Exhibit 10.23



FIRST AMENDMENT TO LEASE



This First Amendment to LEASE made this 26thday May, 2004 by and between CHAPEL AND STATE, LLC (collectively, the Landlord) and CORNERSTONE BUSINESS CREDIT, INC.(the Tenant).



W I T N E S S E T H:



WHEREAS,the Landlord and the Tenant entered into a certain Lease
Agreement dated June 4, 2002 with respect to property located at 746 Chapel St, New Haven, CT (the Agreement); and



WHEREAS,the Landlord and the Tenant wish to amend the Agreement, as hereinafter set forth.



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



1. Section 1.1
Premises or Demised Premises of the Agreement is hereby modified and the following new language is added : 2ndFloor
 Suite 204  3 Rooms



2. Section 1.1 Paragraph II
 the first sentence is hereby deleted and the following new sentence inserted: Landlord hereby lease to Tenant and Tenant hires from Landlord, the premises shown as the cross hatched area on Exhibit A attached hereto and made part hereof known
as Office No. 204 with a load factor of 15% and consisting of approximately 1,290square feet and comprising of five (5%)percent of the total building rentable space (Premises) in a building (Building) owned by
Landlord and more particularly known as the Street Building, 746 Chapel Street in the City of New Haven and State of Connecticut, which is part of the real estate more particularly described on Exhibit B attached hereto and made part hereof
(Property).



3. Exhibit A is hereby deleted and
Exhibit A-1 is inserted.



4. Exhibit C is hereby
deleted and the following shall be inserted: The annual Base Rent for each lease year shall be $ 14,689.92 payable in monthly installments of $ 1,224.16 through the end of the Lease term.



5. Exhibit F is hereby amended and the following new language is added:
Install new carpeting in the Premises.



6. As modified
herein, the Agreement is hereby ratified and confirmed and shall remain in full force and effect.



7. All capitalized terms not otherwise defined herein shall have the same meaning as in the Lease.



IN WITNESS WHEREOF, the parties have set their hands as of the day and
year first above written.



| |  |                             |  |                                   |  |     |  |                                
| |  | --------------------------- |  | --------------------------------- |  | --- |  | -------------------------------
| |  |                             |  | Cornerstone Business Credit, Inc.
| |  |                             |  |                                  
| |  | /s/    MERRILL J. FORGOTSON |  |                                   |  | By: |  | /s/    CHRISTOPHER J.
EARLE    
| |  |                             |  |                                   |  |     |  | President                      
| |  |                            
| |  |                             |  | Chapel and State, LLC            
| |  |                             |  |                                  
| |  | /S/    TODD NICOTRA         |  |                                   |  | By: |  | /S/    CHRIS NICOTRA           
| |  |                             |  |                                   |  | Its |  | _______________________ 6/30/04





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Exhibit A1



PREMISES



The Street Building



746 Chapel Street

New Haven, CT 06511

2ndfloor  Suite 204



|       |  |        |  |       
|------ |  | ------ |  | ------
|D      |  | D      |  | D     
|Room 1 |  | Room 2 |  | Room 3



Chapel Street



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