Exhibit 10.11
                                                                    Poughkeepsie



July 6, 2007

David Berman
Suffern Place Associates, LP
c/o Decorative Product Source, Inc.
1 Coates Drive, Suite 5
Goshen, NY 10924

                                        Subject:  Second  Lease  Amendment
                                        Agreement

                                        Premises:  POUGHKEEPSIE,  New  York,
                                        759  Main  Street  (As  described  in
                                        Schedule  A  of  the  May  1, 1998 Lease
                                        Agreement)

                                        Lease  History:

                                             a.   Assumption (and
                                                  Modification) of Lease dated
                                                  September 30, 2003 (the
                                                  "Assumption of Lease
                                                  Agreement")

                                             b.   Lease dated May 1, 1998
                                                  (the "Lease Agreement")

Dear Mr. Berman:

With  regards  to  the above Lease Agreement and amendments and/or modifications
thereto,  by  and  between Suffern Place Associates, LP ("Landlord") and The RAL
Supply  Group,  Inc.  ("Tenant"), Tenant hereby agrees to amend the terms of the
subject  Lease Agreement and amendments and/or modifications thereto as follows:

     1.   Tenant  hereby  exercises  its  option  to  renew  for  five (5) years
          terminating  on  April  30,  2013  pursuant  to  paragraph  1.3 of the
          referenced  Lease  Agreement  and  amendments  and/or  modifications
          thereto.  Landlord  hereby  accepts Tenant's exercise of its option to
          renew  for  the aforementioned five (5) years terminating on April 30,
          2013, the same as if said option were exercised in accordance with the
          terms  of  the  Lease  Agreement  and  amendments and/or modifications
          thereto.

     2.   Commencing  July  1,  2007,  the  Fixed  Minimum  Annual Rent shall be
          the  sum of $67,500.00 ($5,625.00 per month) which on July 1, 2008 and
          each  year  thereafter  shall  be  adjusted for CPI Index increases as
          described  in  Schedule B of the Lease


<PAGE>
          Agreement  and  amendments  and/or  modifications  thereto,  except
          that  the  Base  Month  for  calculation of this increase shall be May
          2007.

     3.   The validity  of  the  Lease  Agreement  and  amendments  and/or
          modifications  thereto  shall  be governed by the laws of the State of
          New  York.

All  other  terms  and  conditions  of  the  aforementioned  Lease Agreement and
amendments  and/or  modifications thereto shall remain in full force and effect.

If  this  agrees  with  your  understanding,  kindly  sign  below.

Sincerely,                              Agreed and Accepted:

The RAL Supply Group, Inc.              Suffern PlaceAssociates, LP
f/k/a RALPurchasing Corp.

By:   /s/ William Pagano                By:   /s/ David Berman
     ----------------------------          -----------------------------
     William Pagano, Executive VP          David Berman, Managing Member
                                           (President)


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