FIFTH AMENDMENT TO
                           LOAN AND SECURITY AGREEMENT
                           ---------------------------


         This Fifth Amendment to Loan and Security Agreement ("Fifth Amendment")
is made  effective  the day of April,  2004,  by and among  SOVEREIGN  BANK (the
"Bank"), a federally-chartered, SAIF-insured savings institution with offices at
1130 Berkshire Boulevard, Wyomissing,  Pennsylvania 19610; J. M. AHLE CO., INC.,
a Delaware  corporation  ("J.M.  Ahle Co.");  DAVID W. and  JACQUELINE J. MENARD
("Menards,"  together with J.M. Ahle Co.  sometimes  hereinafter  referred to as
"Borrowers"),  with  offices at 111  Presidential  Boulevard,  Suite  240,  Bala
Cynwyd,  Pennsylvania  19004;  and  MORO  CORPORATION,  a  Delaware  corporation
("Guarantor").

                                   BACKGROUND
                                   ----------

         A.  Borrowers  and the Bank entered into a Loan and Security  Agreement
dated March 31, 2000, as amended (the "Agreement").

         B.  Borrowers  have  requested  the  Bank to loan J.  M.  Ahle  Co.  an
additional  $120,000  pursuant to an equipment  term loan (the  "Equipment  Term
Loan") to permit J. M. Ahle Co. to finance the purchase of certain equipment and
vehicles more  specifically  described in Exhibit "A" attached hereto and made a
part hereof and the Bank has agreed to make the Equipment Term Loan, all as more
particularly set forth in this Fifth Amendment.

         C. The Bank and Borrowers  desire to enter into this Fifth Amendment to
make the Equipment Term Loan to J. M. Ahle Co. 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. Borrowers hereby ratify, confirm and
acknowledge 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. Borrowers further acknowledge,  confirm, represent and warrant that they
have 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. Borrowers further acknowledge, confirm, represent
and warrant that they have no claims, suits or causes of action against the Bank
and hereby  remise,  release  and  forever  discharge  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 they have or may have from the  beginning of the world to

<PAGE>

the date of this Fifth  Amendment.  Neither this Fifth  Amendment nor any 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. Borrowers confirm and acknowledge that
the outstanding  principal  balance of the indebtedness as evidenced by the Loan
Documents was One Million Three Hundred Forty-One Thousand Eight Hundred Six and
58/100 Dollars ($1,341,806.58) as of April 6, 2004.

         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  Fifth  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. The  following  definitions  are hereby  added to Section 1.1 of the
Agreement:

            EQUIPMENT  TERM LOAN.  The meaning  provided at Section 2.11 hereof.
           -------------------

            EQUIPMENT  TERM LOAN NOTE.  The equipment term loan note executed by
            ---------------------------
J. M. Ahle Co. in the principal  amount  specified in Section 2.12 hereof and in
the form of Exhibit "B" attached hereto and made a part hereof.

         5. A new Section 2.11 is added to the Agreement to read in its entirety
            as follows:

            2.11  EQUIPMENT TERM LOAN.  Subject to, and in accordance  with, the
                  --------------------
terms and conditions of this  Agreement,  the Bank agrees to loan J. M. Ahle Co.
the principal amount of One Hundred Twenty Thousand Dollars  ($120,000.00)  (the
"Equipment Term Loan").

         6. A new Section 2.12 is added to the Agreement to read in its entirety
            as follows:

            2.12  EQUIPMENT  TERM LOAN NOTE.  The obligation of J.M. Ahle Co. to
                  -------------------------
pay the principal of, and accrued  interest on, the Equipment Term Loan shall be
evidenced  by its  promissory  note  dated this date (the  "Equipment  Term Loan
Note"):

                  (a)  payable  to order of the Bank in the face  amount  of One
Hundred Twenty Thousand Dollars ($120,000.00);

                  (b) bearing interest on the unpaid principal amount
at an annual rate equal to the
Prime Rate plus one-quarter (.25%);

                  (c) with interest payable on a monthly basis in arrears on the
first day of each calendar month commencing May 1, 2004;

                  (d)  with  principal   payable  in  seventy-one   (71)  equal,
consecutive monthly  installments in the amount of $1,690.14 each, plus interest


