EXHIBIT (4)(vix)

                                            
                                                           February 18, 1999




Brite-Line Technologies, Inc.
10660 East 51st Avenue
Denver, CO 80239

Re: Second Amendment

Gentlemen:

     Brite-Line Technologies, Inc., a Massachusetts corporation 
("Borrower") and LaSalle National Bank, a national banking association 
("Bank") have entered into that certain Loan and Security Agreement 
dated February 25, 1997 (the "Security Agreement"). From time to time 
thereafter, Borrower and Bank may have executed various amendments 
(each an "Amendment" and collectively the "Amendments") to the Security 
Agreement (the Security Agreement and the Amendments hereinafter are 
referred to, collectively, as the "Agreement"). Borrower and Bank now 
desire to further amend the Agreement as provided herein, subject to the 
terms and conditions herein set forth.

     NOW, THEREFORE, in consideration of the foregoing recitals, the 
mutual covenants and agreements set forth herein and other good and 
valuable consideration, the receipt and sufficiency of which are hereby 
acknowledged, the parties hereto hereby agree as follows:

1.      The Agreement hereby is amended as follows:

 (a)     Paragraph (1) of the Agreement is amended to add the 
  following provision:

      (a)(a)  "LIBOR Rate" shall mean with respect to any LIBOR Rate 
Loan for any Interest Period (as defined in subparagraph 
(3)(b) of Exhibit A of the Agreement), a rate per annum 
equal to the offered rate for deposits in United States 
dollars for a period equal to such Interest Period as it 
appears on Telerate page 3750 as of 11:00 a.m. (London 
time) two Business Days prior to the first day of such 
Interest Period.  "Telerate page 3750" means the display 
designated as "Page 3750" on the Telerate Service (or such 
other page as may replace page 3750 of that service or 
such other service as may be nominated by the British 
Bankers' Association as the vendor for the purpose of 
displaying British Bankers' Association interest settlement 
rates for United States dollar deposits).


(b)     Subparagraph (7)(c) of the Agreement is deleted in its entirety 
and the following is substituted in its place:

       (c)     Bank shall, within two (2) business days after receipt by Bank 
at its office in Chicago, Illinois of cash or other immediately 
available funds from collections of items of payment and 
proceeds of any Collateral, apply the whole or any part of such 
collections or proceeds against the Liabilities in such order as 
Bank shall determine in its sole discretion.

(c)     Paragraph (1) of Exhibit A of the Agreement is deleted in its entirety 
and the following is substituted in its place:

       (1)     LOAN LIMIT: Bank may, in its sole discretion, advance 
an amount up to the sum of the following sublimits (the "Loan Limit"):

       (a)     Subject to Paragraph (2) of this Exhibit A, up to eighty-
five percent (85%) of the face amount (less maximum 
discounts, credits and allowances which may be taken 
by or granted to Account Debtors in connection 
therewith) of Borrower's Eligible Accounts; provided, 
that with respect to Eligible Accounts which are payable 
in currencies other than U.S. Dollars, the face amount 
and all discounts, credits and allowances shall be 
determined using the U.S. Dollar equivalent thereof at 
such time, determined with such frequency as Bank 
shall require, but not less than weekly, based on the 
exchange rates published in the Wall Street Journal on 
the date of determination; plus

      (b) Up to fifty-five percent (55%) of the lower of 
the cost or market value of Borrower's Eligible Inventory or One 
Million Two Hundred Fifty Thousand and No/100 
Dollars ($1,250,000.00), whichever is less; minus

      (c) Such reserves as Bank elects, in its sole discretion, to 
establish from time to time;

provided, that the aggregate amount of Loans made 
pursuant to (i) subparagraph (b) above; and (ii) Loans, 
as such term is defined in that certain Loan and 
Security Agreement entered into by and between 
Plymouth Rubber Company, Inc. ("Plymouth") and 
Bank dated June 6, 1996, as it may be amended from 
time to time (the "Plymouth Rubber Agreement"), made 
pursuant to subparagraph (1)(b) of Exhibit A of the 
Plymouth Rubber Agreement shall in no event exceed 
Seven Million Two Hundred Fifty Thousand and 
No/Dollars ($7,250,000);

further provided,  that the aggregate Loan Limit shall in 
no event exceed Four Million and No/100 Dollars 
($4,000,000.00), except as such amount may be 
increased or decreased by Bank, in its sole discretion, 
from time to time; and

further provided, that the aggregate amount of Loans to 
(i) Borrower under this Agreement; and (ii) the 
aggregate amount of Loans to Plymouth under the 
Plymouth Agreement shall in no event exceed Eighteen 
Million and No/100 Dollars ($18,000,000.00).

