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                AMENDED EQUIPMENT OPTION AND PURCHASE AGREEMENT


     THIS AMENDED AGREEMENT is made this 22 day of November, 1996 between
Carborundum Corporation, a Delaware corporation with principal offices at 
Crows Mill Road, Keasbey, New Jersey 08832 ("Licensor") and New Castle 
Refractories Company, a division of Dixon Ticonderoga Company, a Delaware 
corporation with principal offices at 915 Industrial Street, New Castle, 
Pennsylvania 16102 ("Licensee").

FACTS

     Licensor and Licensee previously entered into an Equipment Option and 
Purchase Agreement, dated August 23, 1996, which they now wish to amend and 
supersede as set forth below.  

     Pursuant to a License and Technological Assistance Agreement (the "License
Agreement") dated November 22, 1996, Licensor has granted a license to Licensee 
with respect to silicon carbide refractory brick technology.

     Licensee wishes to have the option to purchase certain equipment from 
Licensor used in the manufacture of silicon carbide refractory bricks, and 
Licensor is willing to grant an option to purchase such equipment.

AGREEMENT

     In consideration of the License Agreement and for other good and valuable
consideration, receipt of which is hereby acknowledged, the parties agree as 
follows:

     1.    Licensor grants to Licensee an option (the "Option") to purchase any 
one or all of the items of equipment listed on EXHIBIT A (the "Equipment") 
for the purchase price set forth on EXHIBIT A (the "Purchase Price").  The 
Option is exercisable  at any time or times on or after the Effective Date of 
this Agreement (defined below) and on or before 5:00 p.m. Eastern Time on the 
fifth anniversary of the Effective Date.  The Option may be exercised at 
separate times with respect to each item of Equipment. 

     2.    The Option may be exercised by written notice, which must provide a 
date (not less than ninety days nor more than one hundred eighty days from 
the date of delivery of the notice to Licensor) for removal of the Equipment 
so purchased from Licensor's facilities.

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     3.    Licensor represents and warrants that the Equipment is operable and 
in good condition, ordinary wear and tear excepted.  Licensor covenants to 
maintain the equipment in good condition in accordance with its customary 
maintenance practices.  However, Licensor will not be required to continue to 
maintain the equipment during the term of this Agreement if Licensor, in its 
sole discretion, determines that it has become economically unfeasible to do 
so.   Licensee will have the right to inspect the Equipment prior to 
exercising the Option.  Licensor will not be responsible for maintaining any 
item of Equipment once the Option has been exercised with respect to that 
item.  The Equipment will be sold "as is, where is" to Licensee at 
Licensee's risk.

           THE LICENSOR MAKES NO OTHER REPRESENTATIONS OR WARRANTIES,
           WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING,
           BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
           MERCHANTABILITY AND FITNESS FOR A PARTICULAR
           PURPOSE, WITH RESPECT TO THE EQUIPMENT.

     4.    If the Option is exercised, the item or items of Equipment so 
purchased will be made available to Licensee at Licensor's place of business in 
Keasbey, New Jersey, and delivery will be F.O.B. Licensor's place of business. 
Licensee will be solely responsible for disassembling, moving and reassembling 
such Equipment.  Licensee will provide Licensor with a certificate of 
insurance with respect to all personnel utilized or employed for the purpose 
of disassembling and moving such Equipment as follows:

           (a)  Workmen's Compensation and employer's Liability Insurance,
including Occupational Disease, covering all personnel

                (aa)  Employer's Liability (Coverage B on Workmen's Compensation
Policy) $100,000 minimum for each accident or disease.

           (b)  Comprehensive General Liability Insurance (endorsed to include
Contractual Liability coverage)

                (bb)  Minimum Limits of Liability:

                      Bodily Injury Liability: $250,000 each occurrence
                                          500,000 aggregate

                      Property Damage Liability: $100,000 each occurrence

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           (c)  Automobile Liability Insurance

                (cc)  Minimum Limits of Liability:

                      Bodily Injury: $100,000 each person
                                  300,000 each person

                      Property Damage: $200,000 each accident

           Licensee will keep such insurance coverage in effect at all times 
during the disassembling, moving and reassembling of such Equipment.

     5.    Licensee will pay the Purchase Price for the Equipment so purchased 
within thirty days of the date such Equipment is shipped to Licensee or within 
two hundred ten days after the giving of written notice as provided in Section 
2, whichever comes first.  Payment will be made in United States dollars at the 
office of Licensor set forth at the beginning of this Agreement or at such 
other place as Licensor may direct.  Licensor will retain a purchase money 
security  interest in the Equipment so purchased until Licensee has paid for 
such Equipment in accordance with the terms of this Agreement, and Licensee 
agrees to execute such further documents, including UCC-1 Financing 
Statements, as are necessary to perfect Licensor's security interest in such 
Equipment.

     6.    Licensee may not assign this Agreement or all or any part of its 
rights under this Agreement to any other person, firm or corporation without 
the prior written consent of Licensor, which will not be unreasonably withheld 
by Licensor with respect to an assignment by Licensee to any wholly owned 
subsidiary of Licensee.

     7.    Any notice or other communication to either party to this Agreement
required or permitted under this Agreement will be in writing and will be sent 
by registered air mail, return receipt requested, postage prepaid, addressed to 
the address of such party set forth at the beginning of this Agreement or to 
such changed address as such party shall have communicated to the other.  
Any such notice or communication will be deemed to have been served when 
delivered or, if delivery is not accepted by reason of the fault of the 
addressee, when tendered.