                                       2
<PAGE>

thereon, commencing on May 1, 2004 and continuing on the first day of each month
thereafter  until April __, 2010, at which time the remaining  unpaid  principal
balance,  plus all accrued  interest  thereon,  shall be paid in full, or due in
full upon the occurrence of an Event of Default;

                  (e) prepayable by J.M. Ahle Co. without penalty or premium but
with accrued  interest to the date of such prepayment on the amount prepaid,  at
any time and from time to time, in whole or in part,  upon  notification  to the
Bank  of  such  prepayment  not  later  than  10:00  a.m.  on the  date  of such
prepayment;

                  (f) secured by the Collateral and the Surety Agreement; and

                  (g) in the form of Exhibit "B" attached hereto and made a part
hereof.

         7. Sections  2.11,  2.12,  2.13 and 2.14 of the  Agreement  are hereby
renumbered as Sections 2.13, 2.14, 2.15 and 2.16, respectively.

         8. REPRESENTATIONS  AND  WARRANTIES.  Borrowers  hereby  represent and
warrant that, as of the date hereof:

            (a) Borrowers have the authority and have taken all action necessary
to enter into this Fifth Amendment;

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

            (c) As of the date of this Fifth  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.

         9. CERTIFICATE(S) OF INSURANCE.  Certificate(s) of insurance evidencing
that  Borrowers are 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 Fifth Amendment.

        10. EXPENSES.   Borrowers   agree  to  reimburse  the  Bank  for  its
out-of-pocket  expenses,  including,  but not limited to, reasonable  attorney's
fees and other costs of preparation  and filing  concerning this Fifth 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
Fifth  Amendment and all such expenses  hereafter  incurred shall be paid within
fifteen (15) days after notice by the Bank.

        11. ADDITIONAL  EVENTS OF DEFAULT.  Without limiting the generality of
the  terms  and  conditions  of the  Agreement  or  this  Fifth  Amendment,  the
occurrence  of any  one  or  more  of  the  following  events  shall  constitute
additional Events of Default under the Agreement:

                                       3
<PAGE>

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

            (b) Any  representation  or  warranty of either  Borrower  set forth
herein  is  discovered  to be  materially  untrue  as of the date of this  Fifth
Amendment,  or any statement,  certificate or data furnished by Borrowers 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.

        12. 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 Fifth Amendment. To the extent there is any inconsistency with the terms
of this Fifth Amendment and any of the other Loan  Documents,  the terms of this
Fifth Amendment shall control.

        13. MISCELLANEOUS.

            (a) FURTHER  ASSURANCES.  From time to time Borrowers  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 Fifth Amendment.

            (b)  GOVERNING  LAW.  This  Fifth  Amendment,  and  the  rights  and
obligations of the parties under this Fifth 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 Fifth Amendment shall inure
to the benefit of, and shall be binding upon, the respective  successors,  heirs
and assigns of the parties  hereto.  Neither  Borrower  shall  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 Fifth Amendment shall be
invalid  under  applicable  laws,  such  invalidity  shall not  affect any other
provision of this Fifth  Amendment  that can be given effect without the invalid
provision, and to this end, the provisions hereof are severable.



                [REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]





                                       4
<PAGE>







            (e) COUNTERPARTS AND HEADINGS.  This Fifth 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 Fifth Amendment.

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

                                    BORROWERS:
                                    J. M. AHLE CO. INC.

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

                                    /S/ DAVID W. MENARD
                                    -------------------
                                    David  W.  Menard, individually,on a joint
                                    and several basis with Jacqueline J. Menard

                                    /S/ JACQUELINE J. MENARD
                                    ------------------------
                                    Jacqueline J. Menard, individually, on a
                                    joint and several basis with David W. Menard

                                    SOVEREIGN BANK

                                    By:_________________________________
                                        Michael J. Hassett, Vice President




                                       5
<PAGE>



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



                                       6
<PAGE>


                                   EXHIBIT "A"

                     EQUIPMENT AND VEHICLES TO BE PURCHASED
                     --------------------------------------




















<PAGE>


                                   EXHIBIT "B"

                            EQUIPMENT TERM LOAN NOTE
                            ------------------------