(d) Subparagraph (3)(a) of Exhibit A of the Agreement (but excluding 
Paragraph (3).(1) of Exhibit A of the Agreement) is deleted in its entirety 
and the following is substituted in its place:

      (3) INTEREST RATE: Subject to the terms and conditions set 
forth below, the Loans shall bear interest at the per annum 
rate of interest set forth in subsection (a) or (b) below:

       (a)     Bank's publicly announced prime rate per annum 
(which is not intended to be Bank's lowest or most 
favorable rate in effect at any time) (the "Prime Rate") 
in effect from time to time, payable on the last Business 
Day of each month in arrears.  Said rate of interest 
shall increase or decrease by an amount equal to each 
increase or decrease in the Prime Rate effective on the 
effective date of each such change in the Prime Rate.

       (b)     Two percent (2%) per annum in excess of the LIBOR 
Rate for the applicable Interest Period, such rate to 
remain fixed for such Interest Period. "Interest Period" 
shall mean any continuous period of thirty (30), sixty 
(60), ninety (90) or one hundred eighty (180) days, as 
selected from time to time by Borrower by irrevocable 
notice (in writing, by telex, telegram or cable) given to 
Bank not less than three (3) Business Days prior to 
the first day of each respective Interest Period 
commencing on the date hereof; provided that:  (i) 
each such period occurring after such initial period 
shall commence on the day on which the immediately 
preceding period expires; (ii) the final Interest Period 
shall be such that its expiration occurs on or before 
the end of the Original Term or any Renewal Term; 
and (iii) if for any reason Borrower shall fail to timely 
select a period, then such Loans shall continue as, or 
revert to, Prime Rate Loans.  Interest shall be payable 
on the last Business Day of each month, at maturity, 
and on the date of any payment hereon by Borrower.
          Upon the occurrence of an Event of Default and the 
continuance thereof, the Loans shall bear interest at the 
rate of two percent (2.0%) per annum in excess of the 
interest rate otherwise payable thereon, which interest 
shall be payable on demand.  All interest shall be 
calculated on the basis of a 360-day year.

(e)     Subparagraph (3).(1)(f) of Exhibit A of the Agreement is 
deleted in its entirety and the following is substituted in its place:

      (f)     Each request for LIBOR Rate Loans shall be in an amount not 
      less than One Million and No/100 Dollars ($1,000,000.00), and in 
      integral multiples of Two Hundred Thousand and No/100 Dollars 
      ($200,000.00).

(f)     Subparagraph (4)(a) of Exhibit A of the Agreement is deleted 
in its entirety and the following is substituted in its place:

      (a)     Unused Line Fee: Borrower and Plymouth shall jointly pay to 
Bank an unused line fee of one-half of one percent (1/2 of 1%) 
of the average aggregate monthly loan balance of Borrower 
and Plymouth, which fee shall be fully earned by Bank and 
payable monthly in arrears on each day that interest is 
payable hereunder. Said fee shall be calculated on the basis 
of a 360-day year.

(g)     Subparagraph (4)(b) of Exhibit A of the Agreement is deleted 
in its entirety and the following is substituted in its place:

