FORM 10-K

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
(MARK ONE)
[ X ]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
       ACT OF 1934 [FEE REQUIRED]
       FOR THE FISCAL YEAR ENDED DECEMBER 31, 1995

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
       EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
       FOR THE TRANSITION PERIOD FROM ................ TO ................

COMMISSION FILE NUMBER: 0-15339

                        THE STROBER ORGANIZATION, INC.
            (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
              DELAWARE                                  11-2822910
    (STATE OR OTHER JURISDICTION                     (I.R.S. EMPLOYER
  OF INCORPORATION OR ORGANIZATION)               IDENTIFICATION NUMBER)

         550 HAMILTON AVENUE
         BROOKLYN, NEW YORK                                11232
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                (ZIP CODE)

       REGISTRANT'S TELEPHONE NUMBER INCLUDING AREA CODE: (718) 832-1212
                               _________________

SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT: NONE

SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:

                    COMMON STOCK, PAR VALUE $.01 PER SHARE
                               (Title of Class)

   Indicate  by  check  mark  whether  the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d)  of  the Securities Exchange Act of
1934  during  the  preceding  12 months (or for such shorter  period  that  the
Registrant was required to file  such reports) and (2) has been subject to such
filing requirements for the past 90 days.
                                  Yes    X   No ______

   Indicate by check mark if disclosure  of  delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein,  and  will  not be contained, to
the  best  of  Registrant's  knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in  Part III of this Form 10-K or  any
amendment to this Form 10-K. [X]

   Aggregate market value on March 14, 1996 of  the  voting  stock held by non-
affiliates of the Registrant was approximately $9,805,414 based  upon the $4.50
per  share  closing price of the Common Stock on that date.  (For this  purpose
all outstanding  shares  of  Common  Stock  have  been  considered held by non-
affiliates, other than those owned by directors, officers,  and 5% stockholders
of the Registrant; certain of such persons disclaim that they are affiliates of
the Registrant.)

   The  number  of  shares of Common Stock outstanding at March  14,  1996  was
5,027,447.

<PAGE>
                                    PART 1
ITEM 1. BUSINESS

      GENERAL

      The Strober Organization,  Inc.,  is  a  supplier  of  building materials
serving  professional  building  contractors out of its eleven building  supply
centers in New York, New Jersey, Connecticut, and Pennsylvania.

      The Company was incorporated  in  Delaware  in  1986 as the parent of the
various  affiliated  companies  which  had  previously  conducted  the  Strober
business  for more than 80 years.  Unless the context otherwise  requires,  the
terms "STROBER"  and  "COMPANY" refer to The Strober Organization, Inc. and its
subsidiaries and predecessors.

      Strober's marketing  strategy  is  to provide professional customers with
one-stop shopping by offering a broad selection of inventory, technical product
advice,  timely  delivery  and  extension  of  credit.   Builders,  carpenters,
drywall, roofing and acoustical contractors and  other  professional  customers
account for an estimated 90 to 95% of the Company's sales, with the balance  to
the  "do-it-yourself"  market.   The  Company  carries  a wide range of product
lines,  such  as  lumber,  gypsum  wallboard,  roofing, insulation,  acoustical
materials, millwork and hardware items.

      Since  1972,  the  Company  has  grown  from  a single  location  serving
primarily  the  New York City roofing market to a network  of  eleven  building
supply centers in  New  York,  New  Jersey,  Connecticut and Pennsylvania.  The
Company also operates a Kitchen and Bath Center and a Peachtree Planning Center
(window and door showroom).  The Company's expansion  strategy has been to grow
by  adding  new  locations,  expanding existing locations,  acquiring  building
supply centers from others and adding product lines.

      During the period 1993-1995,  sales  have increased by 14%, 5% and 3/10%,
respectively.  The Company believes that sales  were adversely impacted in 1995
by a decline in new residential construction in the  Northeast  as  well  as by
price deflation primarily affecting lumber products.

      RETENTION OF FINANCIAL ADVISOR

      In  February  1996,  the  Company  announced  that  it  had retained Hill
Thompson  Capital  Markets, Inc. as its financial advisor to explore  strategic
alternatives in order  to  maximize  stockholder  value, including the possible
merger or sale of all or part of the Company.

