Exhibit 10(f)

                 FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT

                  THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT, dated as
of April ___, 2004 (this "Amendment"), is made by and among GENERAL ELECTRIC
CAPITAL CORPORATION, a Delaware corporation ("Lender"), SPARKS EXHIBITS &
ENVIRONMENTS CORP., a Pennsylvania corporation ("Leading Borrower"), SPARKS
EXHIBITS & ENVIRONMENTS, LTD., a California corporation ("Second Borrower"),
SPARKS EXHIBITS & ENVIRONMENTS, INC., a Georgia corporation ("Third Borrower"),
and DMS STORE FIXTURES LLC, a Pennsylvania limited liability company ("Fourth
Borrower"; Leading Borrower, Second Borrower, Third Borrower and Fourth
Borrower, being collectively referred to herein as "Borrowers" and each a
"Borrower").

                                  WITNESSETH :

                  WHEREAS, Borrowers and Lender are parties to that certain Loan
and Security Agreement, dated as of February 6, 2004 (as amended, supplemented
or otherwise modified from time to time, the "Loan Agreement"; capitalized terms
used but not otherwise defined herein shall have the meanings ascribed thereto
in the Loan Agreement); and

                  WHEREAS, Borrowers have requested that Lender amend the Loan
Agreement, as more fully set forth herein, and Lender is willing to do so
subject to the terms and conditions set forth herein;

                  NOW, THEREFORE, in consideration of the premises, the
covenants and agreements contained herein, and for other good and valuable
consideration, the receipt and adequacy of which are hereby acknowledged, the
parties, intending to be legally bound, do hereby agree as follows:

                               STATEMENT OF TERMS

                  1. Amendment to Schedule A. Schedule A is hereby amended as
follows:

                  (a) The following defined term is hereby added:

                           "Designated Account Debtor" shall mean each of the
Account Debtors listed in Schedule H attached hereto.

                  (b)      Subparagraph (m) of the definition of "Eligible
Accounts" is hereby amended and restated in its entirety as follows:

                           (m) that is not paid within 60 days from its due date
                           or 120 days from its invoice date, except for the
                           Designated Account Debtors, with respect to which any
                           Account that is not paid within the number of days
                           from its due date or its invoice date set forth
                           opposite the name of each Designated Account Debtor
                           in Schedule H attached hereto, or that are Accounts
                           of an Account Debtor if 50% or more of the Accounts
                           owing from such Account Debtor remain unpaid within
                           such time periods.

                  (c) The definition of "Special Reserve" is hereby amended by
deleting the term "$100,000" contained therein and inserting in place thereof
the term "$125,000".

<PAGE>

                  2. Elimination of Accrued Volume Rebate Reserve. The accrued
volume rebate reserve presently in place is hereby eliminated.

                  3. Representations and Warranties. To induce Lender to enter
into this Amendment, each Borrower hereby warrants and represents to Lender as
follows: (a) each representation and warranty of such Borrower set forth in the
Loan Agreement is hereby restated and reaffirmed as true and correct on and as
of the date hereof after giving affect to this Amendment as if such
representation or warranty were made on and as of the date hereof (except to the
extent that any such representation or warranty expressly relates to a prior
specific date or period in which case it is true and correct as of such prior
date or period); (b) no Default or Event of Default has occurred and is
continuing as of this date under the Loan Agreement after giving effect to this
Amendment; (c) such Borrower has the power and is duly authorized to enter into,
deliver and perform its obligations under this Amendment and to perform its
obligations under the Loan Agreement, as amended hereby; and (d) this Amendment
and the Loan Agreement, as amended hereby, constitutes a legal, valid and
binding obligation of such Borrower and is enforceable against such Borrower in
accordance with its terms.

                  4. Conditions Precedent to Effectiveness of this Amendment.
The effectiveness of this Amendment is subject to the fulfillment of the
following conditions precedent:

                  (a) Lender shall have received one or more counterparts of
this Amendment duly executed and delivered by each Borrower;

                  (b) Each Guarantor shall have consented to the execution,
delivery and performance of this Amendment and all of the transactions
contemplated hereby by signing one or more counterparts of this Amendment in the
appropriate space indicated below and returning the same to Lender; and

                  (c) Lender shall have received an amendment fee in the amount
of $2,500.

                  5. Continuing Effect of Loan Agreement. Except as expressly
modified hereby, the provisions of the Loan Agreement, and the Liens granted
thereunder, are and shall remain in full force and effect, and are hereby
ratified and continued including, without limitation, the provisions regarding
confession of judgment.

                  6. Counterparts. This Amendment may be executed in multiple
counterparts each of which shall be deemed to be an original and all of which
when taken together shall constitute one and the same instrument. Any signature
delivered by a party via facsimile shall be deemed to be an original signature
hereto.

                  7. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND
CONSTRUED IN ACCORDANCE WITH, THE INTERNAL LAWS OF THE STATE OF NEW YORK
APPLICABLE TO CONTRACTS MADE AND PERFORMED IN SUCH STATE WITHOUT REGARD TO THE
PRINCIPLES THEREOF REGARDING CONFLICTS OF LAWS.

