Exhibit 10.7



                      SECOND LIMITED FORBEARANCE AGREEMENT

     THIS SECOND LIMITED FORBEARANCE  AGREEMENT (this "Agreement") is made as of
the  28th day of  February,  2003,  by and  among  DANZER  INDUSTRIES,  INC.,  a
corporation  organized and existing under the laws of the State of Maryland (the
"Borrower");  OBSIDIAN  ENTERPRISES,  INC., a corporation organized and existing
under the laws of the State of New York (the  "Guarantor";  the Borrower and the
Guarantor are sometimes  herein  collectively  referred to as the "Obligors" and
individually  as an "Obligor");  and BANK OF AMERICA,  N.A., a national  banking
association (the "Lender").

                                    RECITALS

     A. The Borrower  applied to the Lender for  revolving  loans,  advances and
other financial  accommodations  under the provisions of a certain Business Loan
Agreement  (Asset  Based)  dated August 15, 2001 by and between the Borrower and
the Lender (as amended, restated, supplemented and modified at any time and from
time to time, the "Financing Agreement"). Under and subject to the provisions of
the  Financing  Agreement,  the Lender agreed to make loans  (collectively,  the
"Revolving  Credit Loans" and each  individually,  a "Revolving Credit Loan") to
the  Borrower  under a revolving  credit  facility in a principal  amount not to
exceed, in the aggregate, One Million Dollars ($1,000,000). The Revolving Credit
Loans are evidenced by, and repaid with interest in accordance  with,  the terms
and conditions of that certain  Promissory  Note dated August 15, 2001, from the
Borrower,  as maker, payable to the order of the Lender in the maximum principal
amount of One Million Dollars ($1,000,000) (as amended,  restated,  supplemented
and modified at any time and from time to time, the "Revolving Credit Note").

     B. The  Borrower  applied  to the  Lender  for a term loan in the  original
principal  amount of One Million  Dollars  ($1,000,000)  (the "Term  Loan";  the
aggregate  Revolving  Credit  Loans  and the  Term  Loan  are  herein  sometimes
collectively  referred to as the  "Loans").  The Term Loan is evidenced  by, and
repaid with interest in accordance  with,  the terms and conditions of a certain
Promissory  Note dated August 15, 2001 from the Borrower,  as maker,  payable to
the order of the Lender in the  original  principal  amount of the Term Loan (as
amended, restated,  supplemented and modified at any time and from time to time,
the "Term  Note";  the  Revolving  Credit  Note and the Term Note are  sometimes
herein sometimes collectively referred to herein as the "Notes").

     C. The "Indebtedness" (as defined in the Financing  Agreement),  including,
without  limitation,  the  Loans,  is secured  by,  among  other  things (i) the
"Collateral",  as defined in a certain Security  Agreement dated August 15, 2001
executed by the Borrower  for the benefit of the Lender (as  amended,  restated,
supplemented  and  modified  at any time and from  time to time,  the  "Security
Agreement"),  (ii)  the  "Property"  as  defined  in a  certain  Deed of  Trust,
Assignment  and Security  Agreement  recorded in the land records of  Washington
County,  Maryland,  dated  August 15, 2001  executed by the Borrower in favor of
PRLAP,  Inc., as trustee,  for the benefit of the Lender (as amended,  restated,
supplemented  and  modified  at any  time and from  time to time,  the  "Deed of
Trust")  (iii) a certain  Commercial  Guaranty  dated  August 15,  2001 from the
Guarantor to the Lender (as amended, restated,  supplemented and modified at any
time and from time to time, the "Guaranty") and (iv) various Uniform  Commercial
Code  Financing   Statements   filed  with  the  Maryland  State  Department  of
Assessments and Taxation and in the land records of Washington County,  Maryland
listing the Borrower as debtor.
<PAGE>

     D. The Lender has  previously  advised  each of the  Obligors  of  material
defaults under the Financing  Agreement,  the Guaranty,  the Loans and the other
Financing  Agreements (as hereinafter  defined) and the Borrower,  the Guarantor
and the Lender entered into a Limited  Forbearance  Agreement  dated October 14,
2002 (as amended, restated,  supplemented and modified at any time and from time
to time, the "First Forbearance  Agreement") whereby the Lender agreed,  subject
to the terms,  conditions and understandings  expressed in the First Forbearance
Agreement,  to refrain and forbear temporarily from exercising and enforcing any
of its  remedies  against  either or both of the  Obligors  with  respect to the
Indebtedness  relating to the Loans,  under the  Financing  Documents,  or under
applicable  laws for a period  commencing  on the date of the First  Forbearance
Agreement  and ending on, and  including the  Forbearance  Termination  Date (as
defined in the First  Forbearance  Agreement) in order to allow the Obligors the
opportunity to obtain alternate financing.

     E.  The  Lender  has  subsequently  advised  each  of the  Obligors  of the
following  material defaults under the Financing  Agreement,  the Guaranty,  the
Loans, the First Forbearance  Agreement and the other Financing  Documents:  (a)
the  Borrower's  failure to  maintain a Debt to Worth  Ratio (as  defined in the
Financing  Agreement)  not  exceeding  3.25:1.0  as required by the terms of the
Financing  Agreement (the "Debt to Worth Ratio Covenant") for: (i) the period of
determination  ending on and  including  October 31, 2002 and (ii) the period of
determination  ending on and including  January 31, 2003; and (b) the Borrower's
failure to furnish Lender with the Borrower's balance sheet and income statement
for the Borrower's  fiscal year 2002,  audited by a certified public  accountant
satisfactory to the Lender (the "Annual  Statements") within the ninety (90) day
time period tolling from the end of the  Borrower's  fiscal year, as required by
the  Financing  Agreement  ((a)  and (b)  above,  together  with  their  various
subparts, collectively referred to herein as the "Existing Defaults").