      PRODUCTS, CUSTOMERS AND SUPPLIERS

      Strober  sells a broad selection of building materials  including  lumber
and plywood, gypsum  wallboard  and  other drywall products, millwork, roofing,
acoustical materials, siding products, insulation materials, metal specialties,
hardware and tools.  Lumber and related  products, gypsum wallboard and related
products and millwork accounted for an estimated 32%, 27% and 14% respectively,
of the Company's total revenues during 1995;  36%, 23% and 14% respectively for
1994; and 39%, 21% and 14% respectively for 1993.   The  Company  currently has
over 3,000 active customers, with no single customer accounting for  more  than
2% of the Company's total sales during 1995.

      The Company's sales are generally somewhat lower during the first quarter
of each calendar year, with higher sales volumes generally occurring during the
months  of  April  through October when most construction occurs in the markets
which the Company serves.

      Strober purchases  its  products  from a supplier group totaling over 250
manufacturers and wholesale distributors,  although  it  believes approximately
half  of the dollar amount of its purchases is from twenty  principal  vendors.
During 1995, gypsum wallboard and related products purchased from the Company's
largest  supplier  represented  an  estimated  12%  of the dollar amount of the
Company's  purchases.   Strober  has  not  experienced  significant  delays  in
obtaining products from its current suppliers, but should  such  delays  occur,
management  believes  that  similar  products  would  be  available  from other
sources.   There  are  no  written  agreements  between  the  Company  and  its
suppliers.

      MARKETING

      Strober's marketing strategy focuses on the professional contractor.  The
Company   provides  "one-stop  shopping"  by  offering  a  broad  selection  of
inventory, technical product advice, timely delivery and extension of credit.

      The Company  currently  operates  from  eleven building supply centers, a
Kitchen  and  Bath Center, and a Peachtree Planning  Center  (window  and  door
showroom), with  a  total of approximately 460,000 square feet of covered space
on sites totaling approximately  42  acres.   Strober  maintains inventories of
over  15,000  products.  This level of inventory is important  to  professional
contractors in  that  it  permits  the  purchase  of a wide variety of building
supplies from a single source.

      Prompt delivery is particularly important to  the Company's customers, as
meeting  tight  time  schedules  in  the construction industry  is  often  more
important than other considerations.   In  order  to  deliver  on  a timely and
convenient  basis,  the Company maintains a fleet of trucks, many of which  are
equipped with booms capable of hoisting materials in excess of six stories.

      The Company's sales  force  and management have a high level of expertise
regarding products and relevant construction  techniques.  The  sales force has
access  through  the  Company's  management  information systems to data  about
customer sales, purchasing and credit histories  as  well as detailed inventory
information.  Strober believes that its responsiveness  to its customers' needs
has contributed to its ability to maintain long-term customer relationships.

      Extension  of  credit is an important factor in selling  to  professional
contractors.   Through   established   credit  procedures,  credit  limits  are
determined  and  outstanding  balances  are  continuously  monitored  for  such
customer.   Although  management  believes  that  such  procedures  help  avoid
potential credit problems, there can be no assurance  that such procedures will
prevent failures or delays in the collection of customer receivables.

      Each  building supply center contains a showroom where  the  professional
contractor and  the  "do-it-yourself"  customer can examine and purchase a wide
variety  of  products.   These  areas  also provide  an  opportunity  for  such
customers to meet with sales personnel.

      ORGANIZATION AND MANAGEMENT CONTROL

      The Company's operations are organized  into six regions:  New York City;
Long Island, New York; New York's Hudson Valley;  New  Jersey;  East  Hartford,
Connecticut  and  Scranton/Wilkes-Barre  and Allentown/Bethlehem, Pennsylvania.
The Company's regions have regional managers  whose focus is to achieve greater
sales and more efficient operations in those regions.

      The  Company's  regions  and  building supply  centers  are  operated  as
independent profit centers, with individually targeted earnings and performance
goals (covering, for example, sales by  product,  margins,  individual items of
overhead and operating expense and other financial and management information),
which are monitored and reviewed on a monthly basis.  The regions  and  centers
have  senior  managers  who  are  responsible  for  their  day-to-day business,
including   sales,   customer  relations,  personnel,  collections,   inventory
management  and  cost  control.   Major  decisions  affecting  Company  policy,
facilities and capital outlays are made by the Company's Board of Directors and
central management.

      The Company, its regions  and  its  building supply centers are headed by
senior managers with extensive experience in  the  building supply industry and
who have an incentive compensation stake in the performance  of the Company and
its respective building supply centers.  These managers have extensive years of
experience in the building supply industry.  In the aggregate,  senior managers
own approximately 20% of the outstanding shares of the Company's Common Stock.