     8.    All disputes arising in connection with this Agreement will be 
finally settled by mediation held and conducted in Worcester, Massachusetts 
in accordance with the rules of the American Arbitration Association.  
Judgment to enforce the agreement reached  may be entered in any court having 
jurisdiction, or application may be made to such court for a judicial 
acceptance of the award and an order of enforcement, as the case may be.  In 
interpreting the provisions of this agreement, the mediators will apply
the law of the Commonwealth of Massachusetts.

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     9     This Agreement may be executed in several counterparts an each such
counterpart shall be deemed an original of this agreement.

     10.   This agreement will be effective (the "Effective Date") when the 
License Agreement becomes effective in accordance with its terms.  If the 
License Agreement does not become effective in accordance with its terms, then 
this Agreement will be null and void.

     IN WITNESS WHEREOF, Licensor and Licensee have caused this agreement to be
duly executed on the date first above written.



                                      LICENSOR:

                                      Carborundum Corporation


                                      By:  /s/ Robert C. Ayotte
                                           ----------------------------------

                                      LICENSEE:
                                      New Castle Refractories Company,
                                      A Division of Dixon Ticonderoga


                                      By:  /s/ Gino N. Pala
                                           ----------------------------------

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                                 EXHIBIT A
                           (Pages 1 - 4 attached)



             Item                              Purchase Price
             ----                              --------------

          Crossley Press, 1000 Ton                $25,000
          Bickley Bell Kiln, 360 Cubic Foot       $75,000
          Maxibrator, Carborundum Custom Design   $25,000

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                                 EXHIBIT A
                               (Page 1 of 4)

                        The Crossley Machine Company
                              Specifications
                     1000-Ton Press - Double Compession

                              HYDRAULIC PRESS


Press Specifications:

Press Tonnage:        1,000 tons infinitely adjustable to 100-ton minimum
Power Requirements:   150 Horsepower and 10 Horsepower
Press Weight:         65,000 lbs. - 70,000 lbs. plus hydraulic unit.
Top Ram - Approach and return:  600 inches per minute
Top Ram - Max. pressing speed:  30 inches per minute-infinitely adjustable
Bottom Ram-Max. pressing speed  30 inches per minute-infinitely adjustable
Maximum Hydraulic Pressure to reach 1,000 tons - 3,767 pounds per sq in.


Hydraulic Power Unit:

With safety and "clean oil" controls as follows:

a.   "Oversize" air breather.
b.   Temperature switch pre-set to 145 degrees F.  Will prevent press
     from  operating if temperature exceeds normal operating temperature 
     (110-120 degrees F).
c.   High pressure relief valve pre-set to prevent hydraulic pressure over
     normal maximum pressure.
d.   Ten micron "full" flow filters and three micron filter for continuous
     clean oil.  Filters will have indicators for internal element change.
e.   Water cooler with thermostatic control for control of oil temperature.
f.   Provisions to add water heater if required.
g.   Low level oil and temperature indicator.

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                           EXHIBIT A (Page 2 of 4)
Hydraulic Press
Page 2
                                            
Mechanical "Wear" Protection:

a.    Case hardened alloy steel columns.
b.    "Polypak" piston seals and wipers.
c.    Flexible boots for lower ram - column area, die rods and ram pistons.
d.    Split bronze bushings and wiper seals for rams - column area.

Safety Features:

a.    Two hand anti-tie down cycle start buttons.
b.    Mechanical latch type safety bar for ram.
c.    Photohead or equivalent electrical interlock 
      (at operator position, front of press).

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                        EXHIBIT A (Page 3 of 4)



                            BICKLEY KILN



-     Bickley Model 2500 Iso - Jet Carbell Kiln


-     The kiln is equipped with two (2) kiln cars with nominal setting 
      dimensions of 72" wide X 144" long X 60" high each.  Total kiln
      volume is 360 cubic feet.


-     Maximum firing temperature of PCE Cone 30 is reached with eight (8)
      dual fuel Iso - Jet burners (type 3.5 BPN-1000) having a total BTU
      input rating of 6.0 million BTU per hour.

      
-    Fuel is natural gas and propane vapor alternate, with natural
     gas rated at 1000 BTU per cubic foot. 

-     Electrical hookup is 440 volt, 3-phase, 60-cycle for power and 110
      volt, 1-phase, 60-cycle for control.

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                         EXHIBIT A (Page 4 of 4)


                              MAXIBRATOR


Maxibratr is an electromechanical vibratory compacting machine used for
making relatively complicated shapes.  It is also a machine of choice when a
small quantity of a shape is to be made since there is no machine/mold setup 
involved.

The basic machine consists of two (2) invicta type electromechanical vibrators 
fixed to a lower platen.  The electromechanical vibrators deliver the 
compaction energy to the mold through the lower platen.  The vibrator/platen
assembly is located from the main machime base by Metalastic vibration 
isolators.  The upper platen with two (2) 5" bore X 24" stroke air cylinders 
provide the clamping force needed to hold the mold against the lower platen.
A noise enclosure surrounds the machine.  The enclosure has a walk in access
for maintenance and air cylinder powered doors to pass for mold access.