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                                                                 EXHIBIT 10.30.1

                      FIRST AMENDMENT TO AGREEMENT OF SALE


         This First Amendment to Agreement of Sale (this "Amendment") is made
effective as of the 12th day of March, 2001, by and between HOME INTERIORS &
GIFTS, INC., a Texas limited liability company ("Seller"), and LINCOLN PROPERTY
COMPANY COMMERCIAL, INC., a Texas corporation, and/or its assigns or affiliates
thereof ("Purchaser").

                                   WITNESSETH:

         WHEREAS, Seller and Purchaser heretofore entered into that certain
Agreement of Sale (the "Agreement") dated effective as of January 5, 2001,
pursuant to the terms of which Seller agreed to sell and Purchaser agreed to buy
certain real property located at the Southeast corner of Freeport Parkway and
Burns Street in the City of Coppell, County of Dallas, State of Texas, as more
particularly described therein (the "Property").

         WHEREAS, Seller and Purchaser now desire to amend the Agreement in
certain respects, as more particularly described below.

         NOW, THEREFORE, for and in consideration of the premises, and other
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Seller and Purchaser hereby agree as follows:

         1.       Defined Terms. All terms which are defined in the Agreement
                  shall have the same meaning when used herein, unless
                  specifically provided herein to the contrary.

         2.       Additional Escrow Deposit. Within three (3) business days
                  following the execution of this Amendment by both Purchaser
                  and Seller, Purchaser shall deposit the sum of $10,000.00 with
                  the Title Company as an additional escrow deposit ("Additional
                  Escrow Deposit"), which Additional Escrow Deposit (together
                  with the Escrow Deposit previously delivered by Purchaser in
                  connection with this Agreement) shall be applied to the
                  Purchase Price at Closing. Upon the Title Company's receipt of
                  the Additional Escrow Deposit from Purchaser, such amount
                  shall immediately become non-refundable to Purchaser, except
                  in the event of Seller's default under the Agreement or the
                  failure of the conditions set forth in Article VII of the
                  Agreement to be satisfied and/or waived by Purchaser.

         3.       Purchase Price. The provisions of Section 1.02 of the
                  Agreement (Purchase Price) are hereby deleted in their
                  entirety and replaced with the following provisions:

                           "1.02 Purchase Price. The purchase price (the
                           "Purchase Price") to be paid for the Property shall
                           be SIX HUNDRED THIRTY-FIVE THOUSAND THIRTY-SIX AND
                           NO/100 DOLLARS ($635,036.00). The Purchase Price has
                           been determined on the basis of the Property
                           containing approximately 317,517.60 square feet
                           (7.2892 acres) and a purchase price per square foot
                           of $2.00. The Purchase Price, as adjusted by


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                           closing costs and prorations as hereinafter provided,
                           shall be paid by Purchaser to Seller in cash at the
                           Closing."

         4.       Inspection Period. Purchaser and Seller hereby acknowledge and
                  confirm that, pursuant to the provisions of Section 2.05 of
                  the Agreement (Inspection Period), the Inspection Period shall
                  expire at 5:00 p.m. (Dallas, Texas time) on Monday, April 9,
                  2001.

         5.       Closing Date. The provisions of Section 3.01 of the Agreement
                  (Closing Date) shall be deleted in their entirety and replaced
                  with the following:

                           "The consummation of the transactions contemplated by
                           this Agreement (the "Closing") shall take place in
                           the offices of the Title Company on or before
                           Wednesday, May 9, 2001, not later than 5:00 p.m.,
                           Dallas, Texas time (the "Closing Date").

         6.       Utility Easement. A new Section 7.01(g) (Utility Easement)
                  shall be added to the Agreement and shall read as follows:

                           "(g) Utility Easement. All right, title and interest
                           in and to that certain Utility Easement ("Utility
                           Easement") shown on the plat recorded in Volume
                           99228, Page 79, Map Records, Dallas County, Texas,
                           and located on the Property shall be fully terminated
                           and released of record by the City of Coppell
                           pursuant to a written instrument recorded in the
                           Official Records of Dallas County, Texas. Seller
                           agrees to reasonably cooperate with Purchaser in
                           obtaining such instrument from the City of Coppell."

         7.       Counterparts; Facsimile Signatures. This Amendment may be
                  executed in separate counterparts, each of which shall be an
                  original and all of which when taken together shall constitute
                  one and the same instrument. Further, this Amendment may be
                  executed by both Seller and Purchaser by facsimile signature,
                  such that execution of this Amendment by facsimile signature
                  shall be deemed effective for all purposes as though this
                  Amendment was executed as a "blue ink" original.

         8.       Ratification. Except as amended hereby, the Agreement shall be
                  and remain in full force and effect and is hereby ratified and
                  confirmed by Seller and Purchaser. To the extent any of the
                  terms and provisions of the Agreement are inconsistent with
                  the terms and provisions of this Amendment, the terms and
                  provisions of this Amendment shall govern and control.



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EXECUTED by Seller and Purchaser as of the date first above written.

                                   SELLER:

                                   HOME INTERIORS & GIFTS, INC.
                                   a Texas corporation


                                   By:    /s/ KENNETH J. CICHOCKI
                                      ------------------------------------------
                                   Print:   Kenneth J. Cichocki
                                         ---------------------------------------
                                   Its:     Vice President
                                       -----------------------------------------


                                   PURCHASER:

                                   LINCOLN PROPERTY COMPANY COMMERCIAL, INC.,
                                   a Texas corporation


                                   By:    /s/ THOMAS H. KUHLMAN
                                      ------------------------------------------
                                   Name:  Thomas H. Kuhlman
                                        ----------------------------------------
                                   Title: Senior Vice President
                                         ---------------------------------------

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