     (b)     Prepayment Fee: If Borrower and Plymouth elect to 
terminate this Agreement and the Plymouth Rubber 
Agreement prior to the termination dates thereof, 
Borrower and Plymouth shall jointly pay to Bank a 
prepayment fee in the aggregate equal to (i) Three 
Hundred Thousand and No/100 Dollars ($300,000.00) if 
this Agreement and the Plymouth Rubber Agreement are 
terminated on or before June 2, 2000; (ii) Two Hundred 
Thousand and No/100 Dollars ($200,000.00) if this 
Agreement and the Plymouth Rubber Agreement are 
terminated after June 2, 2000 and prior to June 2, 2001; 
and (iii) One Hundred Thousand and No/100 Dollars 
($100,000.00) if this Agreement and the Plymouth 
Rubber Agreement are terminated after June 2, 2001 but 
prior to the end of the Original Term or any Renewal 
Term; provided that if Borrower and Plymouth sell all or 
substantially all of their assets or stock to a Person other 
than an Affiliate and such sale is consented to by Bank 
and the Liabilities are prepaid and this Agreement and 
the Plymouth Rubber Agreement are terminated as a 
result thereof, then Borrower and Plymouth shall be 
required to jointly pay a prepayment fee of one percent 
(1%) of the aggregate Loan Limit of Borrower under this 
Agreement and the Plymouth Rubber Agreement.

(h)     Paragraph (4) of Exhibit A of the Agreement is amended to 
add the following provision:

       (4).(1) ORIGINAL TERM: The date of the Original Term set 
forth in Paragraph 9 of the Agreement is deleted and 
the date of June 2, 2002 is substituted in its place.

(i)     Paragraph (6) of Exhibit A of the Agreement is deleted in its 
entirety and the following is substituted in its place:

       (6)     TANGIBLE NET WORTH:  Notwithstanding the provisions of 
subparagraph 11(o) of the Agreement, Borrower's and 
Plymouth's consolidated tangible net worth in the aggregate 
shall not, on the last day of each fiscal quarter, be less than 
the Minimum Tangible Net Worth, as hereinafter defined. On 
the last day of the first, second and third fiscal quarters of 
Borrower's 1999 fiscal year, "Minimum Tangible Net Worth" 
shall equal One Million Eight Hundred Nineteen Thousand and 
No/100 Dollars ($1,819,000.00).  On the last day of 
Borrower's1999 fiscal year end and on the last day of the first, 
second and third fiscal quarters of Borrower's 2000 fiscal year, 
Minimum Tangible Net Worth shall equal One Million Nine 
Hundred Nineteen Thousand and No/100 Dollars 
($1,919,000.00). Thereafter, on the last day of each of 
Borrower's fiscal quarters, Minimum Tangible Net Worth shall 
be equal to Minimum Tangible Net Worth on the last day of the 
immediately preceding fiscal year plus One Hundred 
Thousand and No/100 Dollars ($100,000.00). "Tangible Net 
Worth" being defined for purposes of this subparagraph as 
Borrower's and Plymouth's shareholders' equity (including 
retained earnings) less the book value of all intangible assets 
as determined solely by Bank on a consistent basis plus the 
amount of any LIFO reserve plus the amount of any debt 
subordinated to Bank, all as determined under generally 
accepted accounting principles applied on a basis consistent 
with the financial statement dated October 30, 1998 except as 
set forth herein.  For purposes of this subparagraph, (a) 
intangible assets are: (i) intangible asset-FAS #87, (ii) deferred 
tax asset, net of the valuation reserve-FAS #109, and (iii) 
trade names; and (b) pension liability adjustments are 
excluded.

     (b)     Exhibit B of the Agreement is amended as attached 
hereto and made a part hereof.

2.      This amendment shall not become effective until (a) fully 
executed by all parties hereto and (b) June 3, 1999.

3.      Except as expressly amended hereby and by any other 
supplemental documents or instruments executed by either party hereto in 
order to effectuate the transactions contemplated hereby, the Agreement 
and Exhibit A thereto hereby are ratified and confirmed by the parties 
hereto and remain in full force and effect in accordance with the terms 
thereof.
                              LASALLE NATIONAL BANK
                              a national banking association

                              By: /s/ John Mostofi

                               Title: VP


Accepted and agreed to this
   19th   day of   February, 1999.

BRITE-LINE TECHNOLOGIES, INC.

By: /s/ Joseph J. Berns

Title: VP Finance








Consented and agreed to by the following
Guarantor of the obligations of BRITE-LINE
TECHNOLOGIES, INC. to LASALLE 
NATIONAL BANK.

PLYMOUTH RUBBER COMPANY, INC.

By:/s/ Joseph J. Berns

Title: VP Finance

Date: February 19 , 1999
M:dept\abllegal\plymouth\lrtmend9
4/9/99 2:08:25 PM