Microsoft Word 10.0.2627;                        EXHIBIT 10.2

                            FIRST AMENDMENT TO LEASE


The  First  Amendment  to  Lease  is  made as of May 11,  2005,  between  Harsch
Investment  Properties  - Nevada,  LLC,  an  Oregon  limited  liability  company
(Landlord) and Electrograph Systems, Inc., a New York corporation (Tenant).

                                    RECITALS

a.   Landlord  and Tenant  entered  into a Lease dated March 15,  2005,  for the
     Property  described therein and located at 470 Mirror Court, Suite 102-103,
     Henderson,  Nevada 89015,  consisting of approximately  26,431 square feet,
     (the "Lease").

B.   The Lease provided for an initial term of sixty-three (63) months, expiring
     on July 31, 2010, and contained a right of first refusal in favor of Tenant
     to expand into an adjacent  area.  The Lease also made separate  provisions
     for the  Warehouse and the Office  Portions of the Premises,  based upon an
     expectation of improvement work to be done and delivering those portions at
     different times.

C.   Prior to the Landlord performing the improvement work in the Office Portion
     of the original  Premises,  the Tenant  elected to expand into the adjacent
     space that contains existing office improvements usable by Tenant.

D.   Landlord  and  Tenant  now wish to amend  the  Lease  to  reflect  Tenant's
     expansion  into the adjacent  space,  identified  as Suite 101  ("Expansion
     Space"),  adjust  the  Tenant's  Proportionate  Share of the  Building  and
     Project,  amend  the  Scope of Work in the  Tenant  Improvement  Agreement,
     Exhibit  "D" of the  Lease,  amend  the Base  Rent  Schedule  and amend the
     Operating Expenses.

     Therefore,  in consideration of the recitals and mutual covenants contained
herein, the parties hereby agree as follows:

1.   Effective  June 1,  2005,  the  Premises  shall be deemed  expanded  by the
     addition of the Expansion Space consisting of  approximately  10,641 square
     feet,  bringing the total combined square footage of the Premises to 37,072
     square feet. The location of the Expansion Space is shown on Exhibit A-1.

2.   The monthly Base Rent shall be amended as follows:

         June 1, 2005 through June 30, 2005                 $5,465.00 per month
         June 1, 2005 through April 30, 2006                $18,152.00 per month
         May 1, 2006 through May 31, 2006                   $5,684.00 per month
         June 1, 2006 through April 30, 2007                $18,878.00 per month
         May 1, 2007 through April 30, 2008                 $19,633.00 per month
         May 1, 2008 through May 31, 2008                   $5,911.00 per month
         June 1, 2008 through April 30, 2009                $20,419.00 per month
         May 1, 2009 through July 31, 2010                  $21,235.00 per month


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3.   Effective  June 1,  2005,  Tenant's  Proportionate  Share of the first year
     estimated  Operating  Expenses  shall be $4,448.64 per month for the entire
     Premises.

4.   Effective  June  1,  2005,  the  Tenant's  Proportionate  Share  (a) of the
     Building shall be 55.629% and/or (b) of the Project shall be 9.490%.

5.   The parties hereby agree that the Scope of Work originally  contemplated to
     occur in Suite  102-103 and  described in Exhibit "D" to the Lease will not
     be done.  Instead,  the Scope of Work in Exhibit "D" shall be modified such
     that  Landlord  shall only be  obligated to perform the  following  work in
     Suite 101:

     a)   refurbish the office area with new carpet and new paint;

     b)   install a second restroom in the warehouse next to the existing office
          restroom;

     c)   install a roll-up door in the warehouse  wall to create access between
          Suites 101 and 102; and

     d)   convert an existing  office into a break room,  labeled  Break 102, as
          shown on Exhibit A-1 to this Amendment.

     Except as the Scope of Work is modified above,  the parties intend that the
     manner of performing the Work, and  Landlord's  Contribution  of the Tenant
     Improvement Allowance, shall be as originally provided in Exhibit "D".

6.   Since the Office  Portion of Suite  102-103 will not need to be improved as
     originally  contemplated,  the  distinction in the Lease between the Office
     Portion and the Warehouse  Portion of the original Premises (Suite 102-103)
     is no longer relevant,  any such references in the Lease, including without
     limitation, those which refer to a separate time for delivery of possession
     of the  different  portions are hereby deemed  eliminated,  and the parties
     confirm  that  possession  of all of Suite  102-103 has been  delivered  to
     Tenant.

7.   In all  other  respects,  the  provisions  of the  Lease  shall  remain  as
     originally specified.

THE SUBMISSION OF THIS LEASE AMENDMENT FOR EXAMINATION AND NEGOTIATION  DOES NOT
CONSTITUTE  AN OFFER TO LEASE OR A  RESERVATION  OF OR OPTION FOR THE  PREMISES.
THIS DOCUMENT AND THE OBLIGATIONS  HEREUNDER SHALL BECOME  EFFECTIVE AND BINDING
ON THE PARTIES  ONLY UPON  EXECUTION  AND  DELIVERY  OF THIS LEASE  AMENDMENT BY
TENANT AND BY LANDLORD.

Landlord:                                   Tenant:
Harsch Investment Properties-Nevada         Electrograph Systems, Inc., a New
LLC, an Oregon limited liability company    York corporation

By:  /s/ John Ramos                         By: /s/ Kathy Koziol
Name: John Ramos                            Name: Kathy Koziol
Title:  VP Operations                       Title:  Dir. Of Operations

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