         E. The Lender has agreed, subject to the terms, conditions and
understandings expressed in this Agreement, to refrain and forbear temporarily
from exercising and enforcing any of its remedies against any or all of the
Obligors with respect to the Indebtedness relating to the Loans, under the
Financing Agreement, the Notes, the Deed of Trust, the Guaranty, under any of
the other "Related Documents" (as defined in the Financing Agreement) and/or the
First Forbearance Agreement (the Financing Agreement, the Notes, the Security
Agreement, the Deed of Trust, the Guaranty, the Related Documents, the First
Forbearance Agreement and any and all other documents evidencing or securing the
Loans are collectively referred to herein as the "Financing Documents"), or
under applicable laws for a period commencing on the date of this Agreement and
ending on, and including, the earlier of the date of a "Forbearance Default"
under the terms of this Agreement (as hereinafter defined) or March 31, 2003
(such earlier date being referred to herein as the "Forbearance Termination
Date") in order to allow the Obligors the opportunity to obtain alternate
financing; provided that, among other things, the Obligors execute and deliver
this Agreement.

     NOW,  THEREFORE,  in  consideration  of the premises and for other good and
valuable  consideration,   the  receipt  and  sufficiency  of  which  is  hereby
acknowledged, the Lender and the Obligors hereby agree as follows:
<PAGE>

                                   AGREEMENTS

     1.  Recitals  Incorporated.  The  Borrower  and the  Lender  agree that the
Recitals above are a part of this Agreement.


     2.  Forbearance.  Subject  to  the  terms,  conditions  and  understandings
contained  in  this  Agreement,  and  for so  long as  there  does  not  exist a
Forbearance  Default,  the Lender  hereby  agrees to: (a)  refrain  and  forbear
temporarily  from  exercising  and enforcing  its rights and remedies  under the
Financing  Agreement,  under the Notes, under the Security Agreement,  under the
Deed of Trust, under the Guaranty, under the First Forbearance Agreement,  under
any of the other Financing  Documents,  or under applicable laws with respect to
the Existing Defaults.  Lender's limited forbearance agreements contained in the
foregoing  sentence of this Section 2 shall be effective  commencing on the date
of this Agreement and ending on, and including the Forbearance  Termination Date
(the "Forbearance  Period").  The Lender shall have no obligation to refrain and
forbear from  exercising or enforcing  any of its rights or remedies  during the
Forbearance  Period or at any time thereafter upon the occurrence and during the
continuance of a Forbearance Default.

     3. Interest Rate During Forbearance.  Subject to the terms,  conditions and
understandings  contained in this  Agreement,  and for so long as there does not
exist a  Forbearance  Default the accrued  but unpaid  principal  balance of the
Loans shall bear interest as set forth in the First Forbearance Agreement.

     4. Repayments During  Forbearance.  The Obligors shall make payments on the
Loans  during  the  Forbearance  Period as set  forth in the  First  Forbearance
Agreement.

     5. Advances During Forbearance Period.  Lender may in its sole and absolute
discretion,  make Revolving  Credit Loans during the  Forbearance  Period as set
forth in the First Forbearance Agreement.

     6. Collateral Reporting During Forbearance,  Appraisal.  The Borrower shall
furnish/continue to furnish Lender such schedules, certificates,  appraisals and
other  reports  in  accordance  with  the  terms  and  provisions  of the  First
Forbearance Agreement.

     7. Waiver of Default  Under Debt to Worth Ratio  Covenant.  Notwithstanding
anything in the financing  documents to the  contrary,  the Lender hereby waives
the Borrower's past noncompliance with the Debt to Worth Ratio Covenant.
<PAGE>

     8. Annual  Statements.  The Obligors shall provide the Annual Statements as
soon as available, but in no event later than February 28, 2003.

     9. Conditions  Precedent to Lender's Forbearance and Waiver. The agreements
of the Lender  under this  Agreement  are  subject  to the  following  terms and
conditions, time being of the essence:

     (a) The Borrower  shall pay the Lender a  forbearance  fee of Nine Thousand
Seven Hundred Fifty Dollars  ($9,750) (the  "Forbearance  Fee"). The Forbearance
Fee shall be due and payable on the date of this Agreement.

     (b) At the time this  Agreement  is executed,  the  Obligors  shall pay all
costs,  fees,  and expenses  incurred by the Lender and its agents in connection
with the preparation and  dissemination  of this Agreement,  including,  but not
limited to all reasonable attorneys' fees of Lender's counsel.

     (c) At the time this  Agreement is executed,  the Obligors  shall pay Three
Hundred  Six  Thousand  Five  Hundred  Sixty-Three  Dollars and  Thirteen  Cents
($306,563.13)  to the Lender as a mandatory  repayment of the  Revolving  Credit
Loans and the  Revolving  Credit Note,  which amount shall be in addition to the
Forbearance Fee.

     10.  Acknowledgements,  Representations and Warranties.  In order to induce
the  Lender to enter  into this  Agreement,  each of the  Obligors  jointly  and
severally,  for  itself,  himself  or  herself  and for its,  his or her  heirs,
personal   representatives,   successors  and  assigns,   hereby   acknowledges,
represents, warrants and agrees as follows:

     (a) The unpaid balance of the  Indebtedness  as of February 13, 2003 is One
Million Seven Hundred  Forty-Five  Thousand  Fifty-Nine  Dollars and Thirty-Four
Cents ($1,745,059.34); which unpaid balance consists of

     (i) an unpaid  principal  balance on the  Revolving  Credit  Loans equal to
Eight Hundred Forty Thousand Four Hundred  Ninety-Two  Dollars and Seventy Cents
($840,492.70); plus