                  IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be duly executed and delivered as of the day and year first set
forth above.


<PAGE>
                               SPARKS EXHIBITS & ENVIRONMENTS CORP.


                               By:   ___________________________
                               Name: Robert B. Ginsburg
                               Title:Chief Financial Officer

                               SPARKS EXHIBITS & ENVIRONMENTS, LTD.

                               By:   ____________________________
                               Name: Robert B. Ginsburg
                               Title:Chief Financial Officer

                               SPARKS EXHIBITS & ENVIRONMENTS, INC.


                               By:   ___________________________
                               Name: Robert B. Ginsburg
                               Title:Chief Financial Officer

                               DMS STORE FIXTURES LLC


                               By:   ___________________________
                               Name: Robert B. Ginsburg
                               Title:Chief Financial Officer


                               GENERAL ELECTRIC CAPITAL CORPORATION

                               By:_______________________________
                           Name:  Jeffrey Zinn
                          Title:  Duly Authorized Signatory



Each of the undersigned Guarantors, intending to be legally bound, does hereby
consent to the execution, delivery and performance of the within and foregoing
Amendment, and confirms and reaffirms, without setoff, counterclaim, deduction
or other claim of avoidance of any nature, the continuing effect of such
Guarantor's guarantee of the Obligations after giving effect to the foregoing
Amendment.

ACKNOWLEDGED and AGREED to as of the date first set forth above:

SPARKS EXHIBITS & ENVIRONMENTS CORP.

By:      _______________________
Name:    Robert B. Ginsburg
Title:   Chief Financial Officer

<PAGE>

SPARKS EXHIBITS & ENVIRONMENTS, LTD.

By:   ____________________________
Name: Robert B. Ginsburg
Title:Chief Financial Officer


SPARKS EXHIBITS & ENVIRONMENTS, INC.


By:    ___________________________
Name:  Robert B. Ginsburg
Title: Chief Financial Officer

DMS STORE FIXTURES LLC


By:   ___________________________
Name: Robert B. Ginsburg
Title:Chief Financial Officer


MARLTON TECHNOLOGIES, INC.


By:    _________________________
Name:  Robert B. Ginsburg
Title: Chief Executive Officer

SPARKS EXHIBITS HOLDING CORPORATION


By:     _____________________________
Name:   Robert B. Ginsburg
Title:  Chief Financial Officer

SPARKS EXHIBITS & ENVIRONMENTS INCORPORATED


By:   ______________________________
Name: Robert B. Ginsburg
Title:Chief Financial Officer

SPARKS EXHIBITS & ENVIRONMENTS COMPANY

By:    ______________________________
Name:  Robert B. Ginsburg
Title: Chief Financial Officer

<PAGE>

                                   SCHEDULE H

                     Designated Account Debtor Payment Terms

<TABLE>
<CAPTION>
<S>                                       <C>                            <C>
       Designated Account Debtor               Days from Due Date              Days from Invoice Date
---------------------------------------- ------------------------------- -----------------------------------
Leading Borrower:
---------------------------------------- ------------------------------- -----------------------------------
Adidas                                                 90                               150
---------------------------------------- ------------------------------- -----------------------------------
Astra Zeneca                                           75                               120
---------------------------------------- ------------------------------- -----------------------------------
Boston Scientific                                     105                               150
---------------------------------------- ------------------------------- -----------------------------------
Ciena                                                  90                               150
---------------------------------------- ------------------------------- -----------------------------------
DuPont                                                 90                               150
---------------------------------------- ------------------------------- -----------------------------------
GE Water Tech                                          75                               150
---------------------------------------- ------------------------------- -----------------------------------
Hewlett Packard                                        75                               120
---------------------------------------- ------------------------------- -----------------------------------
McKesson                                               90                               150
---------------------------------------- ------------------------------- -----------------------------------
Motorola                                               90                               150
---------------------------------------- ------------------------------- -----------------------------------
Okidata                                                90                               150
---------------------------------------- ------------------------------- -----------------------------------
Telecordia                                             75                               120
---------------------------------------- ------------------------------- -----------------------------------
Eastman                                                75                               120
---------------------------------------- ------------------------------- -----------------------------------
Philips                                                90                               150
---------------------------------------- ------------------------------- -----------------------------------
JDS                                                    75                               120
---------------------------------------- ------------------------------- -----------------------------------
Philips Semiconductors                                 90                               150
---------------------------------------- ------------------------------- -----------------------------------
Toshiba                                               105                               150
---------------------------------------- ------------------------------- -----------------------------------
Fourth Borrower:
---------------------------------------- ------------------------------- -----------------------------------
Abercrombie & Fitch                                    90                               150
---------------------------------------- ------------------------------- -----------------------------------
Jos. A. Banks                                          90                               150
---------------------------------------- ------------------------------- -----------------------------------
</TABLE>