Exhibit 10(ff)


                               FOURTH AMENDMENT TO
                           LOAN AND SECURITY AGREEMENT


      THIS FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this "Amendment") is
entered  into as of November  ___,  2003,  by and among  Alpine  Holdco  Inc., a
Delaware corporation ("Parent"), DNE Technologies,  Inc., a Delaware corporation
("Technologies"),  DNE Manufacturing and Service Company, a Delaware corporation
("Manufacturing"),  Essex  Electric  Inc., a Delaware  corporation  ("Electric";
Parent,   Technologies,   Manufacturing  and  Electric  are  collectively,   the
"Borrowers" and each, a "Borrower"),  DNE Systems,  Inc., a Delaware corporation
("Systems" or "Credit  Party"),  Wells Fargo Foothill,  Inc., as agent ("Agent")
for the Lenders (defined below) and as a Lender,  Congress Financial Corporation
(Southern),  as documentation agent for the Lenders  ("Documentation Agent") and
as a Lender, and the undersigned Lenders.

      WHEREAS,  Borrowers,  Credit Party, Agent, Documentation Agent and certain
other financial institutions from time to time party thereto (the "Lenders") are
parties to that  certain Loan and  Security  Agreement  dated as of December 11,
2002 (as amended from time to time, the "Loan Agreement"); and

      WHEREAS,  Borrowers,  Agent  and  Lenders  have  agreed  to amend the Loan
Agreement in certain  respects,  subject to the terms and  conditions  contained
herein.

      NOW  THEREFORE,  in  consideration  of the premises and mutual  agreements
herein contained, the parties hereto agree as follows:

      1. Defined Terms. Unless otherwise defined herein,  capitalized terms used
herein shall have the meanings ascribed to such terms in the Loan Agreement.

      2.  Amendment  to  Loan  Agreement.  Subject  to the  satisfaction  of the
conditions  set forth in Section 4 hereof,  the Loan Agreement is amended in the
following respects:

      (a) The defined term "Applicable  Prepayment Premium" set forth in Section
1.1 of the Loan Agreement is amended and restated in its entirety, as follows:

      " 'Applicable  Prepayment  Premium' means,  during the period of time from
and after the date of the  execution  and delivery of this  Agreement up to (but
not  including)  the Maturity  Date,  an amount equal to 0.75% times the Maximum
Revolver  Amount in effect as of the Closing  Date times the number of whole (or
partial)  years  between  the  date of  termination  of this  Agreement  and the
Maturity Date. "

      (b) The defined term "Capex  Availability" set forth in Section 1.1 of the
Loan Agreement is amended and restated in its entirety, as follows:


                                       1
<PAGE>

      "  'Capex   Availability'   means  an  initial  maximum  amount  equal  to
$5,000,000, which initial amount shall be reduced on the first day of each month
after the month during which the initial  Advance based upon Capex  Availability
is made by the  aggregate  amount of Capex  Reductions  occurring on or prior to
such day (but  subsequent to the first day of the immediately  preceding  month)
and which  initial  amount  shall be further  reduced by the amount of any Capex
Appraisal Reduction. "

      (c) The defined  term "Capex  Amount" set forth in Section 1.1 of the Loan
Agreement is amended and restated in its entirety, as follows:

      "  'Capex  Amount'  means,  with  respect  to an  item of  Eligible  Capex
Equipment,  an initial  amount equal to 80% of the Forced  Liquidation  Value of
such Eligible  Capex  Equipment,  which  initial  amount shall be reduced on the
first day of each month  subsequent  to the  purchase  of such item of  Eligible
Capex  Equipment by an amount equal to 1/48th of such initial  amount (and which
initial amount shall be further reduced to zero upon any subsequent  disposition
of such Eligible Capex Equipment). "

      (d) A new defined term "Capex Appraisal Reduction" is added to Section 1.1
of the Loan Agreement in its appropriate alphabetical order, as follows:

      " 'Capex  Appraisal  Reduction' means a reduction of the Capex Amount made
in connection with the  redetermination  of the Forced  Liquidation Value of the
Eligible Capex Equipment pursuant to the terms of the second sentence of Section
2.1(b). "

      (e) The defined term "Collateral  Reserve" set forth in Section 1.1 of the
Loan Agreement is amended and restated in its entirety, as follows:

      " 'Collateral Reserve' means an amount equal to $7,000,000. "

