THIRD AMENDMENT TO
                                CREDIT AGREEMENT

         This Third Amendment is made as of May 14, 2002 among FIRETECTOR INC.,
a Delaware corporation (the "Company"); GENERAL SOUND (TEXAS) COMPANY, a
Delaware corporation ("General"); CASEY SYSTEMS INC., a New York corporation
("Casey"); and PYROTECH SERVICE INC., a New York corporation ("Pyrotech" and
collectively with the Company, General and Casey, the "Borrowers") as
co-borrowers and CITIZENS BUSINESS CREDIT COMPANY, a division of Citizens
Leasing Corporation, a Rhode Island corporation (hereinafter referred to as
"Citizens") as lender.

     WHEREAS, the Borrowers and Citizens are parties to a Credit Agreement dated
as June 28, 1998 (as amended, the "Credit Agreement").

     WHEREAS,  Borrowers  have  requested  certain  modifications  to  financial
covenants;

     NOW, THEREFORE, the parties agree as follows:

1.   Section  4.21 Cash Flow is  amended  in its  entirety  to read as  follows:



             "The ratio of EBITDA to Interest Charges of the Company
              computed at the end of each fiscal quarter shall be not less than:

                  Ratio                                         Quarter
                  -----                                         -------
              0.56 to 1.00                                    March 31, 2002
            (3.05) to 1.00                                    June 30, 2002
            (4.25) to 1.00                                    September 30, 2002
              2.20 to 1.00                                      thereafter

             "EBITDA" shall mean (a) all net income before interest and
             taxes, plus (b) depreciation and amortization of assets
             deducted in determining net income and (c) excluding any
             extraordinary gains or losses. "Interest Charges" shall mean
             (a) all interest on the Revolving Credit, plus (b) all
             interest on money borrowed from any sources other than the
             Revolving Credit, plus (c) the interest component on all
             capitalized assets. For fiscal quarters through September 30,
             2002 and for the fiscal quarter ending on September 30, 2003
             and thereafter, EBITDA and Interest Charges shall be computed
             on a retroactive basis for the prior four fiscal quarters. For
             fiscal quarters ending December 31, 2002, March 31, 2003 and
             June 30, 2003, EBITDA and Interest Charges shall be computed
             on a retroactive basis from October 1, 2002 to the date of
             computation. In addition, for the three-month period ending
             September 30, 2002, the ratio of EBITDA to Interest Charges
             for the Company shall be not less than 2.20 to 1.00. All
             computations will be on a consolidated basis for the Company
             and all Subsidiaries."

2.

<PAGE>



         The following section is added after Section 4.28:

               Section 4.29 Minimum  Availability.  The  Borrowers  shall at all
          times maintain minimum Availability of $250,000.  "Availability" shall
          mean the ability to borrow such amount under Section 1.02(a).

3.   This Third  Amendment  shall be effective upon signature by the parties and
     payment to Citizens by the Borrowers of an amendment fee of $7,500.

4.   Except as set forth in this Third Amendment,  the Second Amendment dated as
     of October 1, 2001 and the First  Amendment  dated as of October 10,  2000,
     the Credit Agreement remains in full force and effect.

5.   Citizens  waives any default  arising as of March 31, 2002 for violation of
     Section 4.21 as it read prior to this Third  Amendment,  but does not waive
     any violation of the covenant as amended.

     IN WITNESS  WHEREOF,  the parties hereto have executed this Third Amendment
under seal as of the date first above written.

                                BORROWERS:

                                FIRETECTOR INC.


                                By:
                                     --------------------------------------
                                     John A. Poserina
                                     Chief Financial Officer


                               GENERAL SOUND (TEXAS) COMPANY


                               By:
                                     --------------------------------------
                                     John A. Poserina
                                     Chief Financial Officer


                               CASEY SYSTEMS INC.


                                By:
                                     ---------------------------------------
                                     John A. Poserina
                                     Chief Financial Officer


                                PYROTECH SERVICE INC.


                                By:
                                     ----------------------------------------
                                     John A. Poserina
                                     Chief Financial Officer



                                LENDER:

                                CITIZENS BUSINESS CREDIT COMPANY



                                By:
                                     ----------------------------------------
                                     Vincent P. O'Leary
                                     Senior Vice President