     (ii)  unpaid and  accrued  interest on the  Revolving  Credit  Loans at the
current  contract  rate in the amount of Two  Thousand  Two Hundred  Dollars and
Forty Six Cents ($2,200.46); plus

     (iii) an unpaid  principal  balance on the Term Loan equal to Nine  Hundred
Thousand Ten Dollars and Zero Cents ($900,010.00); plus

     (iv) unpaid and accrued  interest on the Term Loan at the current  contract
rate  in  the  amount  of Two  Thousand  Three  Hundred  Fifty-Six  Dollars  and
Twenty-Eight Cents ($2,356.28); plus
<PAGE>

     (v)  unpaid  fees and  expenses  due and  owing to the  Lender,  including,
without  limitation,  unpaid attorneys' fees and expenses incurred by the Lender
in connection  with the collection  and  enforcement  of the  Indebtedness.  The
Obligors each  acknowledge  and agree that interest  shall continue to accrue on
the  unpaid  principal  balance  of the  Indebtedness  at either  the  Financing
Documents  Default Rate or the Forbearance  Rates,  pursuant to the terms of the
First Forbearance Agreement.

     (b) Each of the Obligors is a corporation duly organized, validly existing,
and in good standing under the laws of the jurisdiction of its incorporation and
each has the corporate  power to own its properties and to carry on its business
as now being conducted, and each is duly qualified to do business and is in good
standing in each  jurisdiction in which the character of the properties owned or
leased by it  therein or in which the  transaction  of its  business  makes such
qualification necessary.

     (c) Each of the Obligors has full  corporate  power and  authority to enter
into this  Agreement  and to incur and perform  all  obligations  and  covenants
contained  herein,  all of which  have been duly  authorized  by all  proper and
necessary  corporate  action.  No consent or  approval  of  shareholders  of, or
lenders  to,  either  of  the  Obligors  and no  consent,  approval,  filing  or
registration  with or notice to any  governmental  authority  is  required  as a
condition to the validity of this Agreement or the  performance of any of either
of the  Obligors'  obligations  hereunder.  (d) The Obligors each are in default
under and with respect to the  Indebtedness  pursuant to the Existing  Defaults.
The Obligors each  acknowledge and agree that the Existing  Defaults  constitute
material  defaults under the Financing  Documents and that the  ExistingDefaults
have not been,  are not hereby and shall not be  deemed,  waived by the  Lender,
expressly,  impliedly,  through  course  of  conduct  or  otherwise,  unless  as
otherwise set forth  herein.  The agreement of the Lender to refrain and forbear
from exercising any rights and remedies by reason of any existing default or any
future  default shall not  constitute a waiver of,  consent to, or condoning of,
any existing or future default.

     (e) All understandings,  representations, warranties and recitals contained
or expressed in this Agreement,  the Financing Agreement, the Notes, the Deed of
Trust,  the Guaranty,  the First  Forbearance  Agreement and the other Financing
Documents are and remain true,  accurate,  complete and correct in all respects;
and, no such understanding,  representation,  warranty or recital fails or omits
to state or otherwise  disclose any material  fact or  information  necessary to
prevent  such  understanding,  representation,  warranty  or recital  from being
misleading.  The Obligors acknowledge and agree that the Lender has been induced
in part to  enter  into  this  Agreement  based  upon the  Lender's  justifiable
reliance  on the  truth,  accuracy,  and  completeness  of  all  understandings,
representations,  warranties and recitals contained in this Agreement, the First
Forbearance  Agreement,  the Financing Agreement,  the Notes, the Deed of Trust,
the Guaranty and the other  Financing  Documents.  The recitals are deemed to be
part of this Agreement. There is no fact known to any Obligor or which should be
known to any Obligor  which the  Obligors  have not  disclosed  to the Lender in
writing  on or  prior  to the  date of  this  Agreement  which  would  or  could
materially and adversely  affect the  understandings  of the Lender expressed in
this  Agreement  or any  representation,  warranty or recital  contained in this
Agreement,  the First Forbearance Agreement, the Financing Agreement, the Notes,
the Deed of Trust, the Guaranty and the other Financing Documents.  The Obligors
hereby issue, ratify and confirm the  representations,  warranties and covenants
contained  in the  Financing  Agreement,  the  Notes,  the  Deed of  Trust,  the
Guaranty, the First Forbearance Agreement and the other Financing Documents,  as
amended  hereby.  The Borrower agrees that this Agreement is not intended to and
shall  not  cause  a  novation  with  respect  to any or all of the  obligations
contained  in the  Financing  Agreement,  the  Notes,  the  Deed of  Trust,  the
Guaranty, the First Forbearance Agreement and/or the other Financing Documents.
<PAGE>

     (f) Each of the Financing Documents  (including,  without  limitation,  the
First Forbearance  Agreement) continues in full force and effect notwithstanding
the  execution  and  delivery of this  Agreement.  Each of the  Obligors  hereby
reissues, ratifies and confirms the enforceability and validity of all Financing
Documents to which it is a party and agree that this  Agreement  and each of the
Financing Documents  constitute the legal, valid and binding obligations of each
of the  Obligors to the extent such  Obligor is party  thereto,  enforceable  in
accordance  with  their  respective  terms.  In  addition,   the  Obligors  each
acknowledge  and agree that neither the execution and delivery of this Agreement
nor any of the terms,  provisions,  covenants  or  agreements  contained in this
Agreement  shall  in any  manner  release,  impair,  lessen,  modify,  waive  or
otherwise  affect the liability and  obligations of the Obligors under the terms
of the Financing Documents (including, without limitation, the First Forbearance
Agreement).  The Obligors  acknowledge  and confirm the Lender's duly  perfected
first priority  security interest to and against the Collateral and the Lender's
rights and first priority  security  interest as to the Property pursuant to the
Deed of Trust,  the  Security  Agreement,  the  other  Financing  Documents  and
financing statements.