      (f) The  defined  term  "EBITDA"  set  forth  in  Section  1.1 of the Loan
Agreement  is  amended  by  deleting  the word  "and" at the end of clause  (vi)
thereof and inserting a comma in  substitution  therefor,  by inserting the word
"and" at the end of clause  (vii)  thereof,  and by adding a new  clause  (viii)
immediately following clause (vii) thereof, as follows:

      " (viii)  non-cash,  nonrecurring  charges in respect of LIFO  adjustments
incurred  during  the 2004  fiscal  year in an  aggregate  amount  not to exceed
$4,200,000; "

      (g)  Clause  (j) of the  defined  term  "Eligible  Accounts"  set forth in
Section 1.1 of the Loan  Agreement is amended and restated in its  entirety,  as
follows:

      " (j)  Accounts  with  respect to a Specified  Account  Debtor whose total
obligations  owing to  Operating  Borrowers  exceed (i) 20%, in the case of Home
Depot and its  successors  and  assigns  or (ii)  15%,  in the case of any other
Specified Account Debtor (such percentages as applied to a particular  Specified
Account  Debtor being subject to reduction by Agent in its Permitted  Discretion
if the creditworthiness of such Specified Account Debtor deteriorates, with such
reduction to be reasonably proportionate to such deterioration), of all Eligible
Accounts,  to the  extent of the  obligations  owing by such  Account  Debtor in
excess of such percentage, "

                                       2
<PAGE>

      (h) Clause  (b) of the  defined  term  "Eligible  Inventory"  set forth in
Section 1.1 of the Loan  Agreement is amended and restated in its  entirety,  as
follows:

      " (b) it is not located at one of the  locations in the United  States set
forth on Schedule  E-1 (or in transit  from one such  location  to another  such
location), or at the Noranda Location, "

      (i) The defined term "Eligible  Inventory" set forth in Section 1.1 of the
Loan  Agreement  is amended by  deleting  the word "or" at the end of clause (h)
thereof, by deleting the period at the end of clause (i) thereof and inserting a
comma and the word "or" in substitution therefor, and by adding a new clause (j)
at the end thereof, as follows:

      " (j) it is  located  at the  Noranda  Location,  unless  (i) the  Noranda
Location is subject to a Collateral Access Agreement  executed by Noranda,  (ii)
it is segregated or otherwise  separately  identifiable from goods of others, if
any,  stored or  processed  at the Noranda  Location,  (iii) it is subject to an
agreement  between  Electric and Noranda  relating to the purchase,  storage and
processing  of the  Inventory  of  Electric  at the  Noranda  Location  that  is
reasonably  acceptable  to  Agent  and  (iv)  Canadian  PPSA  statements  deemed
reasonably necessary by Agent have been filed against Electric, "

      (j) The defined term "Forced  Liquidation  Value" set forth in Section 1.1
of the Loan Agreement is amended and restated in its entirety, as follows:

      " 'Forced  Liquidation  Value' means, with respect to any item of Eligible
Fixed Asset Equipment or Eligible Capex Equipment,  the forced liquidation value
of such Eligible Fixed Asset Equipment or Eligible Capex Equipment as determined
by an  appraiser  acceptable  to  Agent  (pursuant  to the most  recent  written
appraisal  obtained by Agent that is in form and  substance  acceptable to Agent
and that  contains  methodologies,  assumptions  and other terms  acceptable  to
Agent), net of estimated  liquidation  expenses and commissions as determined by
Agent. "

      (k) The defined term "Maximum Revolver Amount" set forth in Section 1.1 of
the Loan Agreement is amended and restated in its entirety, as follows:

      (l) " 'Maximum Revolver Amount' means  $70,000,000,  as such amount may be
adjusted in accordance with the terms hereof. "

      (m) The defined term "Permitted  Dispositions" set forth in Section 1.1 of
the Loan  Agreement  is amended by deleting  the word "and" at the end of clause
(l) thereof and  inserting a comma in  substitution  therefor,  by deleting  the
period  at the end of  clause  (m)  thereof  and  inserting  the  word  "and" in
substitution  therefor,  and by adding a new clause (n) at the end  thereof,  as
follows:

                                       3
<PAGE>

      " (n) dispositions of the non-core personal property located at 1075 North
Patt  Street in Anaheim,  California  or 1620 East  Malone  Avenue in  Sikeston,
Missouri and specifically  identified in the October 3, 2003 appraisal  prepared
by  AccuVal  and  delivered  to  Agent  in an  aggregate  amount  not to  exceed
$1,500,000. "

      (n) Section 1.1 of the Loan  Agreement is amended by adding the  following
defined terms thereto in their  appropriate  respective  alphabetical  order, as
follows:

      " 'Noranda' means Noranda Inc. and its Subsidiaries, as applicable.

