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EXHIBIT 10.2

            ADDENDUM TO STOCK ACQUISITION-DISTRIBUTION AGREEMENT WITH
                         REDWOOD SECURITIES GROUP, INC.

       Estimated Potential Value of Stock Dividend to Global Shareholders


REDWOOD SECURITIES GROUP, INC. (Redwood), San Francisco, California, is a young
and dynamic securities company that focuses its efforts in three primary areas:
Investment Banking/Broker Dealer; Debt Securities - U.S. Treasuries, U.S.
Agencies and Corporates; and International Finance Advisory. Redwood is
certified as a Minority Business Enterprise by the California State Treasurer's
Office as well as the City and County of San Francisco.

Incorporated in California in October of 1990, Redwood is engaged in the
municipal and corporate investment banking business as a licensed securities
broker/dealer. Since its inception, Redwood has placed an emphasis on fixed
income securities in both the public and corporate finance areas. Redwood has
evolved into a full service investment-banking firm and has recently enhanced
its equity trading, sales, research and underwriting capabilities.

A member of the National Association of Securities Dealers (NASD), the Municipal
Securities Rulemaking Board (MSRB) and the Securities Investor Protection
Corporation (SIPC), Redwood clears its securities transactions through Pershing
LLC. For current information please refer to the Company's website,
www.redsec.com and the financial reports as reported to the Securities Exchange
Commission under file # 008-43182.

For the fiscal year ending June 30, 2004, the Company, based on current year's
revenue to date (but excluding anticipated revenue from an 8-person Los Angeles
office which should equal at least an additional $1.2 M in annualized revenue),
based on REDWOOD'S FOCUS Report is expected to be $5.3 M.


                            COMPARATIVE COMPANIES(1)


1.)      SIEBERT FINANCIAL CORP. - Symbol: SIEB

         Siebert Financial Corp. is a holding company that conducts its retail
         discounted brokerage and investment banking business through its wholly
         owned subsidiary, Muriel Siebert & Co., Inc. Siebert's principal
         activity is providing internet and traditional discount brokerage and
         related services to retail investors.

                  Price/Sales Ratio                  ttm Revenue
                  -----------------                  -----------
                        2.55                           $24.10M

----------------

(1)   The data acquired for this comparative research was obtained from the
      Internet website Yahoo.Com utilizing the financial section of that
      website. In particular, http://biz.yahoo.com/p/brokerconameu.html. This
      data was accessed on 12/27/2003.


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2.)      US GLOBAL INVESTORS INC. - Symbol: GROW

         U.S. Global Investors Funds (Trust) is organized as a Massachusetts
         business trust, consisting of nine separate funds. The nine funds
         include U.S. Treasury Securities Cash, U.S. Government Securities
         Savings, Near-Term Tax Free, Tax Free, All American Equity, China
         Region Opportunity, Global Resources, World Precious Minerals and Gold
         Shares. All funds are diversified, with the exception of China Region
         Opportunity, Global Resources, World Precious Minerals and Gold Shares.
         U.S. Global Investors, Inc., under an investment advisory agreement
         with the Trust in effect through February 29, 2004, furnishes
         management and investment advisory services, and, subject to the
         supervision of the trustees, directs the investments of each fund
         according to its investment objectives, policies and limitations. The
         adviser also furnishes all necessary office facilities, business
         equipment and personnel for administering the affairs of the Trust.

                  Price/Sales Ratio                  ttm Revenue
                  -----------------                  -----------

                        3.69                            $7.48M


3.)      WINMILL & CO. INC. Symbol: WNMLA

         Winmill & Co. Incorporated is a holding company with three principal
         subsidiaries: CEF Advisers, Inc., (CEF), Investor Service Inc. and
         Midas Special Equities Fund, Inc. The closed-end funds are Global
         Income Fund, Inc. and Internet Growth Fund, Inc. ISC was organized in
         1985 and is registered with the Securities and Exchange Commission
         (SEC) as a broker/dealer and is a member of the National Association of
         Securities Dealers (NASD). ISC acts as the principal distributor for
         the open-end Funds and is engaged in proprietary securities
         trading.Center, Inc. (ISC) and Midas Management Corporation (MMC). MMC
         and CEF act as investment managers to open-end and closed-end
         management investment companies (the Funds). The open-end Funds are
         Dollar Reserves, Inc., Midas Fund,

                  Price/Sales Ratio                  ttm Revenue
                  -----------------                  -----------

                        2.23                           $1.174M


4.)      WESTWOOD HOLDINGS GROUP INC. Symbol: WHG

         Westwood Holdings Group, Inc. manages investment assets and provides
         services for its clients through its two subsidiaries, Westwood
         Management Corp. and Westwood Trust. Westwood Management provides
         investment advisory services to corporate pension funds, public
         retirement plans, endowments and foundations, mutual funds and clients
         of Westwood Trust. Westwood Trust provides to institutions and
         high-net-worth individuals trust and custodial services and
         participation in common trust funds that it sponsors.