     (g) The  Lender  has  acted in good  faith  and has  conducted  itself in a
commercially reasonable manner in its relationships with each of the Obligors in
connection  with  this  Agreement  and  in  connection   with  the  Loans,   the
Indebtedness and the Financing Documents  (including,  without  limitation,  the
First Forbearance Agreement), the Obligors each hereby waiving and releasing any
claims to the contrary. The Obligors have no defenses, affirmative or otherwise,
rights of setoff, rights of recoupment, claims, counterclaims, actions or causes
of action  of any kind or  nature  whatsoever  against  the  Lender or any past,
present  or  future  agent,  attorney,  legal  representative,   predecessor  in
interest,  affiliate,  successor,  assign, employee,  director or officer of the
Lender (collectively,  the "Lender Group"), directly or indirectly,  arising out
of,  based  upon,  or in any manner  connected  with,  any  transaction,  event,
circumstance,  action,  failure  to act,  or.  occurrence  of any  sort or type,
whether known or unknown,  which occurred,  existed,  was taken,  permitted,  or
begun prior to the execution of this Agreement and occurred, existed, was taken,
permitted  or begun  in  accordance  with,  pursuant  to,  or by  virtue  of the
Indebtedness  or any of the terms or conditions of the Financing  Documents,  or
which  directly  or  indirectly  relate to or arise out of or in any  manner are
connected with the Indebtedness or any of the Financing Documents; to the extent
any such  defenses,  affirmative  or  otherwise,  rights  of  setoff,  rights of
recoupment, claims, counterclaims, actions or causes of action exist or existed,
such defenses, rights, claims,  counterclaims,  actions and causes of action are
hereby forever waived,  discharged and released. The Obligors hereby acknowledge
and  agree  that  the  execution  of this  Agreement  by the  Lender  shall  not
constitute an  acknowledgment of or admission by the Lender or any member of the
Lender Group of the  existence  of any claims or of liability  for any matter or
precedent  upon  which any claim or  liability  may be  asserted.  The  Obligors
further  acknowledge  and agree  that,  to the extent any such claims may exist,
they are of a  speculative  nature so as to be incapable of objective  valuation
and that,  in any event,  the value to each of the Obligors of the covenants and
obligations of the Lender  contained in this  Agreement and the other  documents
executed and  delivered in  connection  with this  Agreement  substantially  and
materially  exceeds  any and all value of any kind or nature  whatsoever  of any
such claims.  The Obligors  further  acknowledge and agree that Lender is not in
any way responsible or liable for the previous,  current or future  condition or
deterioration of the business  operations  and/or financial  condition of any of
the Obligors and that the Lender has not breached any agreement or commitment to
loan money or otherwise make financial  accommodations available to the Borrower
or to fund any operations of the Borrower at any time.
<PAGE>

     (h) THE  OBLIGORS  EACH  HEREBY  ACKNOWLEDGE  THAT  THEY  HAVE  FREELY  AND
VOLUNTARILY  ENTERED  INTO THIS  AGREEMENT  AFTER AN  ADEQUATE  OPPORTUNITY  AND
SUFFICIENT  PERIOD OF TIME TO  REVIEW,  ANALYZE  AND  DISCUSS  (I) ALL TERMS AND
CONDITIONS  OF THIS  AGREEMENT,  (II) ANY AND ALL OTHER  DOCUMENTS  EXECUTED AND
DELIVERED IN CONNECTION  WITH THE  TRANSACTIONS  CONTEMPLATED BY THIS AGREEMENT,
AND (III) ALL FACTUAL AND LEGAL MATTERS  RELEVANT TO THIS  AGREEMENT  AND/OR ANY
AND ALL SUCH OTHER DOCUMENTS,  WITH COUNSEL FREELY AND INDEPENDENTLY SELECTED BY
THE OBLIGORS. THE OBLIGORS FURTHER ACKNOWLEDGE AND AGREE THAT THEY HAVE ACTIVELY
AND WITH FULL  UNDERSTANDING  PARTICIPATED  IN THE NEGOTIATION OF THIS AGREEMENT
AND ALL OTHER DOCUMENTS EXECUTED AND DELIVERED IN CONNECTION WITH THIS AGREEMENT
AFTER  CONSULTATION  AND REVIEW  WITH THEIR  COUNSEL,  THAT ALL OF THE TERMS AND
CONDITIONS OF THIS AGREEMENT AND THE O'T'HER DOCUMENTS EXECUTED AND DELIVERED IN
CONNECTION  WITH THIS AGREEMENT HAVE BEEN NEGOTIATED AT  ARM'S-LENGTH,  AND THAT
THIS AGREEMENT AND ANY ALL SUCH OTHER DOCUMENTS HAVE BEEN  NEGOTIATED,  PREPARED
AND EXECUTED WITHOUT FRAUD, DURESS, UNDUE INFLUENCE,  OR COERCION OF ANY KIND OR
NATURE  WHATSOEVER  HAVING  BEEN  EXERTED BY OR  IMPOSED  UPON ANY PARTY TO THIS
AGREEMENT  UPON ANY OTHER PARTY NO  PROVISION  OF THIS  AGREEMENT  OR SUCH OTHER
DOCUMENTS SHALL BE CONSTRUED  AGAINST OR INTERPRETED TO THE  DISADVANTAGE OF ANY
PARTY TO THIS AGREEMENT BY ANY COURT OR OTHER GOVERNMENTAL OR JUDICIAL AUTHORITY
BY REASON OF SUCH PARTY HAVING OR BEING DEEMED TO HAVE  STRUCTURED,  DICTATED OR
DRAFTED SUCH PROVISION.