      'Noranda  Locations'  means the location of Noranda at 220 avenue Durocher
in Montreal East, Quebec, Canada H1B 5H6."

      (o) Clause (i) of Section  2.1(a)(w)  of the Loan  Agreement is amended by
deleting the  reference  to the amount of  "$37,500,000"  set forth  therein and
inserting a reference to the phrase  "$37,500,000,  through and including  March
31,  2004,  and  $25,000,000,  at all  times  on and  after  April  1,  2004" in
substitution therefor.

      (p)  Sub-clause  (C) of  clause  (ii) of  Section  2.1(a)(w)  of the  Loan
Agreement is amended and restated in its entirety, as follows:

                  " (C) for all periods  other than the period from December 15,
                  2003 through and including  March 31, 2004,  the lesser of (1)
                  sixty  percent  (60%) of the book value of Eligible  Inventory
                  consisting  of copper rods and (2) eighty  percent (80%) times
                  the then  extant  Net  Liquidation  Percentage  times the book
                  value of Eligible Inventory consisting of copper rods, and for
                  the period from December 15, 2003 through and including  March
                  31, 2004, the lesser of (1) seventy-five  percent (75%) of the
                  cost of Eligible  Inventory  consisting of copper rods and (2)
                  the then  extant  Net  Liquidation  Percentage  times the book
                  value of Eligible Inventory consisting of copper rods; "

      (q) Clause (iii) of Section 2.1(a)(w) of the Loan Agreement is amended and
restated in its entirety, as follows:

      " (iii) at all times on and after May 1, 2004, 70% of the amount of credit
availability  created by clause (v) above (with the limitation set forth in this
clause (iii) not being applicable prior to May 1, 2004), plus "

      (r) Clause (D) of the  proviso  set forth at the end of Section  2.1(a) of
the Loan Agreement is amended and restated in its entirety, as follows:

" (D) Revolver Usage based upon  availability  described in clause (w) above and
predicated  on copper rods shall not exceed (1)  $5,000,000 at any time prior to
January 1, 2004, (2) $12,000,000,  at any time during the period from January 1,
2004 through and including February 29, 2004, (3) $8,000,000, at any time during
the period  from  March 1, 2004  through  and  including  March 31,  2004 or (3)
$3,000,000 at any time on or after April 1, 2004. "


                                       4
<PAGE>

      (s) The clause (y) set forth in the penultimate sentence of Section 2.1(b)
of the Loan Agreement is amended and restated in its entirety, as follows:

      " (y) to have the Equipment appraised and reappraised, as applicable, by a
qualified  appraisal company selected by Agent from time to time for the purpose
of determining or redetermining,  as applicable, the Forced Liquidation Value of
the Eligible Fixed Asset Equipment and Eligible Capex  Equipment  portion of the
Collateral and to conduct field examinations, including Equipment verifications,
"

      (t) The last sentence of Section  2.1(b) of the Loan  Agreement is amended
and restated in its entirety, as follows:

      " It is  acknowledged  and agreed by Borrowers that the  reappraisals  and
examinations of Inventory  described in clause (x) of the immediately  preceding
sentence  will be  conducted  no less  frequently  than  quarterly  and that the
reappraisals  of Equipment and Eligible  Real Property  described in clauses (y)
and  (z) of the  immediately  preceding  sentence  will  be  conducted  no  less
frequently than annually. "

      The  proviso  to the  penultimate  sentence  in  Section  3.6 of the  Loan
Agreement is amended and restated in its entirety, as follows:

      " provided,  that if this Agreement is terminated and the  Obligations are
repaid in full within 180 days after the date of any such  permanent  reduction,
Borrowers shall be obligated to pay the Applicable Prepayment Premium based upon
the amount of the Commitments in effect as of the Closing Date. "

      (u) Section  6.3(c) of the Loan  Agreement  is amended and restated in its
entirety, as follows:

      " (x) with respect Parent's 2004 fiscal year, as soon as available, but in
any event on or prior to October 31,  2003,  (y) with  respect to Parent's  2005
fiscal year, as soon as  available,  but in any event on or prior to October 31,
2004, and (z) with respect to each of Parent's fiscal years thereafter,  as soon
as  available,  but in any event  within 30 days prior to the start of each such
fiscal year,

      (i) copies of Companies'  Projections,  in form  satisfactory to Agent, in
its sole discretion,  for the forthcoming three years, year by year, and for the
forthcoming  fiscal  year,  month by  month,  which  Projections  shall  reflect
management's good faith and reasonable estimates of future financial performance
of Parent and its  Subsidiaries  for the period or periods set forth therein and
will be based upon estimates and assumptions stated therein, all of which Parent
shall believe to be reasonable  and fair in light of conditions  and facts known
to  management  of the Parent as of the date of  preparation  thereof  (it being
understood  that such  Projections as they relate to future events are not to be
viewed as  representations  or warranties that such events will occur,  and that
actual results may differ from projected results), "

                                       5
<PAGE>

      (v)  Section  7.16 of the  Loan  Agreement  is  amended  by  deleting  the
reference to the amount of  "$1,000,000"  that is set forth in clause (a) of the
proviso  thereto and by inserting a reference to the amount of  "$1,750,000"  in
substitution therefor.

      (w) Section  7.21(a)(i)  of the Loan  Agreement is amended and restated in
its entirety, as follows:

      " (i) Minimum EBITDA.  EBITDA,  measured on a fiscal  month-end basis, for
each period set forth below,  of not less than the required  amount set forth in
the column labeled  "Minimum  EBITDA" in the following  table for the applicable
period set forth opposite thereto:

-----------------------------------------------------------------------
                                                           MINIMUM
                 PERIOD                                    EBITDA
-----------------------------------------------------------------------
[6][9] month period ending September 30, 2003           ($3,166,000)
-----------------------------------------------------------------------
[7][10] month period ending October 31, 2003            ($3,501,000)
-----------------------------------------------------------------------
[8][11] month period ending November 30, 2003           ($3,267,000)
-----------------------------------------------------------------------
[9][12] month period ending December 31, 2003           ($2,734,000)
-----------------------------------------------------------------------
1 month period ending January 31, 2004                  ($1,200,000)
-----------------------------------------------------------------------
2 month period ending February 29, 2004                 ($1,500,000)
-----------------------------------------------------------------------
3 month period ending March 31, 2004                    ($1,200,000)
-----------------------------------------------------------------------
4 month period ending April 30, 2004                    ($1,200,000)
-----------------------------------------------------------------------
5 month period ending May 31, 2004                       ($900,000)
-----------------------------------------------------------------------
6 month period ending June 30, 2004                      ($500,000)
-----------------------------------------------------------------------
7 month period ending July 31, 2004                          $0
-----------------------------------------------------------------------
8 month period ending August 31, 2004                     $900,000
-----------------------------------------------------------------------
9 month period ending September 30, 2004                 $1,700,000
-----------------------------------------------------------------------
10 month period ending October 31, 2004                  $2,200,000
-----------------------------------------------------------------------
11 month period ending November 30, 2004                 $3,000,000
-----------------------------------------------------------------------
12 month period ending December 31, 2004                 $3,500,000
-----------------------------------------------------------------------
12 month period ending January 31, 2005 and       The Minimum EBITDA for the
the 12 month period ending on the last day        immediately preceding test
of each month thereafter                          date plus $750,000 "
--------------------------------------------------------------------------------

      (x) Section 7.21(a)(i) of the Loan Agreement is amended and restated in
its entirety, as follows:

                                       6
<PAGE>

      " (b) Excess Availability. Fail to maintain Excess Availability of least
(i) $5,000,000, at all; provided, that during two separate consecutive-day
periods of up to a maximum length of 5 Business Days each during any fiscal
month, Borrowers may maintain Excess Availability of less than $5,000,000
without there being a breach of this Section 7.21(b)."

      (y) Schedule C-1 to the Loan Agreement is amended and restated in its
entirety in the form attached to this Amendment as Annex I.

      3. Amendment Fee. Borrowers hereby agree to pay to Agent on the date
hereof, for pro rata distribution to the Lenders, an amendment fee of $200,000,
which fee shall be non-refundable and fully earned as of the date hereof. The
foregoing amendment fee is in addition to, and not in lieu of, all other fees
charged to Borrowers under the Loan Documents.

