FOURTH AMENDMENT TO LOAN AND FINANCING AGREEMENT

     This Fourth Amendment to Loan and Financing  Agreement (the "Amendment") is
entered  into on this 17th day of June,  1996,  by and among  Michigan  National
Bank, a national banking association with offices located at 27777 Inkster Road,
Mail Code 10-36,  Farmington Hills,  Michigan  48333-9065 (the "Bank"),  Century
Supply Corp., a Michigan  corporation  with offices  located at 31691  Dequindre
Road, Madison Heights, Ml 48071-1522 (the "Borrower") and Richton  International
Corporation,  a Delaware  corporation  with offices  located at 340 Main Street,
Madison, New Jersey 07940 (the "Guarantor"").

                                    RECITALS

     A. On October 27,  1993,  Bank and Borrower  executed a Loan and  Financing
Agreement (as amended from time to time, the "Loan Agreement") pursuant to which
Bank extended certain financing to Borrower.

     B. The Loan  Agreement  has been amended  pursuant to a First  Amendment to
Financing Agreement dated March 21, 1994, a letter agreement dated June 23, 1994
and a Third Amendment to Loan and Financing Agreement dated April 27, 1995.

     C.  Borrower has  requested  that Bank modify the Loan  Agreement to extend
additional financing and modify certain terms and conditions and Bank is willing
to do so, subject to the terms and conditions contained in this Amendment.

     NOW, THEREFORE,  in consideration of the mutual agreements contained herein
and other good and valuable consideration,  the receipt and sufficiency of which
is expressly acknowledged, the parties agree as follows:

     1.  Capitalized  terms not defined in this Amendment shall have the meaning
given to them in the Loan Agreement.

     2. Section 1.6 of the Loan  Agreement is amended to read in its entirety as
follows:

     "1.6  "Borrowing  Base" means and includes an amount equal to the aggregate
of 80% of the Security Value of Eligible Accounts plus 50% of Eligible Inventory
from  February  through  August of each year but in an  amount  which  shall not
exceed  Four  Million  and 00/100  Dollars  ($4,000,000.00)  or 30% of  Eligible
Inventory from September through January of each year."

     3. The Loan Agreement is amended to add the following Section 1.6.1,  which
shall read in its entirety as follows:

     "1.6.1  "Borrowing  Base-CBE"  means and  includes  an  amount  equal to an
aggregate of 80% of the Security Value of Eligible Accounts."

     4. The last  sentence  of Section 1.9 of the Loan  Agreement  is amended to
read in its entirety as follows:

     "Collateral  shall  also  specifically  include  {i) all of the  issued and
     outstanding  capital  stock of CBE which may be  pledged  by  Guarantor  to
     secure its obligations under the Guaranty and (ii) an assignment of key man
     life insurance on Wayne Miller, in an amount not less than One Million Five
     Hundred Thousand and 00/100 Dollars {$1,500,000.00)."


<PAGE>

     5. The Loan Agreement is amended to add the following Sections 1.21, 1.21.1
and 1.21.2, which shall read in their entirety as follows:

     "1.21 LIBOR  means,  with  respect to any LIBOR  Interest  Period for which
     LIBOR is the Index referenced when calculating the Effective Interest Rate,
     (A) the London Interbank  Offered Rate,  determined as the arithmetic mean,
     truncated to the nearest  one-hundredth of a percent, of interbank interest
     rates offered by major banks in the London,  United Kingdom market at 11:00
     a.m.  London  Time  two  (2)  Business  Days   immediately   preceding  the
     commencement of the LIBOR Interest  Period for  immediately  available U.S.
     dollar  denominated  deposits  delivered  on the  first  day  of the  LIBOR
     Interest Period for the number of days comprised therein, as referenced and
     reported  by  one  of  the  following  sources,  selected  by  Bank  on  an
     availability  basis in  descending  order of  priority:  (1 } the Dow Jones
     Telerate  System "LIBO Page" report of such interest rates as determined by
     Reuter's News Service; (21 the Dow Jones Telerate System "Page 3750" report
     of such interest rates as determined by the British Bankers Association; or
     {3) the Wall Street Journal, Midwest Edition, report of such interest rate;
     or (4) any  other  generally  accepted  authoritative  source  as Bank  may
     reference (the "Unadjusted  LIBOR"); (B) AS ADJUSTED for the LIBOR Reserve,
     if any, in accordance with the formula:

               LIBOR = Unadjusted LIBOR / (1 - LIBOR Reserve).

