AMENDED AND RESTATEDREVOLVING CREDIT NOTE 

        **FORVALUE RECEIVED AND INTENDING TO BE LEGALLY BOUND,** the Undersigned (jointly andseverally, if more than one) promises to pay to the order of **STANDARD FEDERAL BANK,NATIONAL ASSOCIATION**(hereinafter, together with any holder hereof, called“**Lender**”), at the main office of Agent (as hereinafter defined), theprincipal sum of Eight Million Five Hundred Thousand Dollars ($8,500,000.00) plusthe aggregate unpaid principal amount of all loans and advances made by Lender or Agent tothe Undersigned (or any one of them, if more than one) pursuant to and in accordance with**Subsection 2(a)** of the Loan Agreement (as hereinafter defined) inexcess of such amount, or, if less, the aggregate unpaid principal amount of all loans andadvances made by Lender to the Undersigned (or any one of them, if more than one) pursuantto and in accordance with **Subsection 2(a)** of the Loan Agreement. TheUndersigned (jointly and severally, if more than one) further promises to pay interest onthe outstanding principal amount hereof on the dates and at the rates provided in the LoanAgreement from the date hereof until payment in full hereof. 

        ThisNote is referred to in and was delivered pursuant to that certain Loan and SecurityAgreement dated June 26, 2002 among LaSalle Business Credit, Inc.(**“Agent”**), Lender, the Undersigned and the Guarantors named therein (asamended by that certain First Amendment to Loan and Security Agreement dated July 18,2003, that certain Second Amendment to Loan and Security Agreement dated of even dateherewith and as it may be further amended, modified or supplemented from time to time,together with all exhibits thereto, the **“Loan Agreement”**), and evidencesthe Undersigned’s Liabilities in respect of Revolving Loans. All terms which arecapitalized and used herein (which are not otherwise defined herein) shall have themeaning ascribed to such terms in the Loan Agreement. 

        Theoutstanding principal balance hereunder and all accrued and unpaid interest thereon shallbe due and payable in full when and as provided for in the Loan Agreement. 

        TheUndersigned (and each one of them, if more than one) hereby authorizes the Agent to chargeany account of the Undersigned (and each one of them, if more than one) for all sums duehereunder. If payment hereunder becomes due and payable on a Saturday, Sunday or legalholiday under the laws of the United States or the Commonwealth of Pennsylvania, the duedate thereof shall be extended to the next succeeding Business Day, and interest shall bepayable thereon at the rate specified during such extension. Credit shall be given forpayments made in the manner and at the times provided in the Loan Agreement. It is theintent of the parties that the rates of interest and other charges to the Undersignedunder this Note shall be lawful; therefore, if for any reason the interest or othercharges payable hereunder are found by a court of competent jurisdiction, in a finaldetermination, to exceed the limit which Agent or Lender may lawfully charge theUndersigned, then the obligation to pay interest or other charges shall automatically bereduced to such limit and, if any amount in excess of such limit shall have been paid,then such amount shall be refunded to the Undersigned. 

        TheUndersigned (and each one of them, if more than one) waives the benefit of any law thatwould otherwise restrict or limit Agent or Lender in the exercise of its right, which ishereby acknowledged, to set-off against the Liabilities, without notice and at any timehereafter, any indebtedness matured or unmatured owing from Agent or Lender to theUndersigned (or any one of them). The Undersigned (and each one of them, if more than one)waives every counterclaim (other than those that are not permitted to be brought inseparate actions) or setoff which the Undersigned (or any one of them) may now have orhereafter may have to any action by Agent and/or Lender in enforcing this Note and/or anyof the other Liabilities, or in enforcing Agent’s and/or Lender’s rights in theCollateral and ratifies and confirms whatever Agent and/or Lender may do pursuant to theterms hereof and of the Loan Agreement and with respect to the Collateral and agrees thatneither Agent nor Lender shall be liable for any error in judgment or mistakes of fact orlaw except for gross negligence or willful misconduct. 

        TheUndersigned, any other party liable with respect to the Liabilities and any and allendorsers and accommodation parties, and each one of them, if more than one, waive any andall presentment, demand, notice of dishonor, protest, and all other notices and demands inconnection with the enforcement of Agent’s and Lender’s rights hereunder. 