     (i) Except as  otherwise  disclosed to the Lender in writing on Exhibit "A"
attached   hereto  and  made  a  part  hereof,   there  are  no  proceedings  or
investigations  pending or, so far as the Obligors know,  threatened  before any
court or  arbitrator  or  before  or by,  any  governmental,  administrative  or
judicial authority or agency, or arbitrator, against any of the Obligors.

     (j) There is no statute,  regulation,  rule, order or judgment, no charter,
by-law,  or preference  stock provision of any Obligor,  and no provision of any
mortgage,  indenture,  contract or other agreement binding on any Obligor or any
of its or their respective  properties,  which would prohibit or cause a default
under or in any way prevent the execution, delivery, performance,  compliance or
observance of any of the terms and  conditions of this  Agreement  and/or any of
the other documents executed and delivered in connection with this Agreement.

     11. Releases and Waivers.

     (a)  The  Obligors  each  hereby  jointly  and  severally,   knowingly  and
voluntarily,  forever  release,  acquit and  discharge the Lender and the Lender
Group from and of any and all claims that the Lender or any of the Lender  Group
is in any  way  responsible  for  the  past,  current  or  future  condition  or
deterioration of the business  operations  and/or financial  condition of any of
the  Obligors,  and from and of any and all claims that the Lender or any of the
Lender  Group  breached  any  agreement  to loan money or make  other  financial
accommodations  available  to the  Borrower  or to fund  any  operations  of the
Borrower at any time.  The Obligors each further  hereby  jointly and severally,
knowingly and voluntarily  forever release,  acquit and discharge the Lender and
the  Lender  Group,  from  and of any and all  other  claims,  damages,  losses,
actions, counterclaims,  suits, judgments, obligations,  liabilities,  defenses,
affirmative defenses,  setoffs, and demands of any kind or nature whatsoever, in
law or in equity,  whether  presently known or unknown,  which any or all of the
Obligors may have had, now have, or which they can, shall or may have for, upon,
or by reason of any matter,  course or thing whatsoever relating to, arising out
of,  based  upon,  or in any manner  connected  with,  any  transaction,  event,
circumstance, action, failure to act, or occurrence of any sort or type, whether
known or unknown,  which  occurred,  existed,  was taken,  permitted,  begun, or
otherwise related or connected to or with any or all of the  Indebtedness,  this
Agreement, any or all of the Financing Documents (including, without limitation,
the First  Forbearance  Agreement),  and/or  any  direct or  indirect  action or
omission of the Lender  and/or any of the Lender  Group.  The  Obligors  further
agree that from and after the date hereof, they will not assert to any person or
entity that any deterioration of the business  operations or financial condition
of any of the Obligors was caused by any breach or wrongful act of the Lender or
any of the Lender Group.
<PAGE>

     (b) If the  Guarantor  is or becomes an  "insider"  as defined from time to
time in Section 101 of the United States Bankruptcy Code,  U.S.C.  Title 11 (the
"Bankruptcy  Code") with respect to any other Obligor,  then each such Guarantor
irrevocably   and  absolutely   waives  any  and  all  rights  of   subrogation,
contribution,  indemnification,  reimbursement or any similar right against such
Obligor in connection with the Indebtedness  and the  transactions  contemplated
herein,  whether  such rights  arise under an express or implied  contract or by
operation of law, it being the intention of the parties that the Guarantor shall
not be deemed a "creditor", as defined in Section 101 of the Bankruptcy Code, of
any  Obligor in the event any such  Obligor  becomes a debtor in any  proceeding
under the Bankruptcy Code.

     12.  Default.  The  occurrence  of any or more of the  following  events or
occurrences shall constitute a "Forbearance Default" under this Agreement:

     (a) The failure of any of the Obligors to observe,  perform, or comply with
any of the terms,  conditions or provisions of this  Agreement  and/or any other
document  executed and delivered in connection with this Agreement,  as and when
required  (including,  without limitation,  the obligation to provide the Lender
with the Annual Statements by February 28, 2003).

     (b) If any recital, representation or warranty made herein, in any document
executed and delivered in connection  herewith,  or in any report,  certificate,
financial statement or other instrument or document previously, now or hereafter
furnished  by or on  behalf  of any of the  Obligors  in  connection  with  this
Agreement or any other document  executed and delivered in connection  with this
Agreement,  shall  prove to have been false,  incomplete  or  misleading  in any
respect on the date as of which it was made.

     (c) The  occurrence  of a  default  under  any of the  Financing  Documents
(including,  without limitation, the First Forbearance Agreement) other than the
Existing Defaults.


     (d) If any of the Obligors commences, institutes or otherwise intervenes in
any proceeding or action against the Lender or any member of the Lender Group in
connection  with  any  of the  Indebtedness,  any  of  the  Financing  Documents
(including, without limitation, the First Forbearance Agreement), this Agreement
or  any of  the  documents  executed  and  delivered  in  connection  with  this
Agreement.

     13. Remedies.  Immediately upon the occurrence of any Forbearance  Default,
the  obligations,  agreements  and  commitments  of the Lender set forth in this
Agreement  shall  immediately and  automatically  terminate and be of no further
force or effect without further notice to or consent of any of the Obligors, and
the Lender  shall have the right to exercise  and enforce any and all rights and
remedies  available  to the  Lender  under  this  Agreement,  under  any and all
documents  executed and delivered in connection with this  Agreement,  under any
and  all  Financing  Documents   (including,   without  limitation,   the  First
Forbearance  Agreement),  and under applicable laws to the same extent as though
this  Agreement had never been  executed,  without  regard to any notice or cure
period contained in any of the foregoing or otherwise available under applicable
laws.  All rights and remedies  available  to the Lender  under this  Agreement,
under any documents  executed and delivered in connection  with this  Agreement,
under any and all of the Financing Documents (including, without limitation, the
First  Forbearance  Agreement),  and under  applicable  laws,  may be  asserted,
enforced and exercised  concurrently,  cumulatively or successively from time to
time  and at any time  until  such  time as all of the  Indebtedness  have  been
indefeasibly paid in full.
<PAGE>