               LIBOR,  as so  determined,  will be the  fixed  rate of  interest
               utilized  to  calculate  the  Effective  Interest  Rate  for each
               calendar day of such LIBOR Interest Period.

     1.21.1 LIBOR Interest  Period means,  relative to a Loan for which LIBOR is
     referenced as the Index, the period of thirty (30) days, sixty (60) days or
     ninety (90) days  commencing  with, and  including,  the date on which such
     Loan is made or on which  LIBOR is first  referenced  as the Index for such
     Loan,  if later,  and each  successive  such period  commencing  with,  and
     including, the first Business Day following the last day of the immediately
     preceding LIBOR Interest Period; provided that:

          (a) if any LIBOR Interest Period otherwise would end on a day which is
          not a Business  Day, such LIBOR  Interest  Period will end on the next
          succeeding  Business Day unless such next  succeeding  Business Day is
          the first Business Day of a calendar  month,  in which case such LIBOR
          Interest  Period  will end on the  Business  Day next  preceding  such
          numerically corresponding day; and,

          (b) if any LIBOR Interest Period otherwise would end on a day which is
          later than the Due Date of the Loan,  such LIBOR Interest  Period will
          end on the Due Date of the Loan and LIBOR will be  determined  for the
          actual  number of days of such LIBOR  Interest  Period as though  such
          LIBOR  Interest  Period were a period of thirty  (30) days,  whichever
          most nearly approximates the length of such LIBOR Interest Period.

     1.21.2 LIBOR Reserve means,  with respect to any LIBOR Interest  Period for
     which LIBOR is the Index referenced when calculating the Effective Interest
     Rate, a percentage  (expressed as a decimal) equal to the maximum aggregate
     percentage,  if any, in effect two {2) Business Days prior to the first day
     of such LIBOR Interest Period, as specified by regulations issued from time
     to time by the Board of Governors  of the Federal  Reserve  System,  or any
     successor  agency,  for  determining  reserve  requirements  (including all
     basic, emergency, supplemental, marginal and other reserves and taking into
     account any transitional  adjustments or other scheduled changes in reserve
     requirements)  applicable  to  "Eurocurrency  Liabilities",   as  currently
     defined in  Regulation D of the Board of  Governors of the Federal  Reserve
     System. For purposes of this definition, every Loan for which the Effective
     Interest Rate during such LIBOR Interest Period


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<PAGE>


     is to be  calculated by reference to an Index which is LIBOR will be deemed
     a "Eurocurrency Liability" as defined in said Regulation D."

     6.  Section  1.33 of the Loan  Agreement  is hereby  amended to read in its
entirety as follows:

     "1.33.  "Subordinated  Indebtedness"  means  and  refers  to  that  certain
     indebtedness  owing by Borrower to those  holders set forth on the Schedule
     of  Subordinated  Indebtedness  attached  to,  made a part  of and  labeled
     Exhibit 1.33 to the Fourth Amendment to Loan and Financing  Agreement,  the
     payment  of which is  subordinated  in time and  right to the  Indebtedness
     pursuant to the Subordination Agreements, as defined in Section 1.34 of the
     Loan Agreement."

     7.  Section 2 of the Loan  Agreement  is amended to read in its entirety as
follows:

     "2.1 Bank does loan to Borrower and Borrower  does borrow from Bank the sum
     of Five  Million Six Hundred  Thousand and 00/100  Dollars  {$5,600,000.00)
     (hereinafter referred to as the "Term Loan"). The proceeds of the Term Loan
     shall be used solely for the  purpose of (i)  providing  Borrower  with the
     funds required to pay and refinance the Indebtedness evidenced by that term
     note dated April 27, 1995 pursuant to which Borrower  borrowed Four Million
     Eight Hundred Thousand and 001100 Dollars ($4,800,000.00),  (ii) to pay off
     certain   subordinated   indebtedness  and  (iii)  to  provide  acquisition
     financing for Borrower and CBE.

     2.2 Borrower promises and agrees to repay the Term Loan, with interest,  in
     accordance  with the terms and  conditions  hereof and with the  Promissory
     Note  (hereinafter  referred to as the "Term Note") executed by Borrower on
     June  12,1996,  and any  extensions  or renewals,  which Term Note shall be
     payable with interest at the main office of the Bank as follows:

          (a) the  principal  shall be repaid in quarterly  installments  of not
          less than Two Hundred Thousand and 00/100 Dollars  ($200,000.00) each,
          which sums do not include  interest,  commencing  on June 30, 1996 and
          continuing  on each  September  30,  December 31, March 31 and June 30
          thereafter  until March 31, 1999,  at which time the then  outstanding
          principal  balance  shall  become due and  payable,  in its  entirety.
          Installments of principal as provided above have been calculated based
          upon an amount  necessary to amortize the entire debt evidenced  under
          the  Term  Note,  without  interest,  over a seven  (7)  year  period.
          Borrower  acknowledges  that the above  described  amortization  shall
          result in a balloon payment due upon maturity of the Term Note.

