EXHIBIT 10.170

                                 AMENDMENT NO. 1

This Amendment No. 1 dated March 3, 1999 is an Amendment No. 1 to that certain
agreement dated May 7, 1998, by and between Catalina Lighting, Inc., a Florida
corporation (the "Company") and Thomas Bluth (the "Executive") (the
"Agreement").

A.       Section 1 of the Agreement is deleted in its entirety and replaced by
         the following Section 1:

         1.       TERM OF AGREEMENT

                  This Agreement shall be effective on April 1, 1998 (the
                  "Effective Date") and shall continue in effect through March
                  31, 2000 provided however, if a change in control of the
                  Company shall have occurred during the term of this Agreement,
                  this Agreement shall continue in effect until all payments, if
                  any, required to be made by the Company or otherwise to the
                  Executive under this Agreement shall have been paid in full.

B.       The following provision shall be added as Section 8 to the Agreement:

         8.       Severance compensation when there is no change in control. In
                  the event there is no change in control as defined in Section
                  2(I) of the Agreement, and the Executive is terminated without
                  "cause" (as defined in Section 8 (iii) below), the Executive
                  shall be entitled to the following benefits:

                  (i)      payment of an amount equal to the Executive's then
                           current annual salary, such amount to be paid in four
                           (4) equal quarterly payments;

                  (ii)     the Executive shall not be entitled to receive this
                           severance amount if the Executive is terminated with
                           "cause";

                  (iii)    "Cause" shall mean any action by the Executive or any
                           inaction by the Executive which is reasonably
                           believed by the Company to constitute:

                           (a)      fraud, embezzlement, misappropriation,
                                    dishonesty or breach of trust;

                           (b)      a felony or moral turpitude;

                           (c)      material breach or violation of any or all
                                    of the covenants, agreements and obligations
                                    of the Executive set forth in this
                                    Agreement, other than as the result of the
                                    Executive's death or Disability (as
                                    hereinafter defined);

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                           (d)      a willful or knowing failure or refusal by
                                    the Executive to perform any or all of his
                                    material duties and responsibilities as an
                                    officer of the Company, other than as the
                                    result of the Executive's death or
                                    Disability; or

                           (e)      gross negligence by the Executive in the
                                    performance of any or all of his material
                                    duties and responsibilities as an officer of
                                    the Company, other than as the result of the
                                    Executive's death or disability; provided,
                                    however, that in the event that the basis
                                    for any termination of the Executive's
                                    employment by the Company as set forth in
                                    the Termination Notice (as hereinafter
                                    defined) delivered by the Company to the
                                    Employee is any or all of the definitions of
                                    Cause set forth in Section 5.1(a)(iii) or
                                    Section 5.1(a)(iv) of this Agreement, then,
                                    in such event, the Employee shall have
                                    thirty (30) days from and after the date of
                                    his receipt of such Termination Notice to
                                    cure the action or inaction specified
                                    therein to the reasonable satisfaction of
                                    the Company.

In witness whereof, the parties have signed this Amendment No. 1 to the
Agreement this 3rd day of March, 1999.

CATALINA LIGHTING, INC.

By: /s/ ROBERT HERSH
    -------------------------
     Robert Hersh
     Chairman, President and
     Chief Executive Officer

ACCEPTED AND AGREED:

By: /s/ THOMAS BLUTH
    -------------------------
     Thomas Bluth