      Because  inventory  and  accounts  receivable  constitute  a  substantial
portion  of  the  Company's  total  assets, efficient control of inventory  and
receivables  is  an  important  management  priority.   The  Company  regularly
monitors detailed computer-generated reports showing sales, inventory turnover,
margins and quantities on hand for  each  item  in  the Company's inventory, as
well  as aging and other pertinent information regarding  accounts  receivable.
The Company  believes that it maintains management reports that are standard in
the industry.

      EXPANSION AND MARKET

      Since 1980, the Company has grown from three to presently eleven building
supply centers  located  in New York, New Jersey, Connecticut and Pennsylvania,
today serving customers in  these  four  states and Massachusetts.  The Company
also operates a Kitchen and Bath Center in  East  Hartford,  Connecticut  and a
Peachtree Planning Center (window and door showroom) in Brooklyn, New York.

      During  1995,  due  to  a  lease  termination,  the Company relocated its
Farmingdale,  New  York  facility  to  a  larger  facility  also   located   in
Farmingdale,  New  York.   In  November,  1995,  the  Company opened its second
facility  in  the  eastern Pennsylvania region, a 30,000 square  foot  facility
located in Bethlehem, Pennsylvania.

      In October 1995,  the  Company  formed  Architectural Wall Systems LLC, a
joint  venture with Architectural Wall Systems,  Inc.  of  Basking  Ridge,  New
Jersey.   This  new  venture  has  become  an  exclusive  distributor of Dryvit
Systems,  Inc.  (of  West  Warwick, Rhode Island) to market and  sell  "Dryvit"
exterior wall systems and other  related  products  to certified commercial and
residential applicators in designated counties located  in  New York State, New
Jersey and all of New York City and Long Island.

      Among the avenues for expansion which may be considered  by  the  Company
are the opening of new building supply centers in geographic areas constituting
natural  extensions  of its existing markets and the acquisition of centers  or
groups of centers from  others.  The Company does not anticipate that any newly
opened centers (other than those replacing other facilities) will be profitable
during their first year of operation.

      In addition to expanding  geographically,  the  Company  may  expand  its
product  lines  as  well  as  its  customer  groups.   The  Company  frequently
re-evaluates  its  product  lines  to  expand the range of products offered  to
generate sales to new customers and to add,  modify  or delete product lines to
seek  to increase sales, profit margins and inventory turnover.   New  products
are presented regularly to the Company by manufacturers and the Company chooses
those which it believes fit within its marketing strategy.

      COMPETITION

      The  sale  of  building  supplies  is  highly competitive.  The principal
methods by which the Company competes are selection  of inventory, availability
of  technical  product advice, timely delivery and extension  of  credit.   The
Company believes  that  with  respect  to  each of these factors it effectively
competes in its market.  The Company competes with companies which carry one or
more product lines similar to, or the same as, those sold by Strober, including
building supply centers, lumber yards, hardware  stores, home center chains and
manufacturers who sell directly to builders, professional contractors and other
customers.   One such competitor is the country's largest  producer  of  gypsum
wallboard, which  makes  such direct sales and since 1970 has operated building
supply  centers  in the Company's  market.   Although  some  of  the  Company's
competitors have significantly  greater  resources  than  Strober,  the Company
believes that the majority of sales to building contractors and other customers
in its market are made by companies which are smaller than Strober.

      EMPLOYEES

      The  Company employs approximately 339 persons, of whom approximately  77
employees in  four  of the Company's eleven building supply centers are subject
to collective bargaining  agreements  expiring December 1996, December 1997 and
December 2000.  The Company has generally  had  satisfactory relations with the
unions representing its unionized employees and considers its relationship with
all of its employees to be good.

      EXECUTIVE OFFICERS OF REGISTRANT{(1)}

      The executive officers of Strober are as follows:

<TABLE>
<CAPTION>

      NAME                    AGE               POSITION
<S>                           <C>               <C>
Robert J. Gaites              54                Chairman of the Board,
                                                Chief Executive Officer and
                                                President

John Yanuklis                 59                Executive Vice President and Director

Albert C. Brower              61                Senior Vice President

Richard W. Young              45                Senior Vice President

Edward N. Zieky               44                Senior Vice President

Eliott S. Zieky               44                Senior Vice President and Director

Richard Schaefer              48                Vice President

David J. Polishook            54                Chief Financial Officer, Secretary and Treasurer