                  Price/Sales Ratio                  ttm Revenue
                  -----------------                  -----------

                        4.65                            $21.62M


5.)      EQUUS II INC. Symbol: EQS

         Equus II Incorporated is a closed-end fund that seeks to achieve
         capital appreciation principally by making investments in equity and
         equity-oriented securities issued by privately owned companies in
         transactions negotiated directly with such companies (Portfolio
         Companies). The Company seeks to invest primarily in companies that
         intend to acquire other businesses, including through leveraged
         buyouts. Equus II may also invest in recapitalizations of existing
         businesses or special situations, from time to time. The Company's
         investments in Portfolio Companies consist principally of equity
         securities such as common and preferred stock, but also include other
         equity-oriented securities such as debt convertible into common or
         preferred stock or debt combined with warrants, options or other rights
         to acquire common or preferred stock. Equus II has engaged Equus
         Capital Management Corporation to provide certain investment management
         and administrative services to the Company.

                  Price/Sales Ratio                  ttm Revenue
                  -----------------                  -----------

                       7.90                             $3.79M


6.)      DIAMOND HILL INVESTMENT GROUP Symbol: DHIL

         Diamond Hill Investment Group, Inc. is a holding company with two
         subsidiary operating companies. Diamond Hill Capital Management, Inc.
         (DHCM) is a wholly owned subsidiary of the Company and a registered
         investment advisor. Diamond Hill Securities, Inc. (DHS) is a wholly
         owned subsidiary of DHCM and trades securities on a fully disclosed
         basis and clears customer transactions through an unaffiliated
         broker-dealer that also maintains the customer accounts. The Company
         operates primarily as a holding company with investment advisory
         services provided by DHCM and DHS and underwriting and broker-dealer
         operations conducted by DHS. It maintains an investment portfolio,
         primarily composed of mutual funds and the investment partnership,
         which are managed by DHCM.

                  Price/Sales Ratio                  ttm Revenue
                  -----------------                  -----------

                         8.88                           $1.02M


7.)      CROWN FINANCIAL GROUP INC. Symbol: CFGI (Formerly known as M.H. Myerson
         & Co.)

         M.H. MEYERSON & CO., INC., d/b/a Crown Financial Group, Inc. (the
         "Company"), is a leading market maker currently trading in
         approximately 7,300 securities listed on the Nasdaq National Market
         System, Nasdaq SmallCap, OTC Bulletin Board and the Pink Sheets. The
         Company is a registered broker-dealer with the Securities and Exchange
         Commission ("SEC") and is a member of the National Association of
         Securities Dealers, Inc. ("NASD").

                  Price/Sales Ratio                  ttm Revenue
                  -----------------                  -----------

                        1.95                           $10.43M


                      SELECTED COMPARABLE COMPANIES AVERAGE
                      -------------------------------------

                  Price/Sales Ratio                  ttm Revenue
                  -----------------                  -----------

                        4.55                           $9.94M

                       BASIS FOR VALUATION METHOD SELECTED
                       -----------------------------------

As its principle method of valuation, one can only select the MARKET PRICE
CAPITALIZATION TO SALE Method of Valuation due to the fact REDWOOD SECURITIES
GROUP, INC. is a privately-held company and thus, tax plans its earnings to
maximize cash flow, particularly for new product development and market
penetration (i.e. expanding it customer base). Thus, the use of BOOK VALUE or
the EARNINGS CAPITALIZATION METHODS would be inappropriate along with the
DISCOUNTED CASH METHOD OF VALUATION.


              Estimated Dividend to Global Shareholders Calculation
              -----------------------------------------------------

The estimated total dividend to all (common and preferred) shareholders of
Global Medical Products Holdings, Inc. is $3.67 million. This is based on an
estimated total dividend valued at $1.54 MILLION to the common shareholders and
$2.13 MILLION to the preferred shareholders. SEE SCHEDULE A FOR FURTHER
BREAKDOWN OF DISTRIBUTION CALCULATION.