          (b) Subject to the  provisions of Section 2.5 of this Loan  Agreement,
          interest on the Term Note shall be paid on each June 30, September 30,
          December  31 and March 31  during  the term of the Term Note at either
          (i) Michigan  National  Bank Prime Rate, as declared from time to time
          or (ii) LIBOR plus 2.50%. Interest shall be calculated on the basis of
          a 360 day year,  for the  actual  number of days  elapsed  in a month,
          until March  31,1999,  at which time all  accrued and unpaid  interest
          shall be due and payable in its entirety.  After maturity  (whether by
          acceleration or otherwise), interest shall be at the per annum rate of
          Two percent in excess of the foregoing rate.

          (c) All payments received  hereunder on the Term Note shall be applied
          first to the payment of  interest  and  thereafter,  to the payment of
          principal.

     2.3 Bank may, at its option, charge Borrower's account(s) maintained at the
     Bank with the amount of any  installment  of principal  and /or interest at
     any time on or after the date such installment becomes due.



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<PAGE>


     2.4 Borrower shall have the right to prepay,  without  penalty,  all or any
     part of the Term Loan; provided,  however, that all accrued interest on the
     principal outstanding balance of the Term Loan shall be paid simultaneously
     with such prepayment,  and that all principal  prepayments shall be applied
     to the principal  installments  hereunder in the inverse order of maturity.
     Notwithstanding  the foregoing,  if LIBOR is used to calculate the interest
     rate applicable to the Term Loan,  Borrower shall only be allowed to prepay
     the Term Loan upon the conclusion of any LIBOR Interest Period.

     2.5 Borrower shall notify Bank of the Interest Rate selected at the time of
     closing of the Term Loan and at least three (3) business  days prior to the
     expiration of the LIBOR  Interest  Period,  Borrower  shall notify Bank, in
     writing or verbally (and  subsequently  confirmed in writing) of which rate
     shall  apply to the Term Loan after the  expiration  of any LIBOR  Interest
     Period.  If Borrower fails to provide three (3) business days notice of its
     intended  interest rate, then the Term Loan shall bear interest at Michigan
     National Bank Prime Rate.  Borrower shall have no right to have LIBOR apply
     to the Term Loan if an Event of Default  has  occurred  and is  continuing.
     Borrower may not elect a LIBOR  Interest  Period which would extend  beyond
     the Due Date of the Term Loan."

     8. Section 3.1 of the Loan  Agreement is amended to read in its entirety as
follows:

     "3.1 Provided that no Event of Default exists under this Loan and Financing
     Agreement and provided  that no event has occurred and is continuing  which
     with the  passage of time would cause an Event of Default  hereunder,  Bank
     shall make loans to Borrower from time to time,  but in no event after July
     15,1997,  in an aggregate  principal balance of up to, but not exceeding at
     any one time,  the  lesser  of the  Borrowing  Base or the sum of  Eighteen
     Million and 00/ 100 Dollars  ($18,000,000.00)  (hereinafter  referred to as
     the "Credit Loan")."

     9. Section  3.2(b) of the Loan  Agreement is hereby  amended to read in its
entirety as follows:

     "(b) Interest on said Credit Loan shall be paid  monthly,  at the per annum
     rate equal to either (i) one eighth of one  percent  1.125%)  less than the
     Michigan  National  Bank Prime Rate,  as declared from time to time or (ii)
     2.35% in excess of LIBOR.  Interest shall be computed on the basis of a 360
     day year for the actual number of days elapsed in a month.  After  maturity
     (whether by acceleration or otherwise),  interest shall be at the per annum
     rate of Two percent in excess of the foregoing rate."