</TABLE>
(1)   Robert J. Gaites was elected Chief Executive  Officer  and  President  on
      July  10,  1991.  He was elected Chairman of the Board on March 12, 1992.
      John Yanuklis  served as Senior Vice President since 1986 and was elected
      Executive Vice President  on May 28, 1992.  Messrs. Brower and Young were
      elected as Senior Vice Presidents  in October 1986.  Richard Schaefer was
      elected as Vice President of the Company  on  July  20,  1989.  Edward N.
      Zieky  and  Eliott  S.  Zieky were elected as Senior Vice Presidents  and
      Directors of the Company  as  of  January  25,  1988.   Edward  N.  Zieky
      resigned  as  a  Director  on  February 28, 1991.  David J. Polishook was
      elected to the Board of Directors  on  January  31,  1988,  elected Chief
      Financial Officer and Treasurer of the Company on June 28, 1988  and  was
      elected  Secretary  on  November  12, 1991.  He resigned as a Director on
      February 28, 1991.
<PAGE>
ITEM 2. PROPERTIES

      The Company has eleven building supply  centers,  of which one is located
in New York City, two on Long Island, two in New York's Hudson  Valley,  two in
New  Jersey,  two  in the Hartford, Connecticut region and two in Pennsylvania.
Each of the centers  has  showroom,  office  and  warehouse  space,  as well as
outside  storage  areas, except for the center in Kingston, Pennsylvania.   The
Company's showroom,  office  and  warehouse  space totals approximately 460,000
square  feet  on sites totaling approximately 42  acres.   In  the  opinion  of
management, these  premises  are  suitable  and  adequate to meet the Company's
requirements.  All of the Company's locations are leased.

The following table describes certain terms of the Company's leases:

<TABLE>
<CAPTION>
LOCATIONS     						    Last Expiration     Approximate        Approx-         Current
                                      			    Date Assuming       Square Footage     imate          Annual
                                            Initial 	    Exercise of all     of Showroom,       Acreage         Rent{(2)}
                                            Expiration 	    Renewal 	        Office and         of
                                            Date            Option   	     	Warehouse Space    Site
<S>        <C>                              <C>             <C>                <C>          	   <C>   	  <C>
    1.     *550 Hamilton Avenue
           Brooklyn, New York{(1)}          12/31/96         12/31/96           59,100                4.0           $709,400

Long Island Region

    1.     1294 Route 110                   04/01/00         04/30/05           37,500                3.0           $140,100
           Farmingdale, New York

    2.     *370 West Merrick Road           12/31/96         12/31/96           30,000                1.8           $262,000
            Valley Stream, New York{(3)}

           *345 West Merrick Road           12/31/96         12/31/96           16,000                0.6           $137,700
            Valley Stream, New York{(3)}

           362 West Merrick Road            07/31/89         12/31/96           --                    0.2            $26,400
           Valley Stream, New York{(3)}

HUDSON VALLEY REGION

    1.     *102 N. Route 9W                 12/31/98         12/31/08           32,350                5.0           $260,900
            Congers, New York

    2.     *125 Temple Hill Road            09/01/00         09/01/00           27,100                4.5            $69,500
            Vails Gate, New York

NEW JERSEY REGION

    1.     20 Truman Drive So.              04/30/99         04/30/09           60,000                6.0           $337,000
           Edison, NJ

    2.     *Route 173 West                  04/30/98         04/30/08           37,300                5.3           $328,700
            Hampton, NJ

CONNECTICUT REGION

    1.     *363, 367 and 405                01/31/93         01/31/08           81,000                8.2           $350,400
            Ellington Road
            East Hartford, CT

           *580 Tolland Street              04/30/93         04/30/98           31,000                2.0           $138,200
            East Hartford, CT

    2.     75 John Fitch Boulevard          02/29/88         12/31/99            3,100               --              $32,900
           South Windsor, CT

PENNSYLVANIA REGION

    1.     695 Wyoming Avenue               05/31/92         06/30/04           17,250               --              $33,500
           Kingston, PA

    2.     1005-C West Lehigh Street        11/30/97         11/30/07           28,500                1.5            $59,900
           Bethlehem, PA
                                                                               460,200               42.1         $2,886,600
</TABLE>


*     The lessors for these facilities are entities  owned  in whole or in part
by members of management and their families.  The terms of the leases with such
affiliated parties, at the time the leases were entered into,  were believed to
be no less favorable to the Company than it could have obtained in arm's-length
negotiations with unrelated third parties.

(1)   The Company is currently negotiating a ten year lease agreement for a new
      location  within  approximately  two  miles of the existing location  but
      there can be no assurance that such new  lease  agreement will be entered
      into.