     14. Expenses.  The Lender shall be entitled to obtain at the expense of the
Obligors,  such  appraisals,  reports,  record  searches,  and  legal  and other
opinions  and  advice as the Lender  may from time to time deem  necessary  with
respect to any or all of Obligors  and/or any or all collateral and security now
or hereafter  securing any of the  Indebtedness.  The Obligors agree jointly and
severally to pay all costs,  fees and expenses of the Lender in connection  with
the preparation,  execution and delivery of this Agreement and any and all other
documents executed and delivered in connection with this Agreement and all other
costs, fees and expenses,  incurred by, or on behalf of the Lender in connection
with the enforcement,  preservation,  or collection of the  Indebtedness  and/or
this Agreement, including, without limitation,  attorneys fees and expenses, and
recordation and filing fees and taxes (collectively,  the "Enforcement  Costs").
Such Enforcement  Costs shall be deemed to be part of the Indebtedness and shall
be payable upon demand.

     15. CONFESSION OF JUDGMENT. THE OBLIGORS AUTHORIZE ANY ATTORNEY ADMITTED TO
PRACTICE  BEFORE ANY COURT OF RECORD IN THE UNITED STATES TO APPEAR ON BEHALF OF
THE  OBLIGORS  IN ANY  COURT IN ONE OR MORE  PROCEEDINGS,  OR  BEFORE  ANY CLERK
THEREOF OR PROTHONOTARY OR OTHER COURT OFFICIAL, AND TO CONFESS JUDGMENT AGAINST
THE DEBTOR IN FAVOR OF THE HOLDER OF THIS AGREEMENT IN THE FULL AMOUNT DUE UNDER
THIS AGREEMENT (INCLUDING  PRINCIPAL,  ACCRUED INTEREST AND ANY AND ALL CHARGES,
FEES AND COSTS)  PLUS  ATTORNEYS'  FEES EQUAL TO  FIFTEEN  PERCENT  (15%) OF THE
AMOUNT DUE, PLUS COURT COSTS,  ALL WITHOUT PRIOR NOTICE OR OPPORTUNITY OF DEBTOR
FOR PRIOR HEARING.  DEBTOR AGREES AND CONSENTS THAT VENUE AND JURISDICTION SHALL
BE PROPER IN THE  CIRCUIT  COURT OF ANY  COUNTY OF THE STATE OF  MARYLAND  OR OF
BALTIMORE  CITY,  MARYLAND,  OR IN THE  UNITED  STATES  DISTRICT  COURT  FOR THE
DISTRICT  OF  MARYLAND.  DEBTOR  WAIVES THE  BENEFIT  OF ANY AND EVERY  STATUTE,
ORDINANCE,  OR RULE OF COURT WHICH MAY BE LAWFULLY WAIVED CONFERRING UPON DEBTOR
ANY RIGHT OR PRIVILEGE OF EXEMPTION,  HOMESTEAD  RIGHTS,  STAY OF EXECUTION,  OR
SUPPLEMENTARY  PROCEEDINGS,  OR OTHER RELIEF FROM THE  ENFORCEMENT  OR IMMEDIATE
ENFORCEMENT OF A JUDGMENT OR RELATED  PROCEEDINGS  ON A JUDGMENT.  THE AUTHORITY
AND POWER TO APPEAR FOR AND ENTER JUDGMENT AGAINST DEBTOR SHALL NOT BE EXHAUSTED
BY ONE OR MORE EXERCISES THEROF, OR BY ANY IMPERFECT  EXERCISE THEROF, AND SHALL
NOT BE EXTINGGUISHED BY ANY JUDGMENT  ENTERED PURSUANT  THERETO;  SUCH AUTHORITY
AND POWER MAY BE EXERCISED ON ONE OR MORE  OCCASIONS  FROM TIME TO TIME,  IN THE
SAME OR DIFFERENT  JURISDICTIONS,  AS OFTEN AS THE HOLDER SHALL DEEM  NECESSARY,
CONVENIENT, OR PROPER.

     16.  WAIVER OF JURY TRIAL.  THE  OBLIGORS  AND THE LENDER EACH HEREBY WAIVE
TRIAL BY JURY IN ANY ACTION OR  PROCEEDING  TO WHICH ANY OR ALL OF THE  OBLIGORS
AND THE LENDER MAY BE PARTIES,  ARISING OUT OF OR IN ANY WAY  PERTAINING  TO (A)
THIS  AGREEMENT,  (B) ANY OF THE DOCUMENTS  EXECUTED AND DELIVERED IN CONNECTION
WITH THIS AGREEMENT,  (C) ANY OF THE INDEBTEDNESS,  AND (D) ANY OF THE FINANCING
DOCUMENTS IT IS AGREED AND UNDERSTOOD  THAT THIS WAIVER  CONSTITUTES A WAIVER OF
TRIAL BY JURY OF ALL CLAIMS AGAINST ALL PARTIES TO SUCH ACTIONS OR  PROCEEDINGS,
INCLUDING CLAIMS AGAINST PARTIES WHO ARE NOT PARTIES TO THIS AGREEMENT.
<PAGE>

     THIS WAIVER IS KNOWINGLY,  WILLINGLY AND  VOLUNTARILY  MADE BY THE OBLIGORS
AND THE  LENDER,  AND THE  OBLIGORS  AND THE LENDER EACH  HEREBY  REPRESENT  AND
WARRANT  THAT NO  REPRESENTATIONS  OF  FACT OR  OPINION  HAVE  BEEN  MADE BY ANY
INDIVIDUAL  TO INDUCE  THIS  WAIVER OF TRIAL BY JURY OR TO IN ANY WAY  MODIFY OR
NULLIFY  ITS  EFFECT.  THE  OBLIGORS  FURTHER  REPRESENT  THAT  THEY  HAVE  BEEN
REPRESENTED IN THE SIGNING OF THIS AGREEMENT AND IN THE MAKING OF THIS WAIVER BY
INDEPENDENT  LEGAL COUNSEL,  SELECTED OF THEIR OWN FREE WILL, AND THAT THEY HAVE
HAD THE OPPORTUNITY TO DISCUSS THIS WAIVER WITH COUNSEL.