        Theloans evidenced hereby have been made and this Note has been delivered at Philadelphia,Pennsylvania. THIS NOTE SHALL BE GOVERNED AND CONTROLLED BY THE INTERNAL LAWS OF THECOMMONWEALTH OF PENNSYLVANIA AS TO INTERPRETATION, ENFORCEMENT, VALIDITY, CONSTRUCTION,EFFECT, AND IN ALL OTHER RESPECTS, INCLUDING WITHOUT LIMITATION, THE LEGALITY OF THEINTEREST RATES AND OTHER CHARGES, and shall be binding upon the Undersigned (and each oneof them, if more than one) and the Undersigned’s legal representatives, successorsand assigns (and each one of them, if more than one). If this Note contains any blankswhen executed by the Undersigned (or any of them, if more than one), the Agent or Lenderis hereby authorized, without notice to the Undersigned (or any of them, if more than one)to complete any such blanks according to the terms upon which the loan or loans weregranted. Wherever possible, each provision of this Note shall be interpreted in suchmanner as to be effective and valid under applicable law, but if any provision of thisNote shall be prohibited by or be invalid under such law, such provision shall beseverable, and be ineffective to the extent of such prohibition or invalidity, withoutinvalidating the remaining provisions of this Note. If more than one party shall executethis Note, the term “**Undersigned**” as used herein shall mean all partiessigning this Note, and each one of them, and all such parties, their respective legalrepresentatives, successors and assigns, shall be jointly and severally obligatedhereunder. 

        Toinduce the Lender to make, or continued to make, the loan evidenced by this Note, theUndersigned (and each one of them, if more than one) (i) irrevocably agrees that, subjectto Agent’s and Lender’s sole and absolute election, all actions arising directlyor indirectly as a result or in consequence of this Note or any other agreement with theAgent, or the Collateral, shall be instituted and litigated only in courts having situs inthe City of Philadelphia, Pennsylvania; (ii) hereby consents to the exclusive jurisdictionand venue of any State or Federal Court located and having its situs in said city; and(iii) waives any objection based on forum non-conveniens. IN ADDITION, AGENT, LENDER ANDTHE UNDERSIGNED (OR ANY ONE OF THEM, IF MORE THAN ONE) HEREBY WAIVE TRIAL BY JURY IN ANYACTION OR PROCEEDING WHICH PERTAINS DIRECTLY OR INDIRECTLY TO THIS NOTE, THE LIABILITIES,THE COLLATERAL, ANY ALLEGED TORTIOUS CONDUCT BY THE UNDERSIGNED (OR ANY ONE OF THEM, IFMORE THAN ONE), AGENT OR LENDER OR WHICH IN ANY WAY, DIRECTLY OR INDIRECTLY, ARISES OUT OFOR RELATES TO THE RELATIONSHIP BETWEEN THE UNDERSIGNED, ON THE ONE HAND (OR ANY ONE OFTHEM, IF MORE THAN ONE), AND AGENT AND LENDER ON THE OTHER. In addition, the Undersignedagrees that all service of process shall be made as provided in the Loan Agreement. 

        Asused herein, all provisions shall include the masculine, feminine, neuter, singular andplural thereof, wherever the context and facts require such construction and in particularthe word **“Undersigned”**shall be so construed. 

        ThisAmended and Restated Revolving Credit Note constitutes the increase, amendment andrestatement of that certain Revolving Credit Note dated June 26, 2002 in the face amountof Five Million Dollars ($5,000,000.00) executed by the Undersigned payable to the orderof Lender (the **“Prior Note”**), and, as such, is secured by all liens,security interests, assignments, pledges, rights and remedies securing the Prior Note, andevidences all indebtedness previously advanced and unpaid under the Prior Note. Nothingcontained herein shall be deemed to constitute a novation, termination, waiver, release,satisfaction, accord or accord and satisfaction of the Prior Note or any indebtednessevidenced thereby. 

        **INWITNESS WHEREOF,** the Undersigned, has executed this Note on the date above set forth.