<PAGE>

                             SECOND LEASE AMENDMENT
                             ----------------------

                  AGREEMENT, made as of the 12th day of April, 2000, by and
         between PARK ASSOCIATES, a New York partnership, with an office at 1
         Executive Drive, Edgewood, New York 11717, (hereafter "Landlord") and
         SUPERIOR SUPPLEMENTS, INC., a corporation duly organized and existing
         under the law of the state of Delaware, with an office at 270 Oser
         Avenue, Hauppauge, New York 11788 (hereafter "Tenant").

                                   WITNESSETH
                                   ----------

                  WHEREAS, Landlord and Tenant entered into an Agreement of
         Lease, dated April 30, 1996, for the leasing by Landlord and the hiring
         by Tenant, of those certain premises known as 270 Oser Avenue,
         Hauppauge, New York, (the "Premises"), for the term, for the rent and
         on such other terms and conditions as set forth in the Lease; and

                  WHEREAS, Landlord and Tenant entered into an amendment, dated
         March 5, 1998, to the Agreement of Lease, whereby the term of the Lease
         was extended until October 14, 2000, for the rent and on all of the
         terms and conditions as set forth in the Agreement of Lease, as amended
         (the Agreement of Lease, as amended, the "Lease"); and

                  WHEREAS, the Lease is currently in full force and effect and
         Tenant is occupying the Premises; and

                  WHEREAS, the term of the Lease is to end on October 14, 2000;
         and

                  WHEREAS, in Section 20 (B) of the Lease, Tenant shall have the
         option to extend the term of the Lease for an additional period of two
         (2) years until October 14, 2002, on such terms and conditions as set
         forth therein; and

                  WHEREAS, Tenant has, by written notice dated March 23, 2000,
         exercised its option to extend the term of the tease for an additional
         period of two (2) years from October 14, 2000, so that the term of the
         Lease shall end on October 14, 2002, for the rent, and on such other
         terms and conditions of the Lease and as set forth herein;

                  WHEREAS, Tenant and Landlord desire to enter into an agreement
         to reflect the extension of the tern of the Lease for an additional
         period of two (2) years from October 14, 2000, so that the term of the
         Lease shall end on October 14, 2002, for the rent, and on such other
         terms and conditions of the Lease and as set forth herein;

                  NOW, THEREFORE, in consideration of the Lease, the Lease
         Amendment, the mutual covenants and promises contained herein, and
         other good and valuable consideration, the receipt and sufficiency of
         which are hereby acknowledged, Landlord and Tenant agrees as follows:

         1.       Landlord and Tenant hereby ratify and confirm the recitals.

         2.       In accordance with Section 20 (B) of the Lease, Tenant has
exercised its option to extend the term of the Lease for an additional period of
two (2) years from October 14, 2000.

         3.       Notwithstanding anything contained in the Lease, Section 2 (A)
of the Lease is hereby amended to extend the term of the Lease for an additional
period of two (2) years from the present expiration date thereof, so that the
term of the Lease shall end on October 14, 2002, instead of October 14, 2000,
unless such term shall sooner cease and expire as in the Lease provided.

         4.       Section 3(A)(1) of the Lease is amended by adding the
following subparagraphs thereto:

                  (vii) For the period October 15, 2000 through October 14,
         2001, Base Rent shall be two hundred eighty-three thousand five hundred
         and 00/100 ($283,500.00) dollars, payable twenty-three thousand six

<PAGE>

         hundred twenty-five and 00/100 ($23,625.00) dollars monthly

                  (viii) For the period October 15, 2001 through October 14,
         2002, Base Rent shall be two hundred ninety-seven thousand six hundred
         seventy-five and 00/100 ($297,675.00) dollars, payable twenty-four
         thousand eight hundred six and 25/100 ($24,806.25) dollars monthly.

         5.       During the term of the Lease as extended hereby, in addition
to the annual Base Rent, Tenant agrees to, and shall continue to, abide by each
and every obligation of Tenant under the Lease, and shall continue to pay for
all items Tenant was paying for during the original term and First Extension
Term of the Lease, as and when Tenant paid for such items during the original
term and First Extension Term of the Lease, such as and including, without
limitation, real estate taxes and sewer charges.

         6.       Tenant warrants and represents to Landlord that there was no
broker instrumental in bringing about or consummating this Second Lease
Amendment and Tenant has had no conversations with any broker (s) in connection
with this Second Lease Amendment. Tenant agrees to indemnify, defend and hold
Landlord harmless from and against any and all costs, commissions, expenses,
claims, suits, actions, judgments, etc., including Landlord's attorneys fees, of
or by any broker for a commission or fee in connection with this second Lease
Amendment.

         7.       Tenant acknowledges and agrees that Landlord has not offered
to do, and Landlord has no obligation to do, any work or make any repairs,
alterations, modifications, improvements, changes or additions to the premises
in connection with this Second Lease Amendment.

         8.       Tenant warrants and represents to Landlord that it has no
cause of action, whether at law or in equity, including without limitation, any
offset(s), counterclaim(s) or defense(s), with respect to the Lease.

         9.       The Lease, as amended herein, may only be modified by a
writing executed by the parties hereto.

         10.      The covenants, conditions and agreements of the Lease, as
amended herein, shall bind and inure to the benefit of Landlord and Tenant and
their respective heirs, distributees, executors, administrators, successors, and
except as otherwise provided in the Lease, their assigns.

         11.      The Lease, as modified by this Second Lease Amendment,
contains the entire understanding and agreement between Landlord and Tenant; all
prior agreements, both oral and written, are merged herein and therein and are
superseded hereby and thereby.

         12.      As hereinabove amended, changed or modified, the Lease is, and
shall remain, in full force and effect in accordance with its terms, and each
and every agreement, term, covenant and condition thereof is hereby ratified,
confirmed and continued.

         IN WITNESS WHEREOF, Landlord and Tenant have hereunto set their
respective hands as of the day and year first above written.

LANDLORD: PARK ASSOCIATES


By: /s/ Gerald Wolkoff,
    --------------------------------
        Gerald Wolkoff, Partner

TENANT:   SUPERIOR SUPPLEMENTS, INC.


By: /s/ Larry Simon
    --------------------------------
        Larry Simon, President