     17. RELIEF FROM THE AUTOMATIC  STAY. THE BORROWER HEREBY  ACKNOWLEDGES  AND
AGREES  THAT THE  LENDER HAS  AGREED TO ENTER  INTO THIS  AGREEMENT  IN ORDER TO
PERMIT THE BORROWER AN  OPPORTUNITY TO REPAY AND SATISFY THE  INDEBTEDNESS  IN A
MUTUALLY  ACCEPTABLE,  CONSENSUAL  MANNER,  RATHER  THAN  THROUGH  THE  LENDER'S
EXERCISE  AND  ENFORCEMENT  OF ITS  RIGHTS  AND  REMEDIES  UNDER  THE  FINANCING
AGREEMENT,  THE FINANCING  DOCUMENTS AND APPLICABLE  LAWS. THE BORROWER  FURTHER
ACKNOWLEDGES  AND AGREES  THAT  BECAUSE OF THE  EXISTING  DEFAULTS  UNDER AND IN
CONNECTION  WITH THE  INDEBTEDNESS,  THE LENDER  WOULD  OTHERWISE BE ENTITLED TO
EXERCISE  IMMEDIATELY ANY AND ALL SUCH RIGHTS AND REMEDIES IF THE LENDER DID NOT
ENTER INTO THIS AGREEMENT.  THE BORROWER  FURTHER  ACKNOWLEDGES  AND AGREES THAT
ALTHOUGH THE LENDER'S  INTEREST IN ITS  COLLATERAL AND SECURITY IS NOT PRESENTLY
BEING  ADEQUATELY  PROTECTED,  THE  LENDER  HAS BEEN  INDUCED TO ENTER INTO THIS
AGREEMENT  IN  RELIANCE  UPON THE  UNDERSTANDING  THAT IN THE EVENT  THE  LENDER
EXERCISES ANY OF ITS RIGHTS OR REMEDIES UNDER THE FINANCING AGREEMENT AND/OR ANY
OR ALL OF THE  FINANCING  DOCUMENTS  AND/OR UNDER ANY  APPLICABLE  LAWS UPON THE
OCCURRENCE OF A FORBEARANCE DEFAULT, THE BORROWER WILL COOPERATE WITH THE LENDER
IN THE  LENDER'S  EFFORTS  TO  EXERCISE  ANY AND ALL SUCH  RIGHTS  AND  REMEDIES
AVAILABLE TO THE LENDER.  ACCORDINGLY,  IF THE BORROWER BECOMES THE SUBJECT OF A
BANKRUPTCY  CASE, THE BORROWER  CONSENTS TO ALLOW THE LENDER TO EXERCISE ANY AND
ALL RIGHTS AND REMEDIES  AVAILABLE TO THE LENDER WITH RESPECT TO ITS  COLLATERAL
AND SECURITY.  THE BORROWER  HEREBY CONSENTS TO ANY MOTION FILED BY OR ON BEHALF
OF THE LENDER FOR RELIEF FROM THE AUTOMATIC STAY UNDER SECTION 362 OF THE UNITED
STATES BANKRUPTCY CODE. THE BORROWER HEREBY IRREVOCABLY  AUTHORIZES AND EMPOWERS
THE LENDER TO FILE THIS CONSENT WITH THE  BANKRUPTCY  COURT  PRESIDING  OVER ANY
SUCH BANKRUPTCY CASE OF THE BORROWER,  AND FURTHER AGREES NOT TO OPPOSE ANY SUCH
MOTION FOR RELIEF FROM THE  AUTOMATIC  STAY FILED BY OR ON BEHALF OF THE LENDER.
FINALLY, THE BORROWER CONSENTS AND AGREES THAT NONE OF THE COLLATERAL (INCLUDING
ANY  CASH OR  NON-CASH  PROCEEDS  THEREOF)  MAY BE USED  TO PAY  ANY  ACTUAL  OR
ESTIMATED  FEES  INCURRED BY OR ESTIMATED  TO BE INCURRED BY THE  BORROWER  WITH
RESPECT TO ANY FILED OR PROPOSED  BANKRUPTCY  CASE IN WHICH THE  BORROWER IS THE
SUBJECT.

     18.  Notices.  All  notices,  requests,  demands  and other  communications
required or permitted  hereunder shall be in writing and shall be deemed to have
been duly given when  delivered  by hand or overnight  delivery  service or when
mailed by certified mail, postage prepaid, as follows:
<PAGE>

        If to the Lender:                          Bank of America, N.A.
                                                   101 North Tryon Street,
                                                   13th Floor Charlotte,
                                                   North Carolina 28255
                                                   Attn: Roger O. Gore

       If to the Borrower:                         Danzer Industries, Inc.
                                                   7500 York Road
                                                   Hagerstown, Maryland 21740
                                                   Attn:Mel Williams, President

        If to the Guarantor:                       Obsidian Enterprises, Inc.
                                                   111 Monument Circle
                                                   Suite 4800
                                                   Indianapolis, Indiana 46204
                                                   Attn: Timothy S. Durham
                                                   Chief Executive Officer

             with a copy to:                       Neil E. Lucas, Esq..
                                                   111 Monument Circle
                                                   Suite 4800
                                                   Indianapolis, Indiana 46204


or to such other  address as any party hereto may designate for itself by notice
to the other parties hereto.

