Exhibit 10.11  AMENDMENT No. 10,
dated as of January 1, 2008, to AMENDED AND RESTATED MANAGEMENT
AGREEMENT, dated as of January 1, 1999, as amended by Amendment No. 1,
dated as of January 1, 2000, Amendment No. 2, dated as of January 1,
2001, Amendment No. 3, dated as of June 27, 2001, Amendment No. 4,
dated as of January 1, 2002, Amendment No. 5, dated as of January 1,
2003, Amendment No. 6 dated as of January 1, 2004, Amendment No. 7
dated as of January 1, 2005, Amendment No. 8 dated as of January 1,
2006, and Amendment No. 9 dated as of January 1, 2007 (as so amended,
the Agreement), by and among G-I Holdings Inc., Merick Inc., International
Specialty Products Inc. (ISP), International Specialty Holdings LLC (formerly
International Specialty Holdings Inc.) (ISH), ISP Investco LLC (Investco),
ISP Minerals Inc. (Minerals), GAF Broadcasting Company, Inc., Building
Materials Corporation of America (BMCA), and ISP Management Company, Inc.
(the Company), as assignee of ISP Chemco LLC (formerly ISP Chemco Inc.).
Capitalized terms used and not otherwise defined herein shall have the meanings
ascribed to them in the Agreement.  WHEREAS, in accordance with Section 7 of the
Agreement, the parties desire to adjust the management fees payable to the
Company under the Agreement in order to properly reflect the costs to the
Company of providing services thereunder;  NOW, THEREFORE, the parties hereby amend the Agreement
as follows:  1.Section 3 of the
Agreement is hereby amended, effective as of the date hereof, to read in its
entirety as follows:  In
consideration of the Company providing Services hereunder, each of the parties
listed below shall pay to the Company a management fee (the Management Fee)
at the following respective rates for the quarter ending March 31, 2008
and for each quarter thereafter for which this Agreement has been extended as
provided in Section 1 ofthis Agreement:  BMCA (on behalf
of itself, its parent and its subsidiaries)  $1,253,000; ISP - $5,000;
ISH - $10,000; Minerals - $3,127,000 and Investco (on behalf of itself and its
subsidiaries) - $950,000.  The Management
Fee shall be payable monthly in arrears.  In
addition to the Management Fee, a wholly owned subsidiary of BMCA shall pay to
the Company (as successor to both the overlandlords and sublandlords
interests in the subject real property) rent payments pursuant to and in
accordance with the terms of the Sublease (as amended) between such wholly
owned subsidiary of BMCA and Company, the form of which is attached as Exhibit A
hereto and made a part hereof.  In
consideration of BMCA providing G-I Services hereunder, G-I Holdings Inc. (on
behalf of itself and its subsidiaries other than BMCA and BMCAs subsidiaries)
shall pay to BMCA a management fee (the G-I Management Fee) at the rate of $235,000
for the quarter ended March 31, 2007 and for each quarter thereafter for
which this Agreement has been extended as provided in Section 1 of this
Agreement.  The G-I Management Fee shall
be payable monthly in arrears.  2.Exhibit A to the
Agreement is hereby amended to substitute therefore Exhibit A to this
Amendment.  3.In all other
respects, the Agreement as previously amended shall remain in full force and
effect.  4.This Amendment is
subject to the approval of the Board of Directors of the Company.


5.This Amendment may be
executed in one or more counterparts, each of which shall be an original but
all of which, taken together, shall constitute one and the same
instrument.  Failure by any one party to
execute this Amendment shall not affect the rights and obligations of any other
party signatory hereto.  IN
WITNESS WHEREOF, the parties have executed this Agreement on the date and year
first above written.  G-I HOLDINGS INC.
  
  GAF BROADCASTING COMPANY, INC.By:
  /s/ Louis Feldman
  
  By:
  /s/ Robert B. TafaroName:
  Louis Feldman
  
  Name:
  Robert B. TafaroTitle:
  Chief Tax Counsel and Assistant
  
  Title:
  Chief Executive Officer, PresidentSecretary
  
  
  and SecretaryDate:
  March 10, 2009
  
  Date:
  March 27, 2009MERICK INC.
  
  BUILDING MATERIALSCORPORATION OF AMERICABy:
  /s/ Robert B. TafaroName:
  Robert B. Tafaro
  
  By:
  /s/ John F. RebeleTitle:
  Chief Executive Officer, President and
  
  Name:
  John F. RebeleSecretary
  
  Title:
  Senior Vice President,Date:
  March 27, 2009
  
  
  Chief Financial Officer andChief Administrative OfficerDate:
  March 27, 2009INTERNATIONAL SPECIALTYPRODUCTS INC.
  
  ISP MANAGEMENT COMPANY, INC.By:
  /s/ Gregg KamName:
  Gregg Kam
  
  By:
  /s/ Gregg KamTitle:
  Senior Vice President and
  
  Name:
  Gregg KamChief Financial Officer
  
  Title:
  Senior Vice President andDate:
  March 19, 2009
  
  
  Chief Financial OfficerDate:
  March 19, 2009ISP MINERALS INC.ISP INVESTCO LLCBy: International Specialty Holdings LLC,By:
  /s/ Kenneth E. Walton
  
  its sole memberName:
  Kenneth E. WaltonTitle:
  President
  
  By:
  /s/ Gregg KamDate:
  March 10, 2009
  
  Name:
  Gregg KamTitle:
  Senior Vice President andChief Financial OfficerINTERNATIONAL SPECIALTY
  
  Date:
  March 19, 2009HOLDINGS LLCBy:
  /s/ Gregg KamName:
  Gregg KamTitle:
  Senior Vice President andChief Financial OfficerDate:
  March 19, 2009