     10. The Loan Agreement is amended to add Section  3.2(d),  which shall read
in its entirety as follows:

     "(d)  Borrower  shall notify Bank of the Interest Rate selected at the time
     of each Advance  under the Credit Loan and at least three (3) business days
     prior to the  expiration  of the LIBOR  Interest  Period,  Borrower  shall!
     notify Bank, in writing or verbally (and subsequently confirmed in writing)
     of which rate shall  apply to the Credit Loan after the  expiration  of any
     LIBOR Interest Period. If Borrower fails to provide three (3) business days
     notice of its  intended  interest  rate,  then the  Credit  Loan shall bear
     interest at Michigan National Bank Prime Rate. Borrower shall have no right
     to have LIBOR apply to the Credit Loan if an Event of Default has  occurred
     and is  continuing.  Borrower may not elect a LIBOR  Interest  Period which
     would extend beyond the Due Date of the Credit Loan."

     11. Bank hereby  waives  compliance  with  Section  6.24 for the payment of
Excess Cash Flow required to be made on June 1, 1996.  This waiver is limited to
this  specific  payment and does not  constitute a waiver of the  obligation  of
Borrower to make future payments of Excess Cash Flow.



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<PAGE>

     12. The first  sentence of Section 7.7 of the Loan  Agreement is amended to
read in its entirety as follows:

     "Pay or declare any  dividend,  in cash or in other  property,  or make any
     other distribution upon its Capital Stock;  provided,  however,  subject to
     the provisions hereof, Borrower may make cash and/or non-cash distributions
     ("Permitted  Distributions")  to  Guarantor,  either by way of dividends or
     otherwise,  during each of Borrowers  fiscal years ending December 31 in an
     amount not to exceed One Million and 00/100 Dollars ($1,000,000.00)."

     13.  Section  7.22  (iii) of the Loan  Agreement  is amended to read in its
entirety as follows:

     "(iii) for the fiscal year  ending  December  31,  1996 and all  subsequent
     fiscal years, 3.50 to 1.00."

     14.  Section  7.25(iii)  of the Loan  Agreement  is  amended to read in its
entirety as follows:

     "(iii) for the fiscal year ending  December  31, 1996,  and all  subsequent
     fiscal   years,   not  less  than  Five  Million   Five  Hundred   Thousand
     ($5,500,000.00)."

     15. The first  sentence of Section 7.27 of the Loan Agreement is amended to
read in its entirety as follows:

     "7.27  Suffer or permit its "Debt  Service  Coverage  Ratio" at any time to
     less than 1.25 to 1.00."

     16. By executing this  Amendment,  Borrower is expressly  reconfirming  the
truthfulness of all representations,  warranties and covenants contained in this
Loan Agreement as of the date of this Amendment. Borrower further certifies that
it has no  knowledge,  after due  inquiry,  of any Event of Default or act which
with the passage of time,  delivery of notice or both, would constitute an Event
of Default hereunder. Borrower agrees to provide Bank with corporate resolutions
authorizing  the  execution  and delivery of this  Amendment  and the  documents
executed  in  conjunction   with  the  Amendment  and  the  performance  of  its
obligations to Bank.

     17. Guarantor consents to the modifications contained in this Amendment and
expressly  acknowledges  that the  Guaranty  remains in full  force and  effect.
Guarantor  agrees to provide Bank with  corporate  resolutions  authorizing  the
execution  and  delivery  of  this  Amendment  and  the  documents  executed  in
conjunction with the Amendment and the performance of its obligations to Bank.

     18.  Except as  expressly  modified  by this  Amendment,  all of the terms,
conditions and provisions  contained in the Loan Agreement  remain in full force
and effect.

     19. This Amendment is governed by and construed in accordance with the laws
of the State of Michigan,  without  reference to choice of law provisions.  This
Amendment  may only be  modified  by a written  agreement  signed by all parties
hereto.  This Amendment may be executed in any number of  counterparts,  each of
which  shall  be an  original  and all of  which,  when  taken  together,  shall
constitute one and the same document.


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<PAGE>


     IN WITNESS WHEREOF,  this Fourth Amendment to Loan and Financing  Agreement
has been duly executed and delivered as of the date first above written.

                                             MICHIGAN  NATIONAL BANK, 
                                             a national banking association

                                             By: /s/ Joseph M. Redouty
                                             -----------------------------------
                                             Joseph M. Redouty
                                             Its: Vice President


                                             CENTURY SUPPLY CORP.,
                                             a Michigan corporation

                                             By: /s/ Wayne R. Miller
                                             -----------------------------------
                                             Wayne R. Miller
                                             Its: President


                                             RICHTON INTERNATIONAL CORPORATION,
                                             a Delaware corporation

                                             By: /s/ Cornelius F. Griffin
                                             -----------------------------------
                                             Cornelius F. Griffin
                                             Its: Vice President-Finance


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