     19. Other Agreements. The parties to this Agreement further agree:

     (a) This  Agreement is not a substitute for and does not replace or cause a
novation of the First Forbearance  Agreement.  The representations,  warranties,
covenants,  promises and other obligations of each of the Obligors  contained in
this  Agreement  are in addition  to those  contained  in the First  Forbearance
Agreement and the First Forbearance Agreement remains in full force and effect.

     (b) The Obligors expressly warrant,  represent,  covenant,  acknowledge and
agree  that  this  Agreement  and the First  Forbearance  Agreement  are  hereby
expressly  cross-defaulted  such that: (i) a Forbearance Default pursuant to the
terms and provisions of the First  Forbearance  Agreement shall be a Forbearance
Default under this Agreement and (ii) a Forbearance Default under this Agreement
shall be a Forbearance Default pursuant to the terms and provisions of the First
Forbearance Agreement.
<PAGE>

     (c) This Agreement shall be governed by, and construed in accordance  with,
the laws of the State of Maryland.  In any  litigation in connection  with or to
enforce this Agreement,  the Obligors each  irrevocably  consents to and confers
personal  jurisdiction  on the  courts of the State of  Maryland  or the  United
States located within the State of Maryland and expressly  waives any objections
as to venue in any such courts. Nothing contained herein shall, however, prevent
Lender from bringing  action or exercising  any rights within any other state or
jurisdiction  or  from  obtaining  personal  jurisdiction  by  any  other  means
available under applicable law.

     (d) In case one or more  provisions  contained in this  Agreement  shall be
invalid,  illegal,  or unenforceable in any respect under any law, the validity,
legality  and  enforceability  of the  remaining  provisions  contained  in this
Agreement  shall  remain  effective  and  binding  and shall not be  affected or
impaired thereby.

     (e) If there is any conflict  between the terms of this  Agreement,  any of
the documents executed and delivered in connection with this Agreement,  and any
of the Financing Documents, the terms of this Agreement shall prevail.

     (f) This Agreement may be amended, modified or supplemented only by written
agreement of the parties  hereto.  No provision of this  Agreement may be waived
except in writing  signed by the party  against whom such waiver is sought to be
enforced.

     (g)  This  Agreement  sets  forth  the  final  and  entire   agreement  and
understanding  of the parties  hereto,  superseding  all prior  representations,
understandings and agreements,  written or oral, not expressly set forth in this
Agreement  or in any  other  documents  executed  and  delivered  in  connection
herewith.

     (h) The Obligors agree to execute and deliver to Lender any and all further
amendments,  modifications, notes, financing statements, instruments, agreements
and documents  which Lender may reasonably  require in connection with the terms
and provisions of this Agreement or any of the other Financing Documents.

     (i) As used in this  Agreement,  the  singular  number  shall  include  the
plural, the plural the singular and the use of the masculine, feminine or neuter
gender shall include all genders, as the context may require.  Reference in this
Agreement  to any one or more of the Obligors  shall mean the same,  jointly and
severally.

     (j)  The  headings,  titles  and  captions  of this  Agreement  are for the
convenience only and are not part of this Agreement.

     (k) Time is of the essence of this  Agreement  with  respect to each of the
Obligors.

     (1) This  Agreement  shall be binding  upon and inure to the benefit of the
Obligors,   the   Lender   and  each  of  their   respective   heirs,   personal
representatives,  successors,  and assigns.  None of the Obligors shall however,
assign any of their respective rights or obligations under this Agreement.

     (m)This  Agreement may be executed in any number of duplicate  originals or
counterparts,  each of such duplicate  originals or counterparts shall be deemed
to be an original and all taken together  shall  constitute but one and the same
agreement.  The parties agree that their respective  signatures may be delivered
by fax. Any party who chooses to deliver its  signature by fax agrees to provide
promptly to the other parties a  counterpart  of this  Agreement  with its inked
signature.

                        [Signatures Follow on Next Page]


<PAGE>


                                SIGNATURE PAGE TO
                      SECOND LIMITED FORBEARANCE AGAREEMENT
                      BY AND BETWEEN BANK OF AMERICA, N.A.
             DANZER INDUSTRIES, INC. AND OBSIDIAN ENTERPRISES, INC.

     IN  WITNESS  WHEREOF,  the  Obligors  and the  Lender  have  executed  this
Agreement under seal as of the date first written above.


WITNESS:                           BANK OF AMERICA, N.A.


/s/ Tina Westmoreland              By:    /s/ Roger O. Gore       (SEAL)
--------------------------               --------------------------------------
                                   Name:    Roger O. Gore
                                         --------------------------------------
                                   Title:
                                         --------------------------------------

WITNESS:                           DANZER INDUSTRIES, INC.


                                   By:     /s/ Mel E. Williams       (SEAL)
--------------------------                -------------------------------------
                                   Name:    Mel E. Williams
                                          -------------------------------------
                                   Title:   President
                                          -------------------------------------

WITNESS:                           OBSIDIAN ENTERPRISES, INC.


                                   By:     /s/ Barry S. Baer         (SEAL)
--------------------------                -------------------------------------
                                   Name:    Barry S. Baer
                                          -------------------------------------
                                   Title:   EVP/Chief Financial Officer
                                          -------------------------------------


<PAGE>


                                 EXHIBIT "A" TO
                      SECOND LIMITMED FORBEARANCE AGREEMENT
                      BY AND BETWEEN BANK OF AMERICA, N.A.,
             DANZER INDUSTRIES, INC. AND OBSIDIAN ENTERPRISES, INC.

                                   Litigation

                            (ATTACHED, IF APPLICABLE)