      4. Ratification. This Amendment, subject to satisfaction of the conditions
provided below, shall constitute an amendment to the Loan Agreement and all of
the Loan Documents as appropriate to express the agreements contained herein. In
all other respects, the Loan Agreement and the Loan Documents shall remain
unchanged and in full force and effect in accordance with their original terms.

      5. Covenant Regarding 2005 Financial Covenants. Each party hereto
covenants and agrees that it will undertake to negotiate in good faith revisions
to the financial covenants set forth in Section 7.21 of the Loan Agreement on
the basis of Companies' Projections for the 2005 fiscal year that are delivered
to Agent pursuant to Section 6.3(c) of the Loan Agreement and approved by
Required Lenders.

      6. Conditions to Effectiveness. This Amendment shall become effective as
of the date hereof and upon the satisfaction of the following conditions
precedent:

      (a) Each party hereto shall have executed and delivered this Amendment to
Agent;

      (b) Companies shall have delivered to Agent such documents, agreements and
instruments as may be requested or required by Agent in connection with this
Amendment, each in form and content acceptable to Agent;

      (c) No Default or Event of Default shall have occurred and be continuing
on the date hereof or as of the date of the effectiveness of this Amendment;

      (d) All proceedings taken in connection with the transactions contemplated
by this Amendment and all documents, instruments and other legal matters
incident thereto shall be satisfactory to Agent and its legal counsel; and

      (e) Each Lender shall have received the portion of the amendment fee
payable to such Lender on the date of this Agreement under Section 3 hereof.

                                       7
<PAGE>

      7. Miscellaneous.

      (a) Warranties and Absence of Defaults. In order to induce Agent to enter
into this Amendment, each Company hereby warrants to Agent, as of the date
hereof, that the representations and warranties of Companies contained in the
Loan Agreement are true and correct as of the date hereof as if made on the date
hereof (other than those which, by their terms, specifically are made as of
certain dates prior to the date hereof).

      (b) Expenses. Companies, jointly and severally, agree to pay on demand all
costs and expenses of Agent (including the reasonable fees and expenses of
outside counsel for Agent) in connection with the preparation, negotiation,
execution, delivery and administration of this Amendment and all other
instruments or documents provided for herein or delivered or to be delivered
hereunder or in connection herewith. In addition, Companies agree, jointly and
severally, to pay, and save Agent harmless from all liability for, any stamp or
other taxes which may be payable in connection with the execution or delivery of
this Amendment or the Loan Agreement, as amended hereby, and the execution and
delivery of any instruments or documents provided for herein or delivered or to
be delivered hereunder or in connection herewith. All obligations provided
herein shall survive any termination of this Amendment and the Loan Agreement as
amended hereby.

      (c) Governing Law. This Amendment shall be a contract made under and
governed by the internal laws of the State of Georgia.

      (d) Counterparts. This Amendment may be executed in any number of
counterparts, and by the parties hereto on the same or separate counterparts,
and each such counterpart, when executed and delivered, shall be deemed to be an
original, but all such counterparts shall together constitute but one and the
same Amendment.

      8. Release.

      (a) In consideration of the agreements of Agent and Lenders contained
herein and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, each Company, on behalf of itself
and its successors, assigns, and other legal representatives, hereby absolutely,
unconditionally and irrevocably releases, remises and forever discharges Agent
and Lenders, and their successors and assigns, and their present and former
shareholders, affiliates, subsidiaries, divisions, predecessors, directors,
officers, attorneys, employees, agents and other representatives (Agent, each
Lender and all such other Persons being hereinafter referred to collectively as
the "Releasees" and individually as a "Releasee"), of and from all demands,
actions, causes of action, suits, covenants, contracts, controversies,
agreements, promises, sums of money, accounts, bills, reckonings, damages and
any and all other claims, counterclaims, defenses, rights of set-off, demands
and liabilities whatsoever (individually, a "Claim" and collectively, "Claims")
of every name and nature, known or unknown, suspected or unsuspected, both at
law and in equity, which such Company or any of its successors, assigns, or
other legal representatives may now or hereafter own, hold, have or claim to
have against the Releasees or any of them for, upon, or by reason of any
circumstance, action, cause or thing whatsoever which arises at any time on or
prior to the day and date of this Amendment, including, without limitation, for
or on account of, or in relation to, or in any way in connection with any of the
Loan Agreement, or any of the other Loan Documents or transactions thereunder or
related thereto.

