service  contract and to maintain the HVAC unit  properly,  Tenant
              shall be responsible  for the replacement of said unit as provided
              herein.

              54.    ASSIGNMENT OR SUBLETTING
                     ------------------------

              Without the prior written consent of the Landlord,  this lease may
              not be  assigned  nor may the  premises  be  sublet in whole or in
              part.  Landlord agrees that it will not  unreasonably  withhold or
              delay its consent to an assignment or sublease but in  determining
              reasonableness,  there  shall  be  taken  into  account:  (a)  the
              character and  reputation  of the proposed  assignee or subtenant;
              (b) the specific  nature of the proposed  assignee or  subtenant's
              business;  (c) the financial  standing of the proposed assignee or
              subtenant;  (d) the impact of all of the foregoing  upon the other
              tenants  of the  Landlord  in  this  Building  and  any  adjoining
              building and the impact of all of the foregoing upon the integrity
              of the building as a whole.

A.       In the event of any assignment  where the Tenant shall receive a fee or
         other compensation for same, Landlord shall receive fifty (50%) percent
         of such fee or  compensation.  In the event of any subletting where the
         Basic  Annual  Rental and  Additional  Rental  reserved in the sublease
         shall  exceed  the  Basic  Annual  Rent  and  Additional  Rent  payable
         hereunder,  Tenant shall pay to the Landlord fifty (50%) percent of the
         difference  between  the Basic  Annual  Rental  and  Additional  Rental
         reserved in this lease. The said sums