                                       8
<PAGE>

      (b) Each Company understands, acknowledges and agrees that the release set
forth above may be pleaded as a full and complete defense and may be used as a
basis for an injunction against any action, suit or other proceeding which may
be instituted, prosecuted or attempted in breach of the provisions of such
release.

      (c) Each Company agrees that no fact, event, circumstance, evidence or
transaction which could now be asserted or which may hereafter be discovered
shall affect in any manner the final, absolute and unconditional nature of the
release set forth above.




                                       9
<PAGE>



      IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their respective officers thereunto duly authorized and delivered as
of the date first above written.

                             BORROWERS:

                             DNE TECHNOLOGIES, INC.
                             a Delaware corporation

                             By  /s/ Stewart H. Wahrsager
                             -------------------------------------------
                             Title   Assistant Secretary
                             -------------------------------------------

                             DNE MANUFACTURING AND SERVICE COMPANY
                             a Delaware corporation

                             By  /s/ Stewart H. Wahrsager
                             -------------------------------------------
                             Title  Assistant Secretary
                             -------------------------------------------

                             ESSEX ELECTRIC INC.,
                             a Delaware corporation

                             By  /s/ Stewart H. Wahrsager
                             -------------------------------------------
                             Title  Assistant Secretary
                             -------------------------------------------

                             ALPINE HOLDCO INC.,
                             a Delaware corporation

                             By  /s/ Stewart H. Wahrsager
                             -------------------------------------------
                             Title  Assistant Secretary
                             -------------------------------------------



                                       10
<PAGE>

                             CREDIT PARTY:

                             DNE SYSTEMS, INC.,
                             a Delaware corporation


                             By  /s/ Stewart H. Wahrsager
                             -------------------------------------------
                             Title  Assistant Secretary
                             -------------------------------------------

                              AGENT:

                              WELLS FARGO FOOTHILL, INC.,
                             a California corporation


                             By  /s/ Kevin Belanger
                             -------------------------------------------
                             Title: Vice President
                             -------------------------------------------

                             DOCUMENTATION AGENT:

                             CONGRESS FINANCIAL CORPORATION (SOUTHERN),
                             a Georgia corporation

                             By  /s/ Laura Wheeland
                             -------------------------------------------
                             Title  Vice President
                             -------------------------------------------


                                       11
<PAGE>

                             LENDERS:

                             WELLS FARGO FOOTHILL, INC.


                             By  /s/ Kevin Belanger
                             -------------------------------------------
                             Title: Vice President
                             -------------------------------------------

                             STANDARD FEDERAL BANK NATIONAL ASSOCIATION

                             BY: LASALLE BUSINESS CREDIT, INC., ITS AGENT


                             By  /s/ Roger Attix
                             -------------------------------------------
                             Title: Vice President
                             -------------------------------------------

                             CONGRESS FINANCIAL CORPORATION (SOUTHERN)


                             By  /s/ Laura Wheeland
                             -------------------------------------------
                             Title  Vice President
                             -------------------------------------------

                             THE CIT GROUP / BUSINESS CREDIT, INC.


                             By  /s/ Elliot Harris
                             -------------------------------------------
                             Title: Vice President
                             -------------------------------------------

                             ORIX FINANCIAL SERVICES, INC.


                             By  /s/ Andrew Kosowsky
                             -------------------------------------------
                             Title: Vice President
                             -------------------------------------------


                                       12

<PAGE>

                                     Annex I

                                  SCHEDULE C-1

                                   COMMITMENTS


============================================================================

          LENDER                     REVOLVER COMMITMENT      TOTAL COMMITMENT
============================================================================
Foothill Capital Corporation          $21,000,000            $21,000,000
============================================================================
Standard Federal Bank National        $14,000,000            $14,000,000
Association
============================================================================
Congress Financial Corporation        $21,000,000            $21,000,000
(Southern)
============================================================================
The CIT Group / Business
Credit, Inc.                          $7,000,000              $7,000,000
============================================================================
ORIX Financial Services, Inc.         $7,000,000              $7,000,000
============================================================================
All Lenders                           $70,000,000            $70,000,000
============================================================================