(2)   All the Company's real estate leases require the Company to pay liability
      insurance,  some  or  all  real estate taxes and all  utilities.   Rental
      payments for the Brooklyn and 345 and 370 West Merrick Rd., Valley Stream
      centers increase annually by  3%  during  the  terms  of the leases.  The
      rental  payments  for  the Farmingdale center for the initial  five  year
      lease  term  are $140,070,  $150,844,  $161,618,  $172,393  and  $183,168
      respectively.  The annual rental payments during the first three years of
      the option period  is  $193,942 and increases to $205,914 during the last
      two years of the option  period.   The  rent payable on the Edison center
      increases to $400,500 per year in the first  five  year  renewal term and
      $425,000 in the second five year renewal term.  Rental payments  for  the
      Congers  and Hampton centers increase annually by the percentage increase
      in the applicable consumer price index or 4%, whichever is lower.  Rental
      payments for  the  Vails Gate center are in amounts sufficient to service
      industrial development  bond financing by the lessor of such facility and
      fluctuate with changes in  interest  and  tax rates.  Rental payments for
      the Ellington Road, East Hartford center increase to the then fair market
      rental at the commencement of the second five year option renewal period.
      Rental  payments  for  the  Kingston center increase  by  the  percentage
      increase in the applicable consumer  price  index  or by 5%, whichever is
      lower.  Rental payments for the Bethlehem center increase  in  the fourth
      year  of the first five year renewal option (December 1, 2000) determined
      by the  average  annual  percentage  increases in the applicable consumer
      price index that occurred since the lease  inception  date, such increase
      capped at 3% per year.  The rent is further increased in  the second five
      year renewal term commencing December 1, 2002 as determined by increasing
      the annual rental at November 30, 2002 by the annual percentage increases
      in the applicable consumer price index that occurred between  December 1,
      2000 and December 1, 2002 such increase capped at 3% per year.

(3)   The  Company  is  currently  negotiating with the landlord to extend  the
      lease term for an additional ten years but there can be no assurance that
      such lease term will be extended.

               [The balance of this page is intentionally blank]
<PAGE>

ITEM 3. LEGAL PROCEEDINGS

      Strober is not a party to any  material  legal  proceedings.  The Company
is,  however,  involved in litigation relating to claims  arising  out  of  its
operations in the  normal  course of business.  Such claims against Strober are
generally covered by insurance.   It  is  the  opinion  of  management that any
uninsured  liability  resulting  from  any  such litigation would  not  have  a
material adverse effect on Strober's business, financial position or earnings.


ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

      No  matters  were  submitted  to  a  vote  of  security  holders  through
solicitation of proxies or otherwise during the fourth quarter of 1995.


ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

      The Company's common stock trades on the NASDAQ National Market under the
symbol:  STRB.

      The high and low sales price for the first quarter of 1996 (through March
14, 1996) and each of the four quarters of 1995 and  1994  as  reported  by the
National  Association  of  Securities Dealers, Inc., are set forth below.  Such
quotations reflect interdealer  prices,  without  retail  mark-up, mark-down or
commissions and may not necessarily represent actual transactions.

    1996*            HIGH        LOW

First Quarter*       $4-5/8      $3-1/2

    1995             HIGH        LOW

1st Quarter          $4-1/8      $3
2nd Quarter           4-1/2       3-1/4
3rd Quarter           5-7/8       4
4th Quarter           4-3/4       3-1/2

     1994            HIGH        LOW

1st Quarter          $5-5/16     $3-3/4
2nd Quarter           4-7/8       3-1/2
3rd Quarter           4-5/8       2-1/2
4th Quarter           3-7/8       3-1/8

* through March 14, 1996


There were 495 holders of record at March 14, 1996.


      The  Company  intends  to  reinvest all of its earnings for  use  in  its
business  and to finance future growth.   Accordingly,  the  Company  does  not
anticipate  paying  cash  dividends  in  the  foreseeable  future.  Any further
determination  as  to the payment of dividends will depend upon  the  Company's
financial condition,  results of operations, commitments and such other factors
as the Board of Directors  deems  relevant.   See  Management's  Discussion and
Analysis of Financial Condition and Results of Operations.

<PAGE>
ITEM 6. SELECTED FINANCIAL DATA

        (In thousands of dollars, except percentage and per share data)
<TABLE>
<CAPTION>
                                                                        Year Ended December 31,
<S>                                  <C>           	     <C>     		 <C>                 <C>                 <C>
                                         1995                  1994                 1993                1992               1991
INCOME STATEMENT DATA:
Net sales                              $125,812               $125,378            $118,975            $104,812           $90,150
Gross profit                             33,186                 32,670              31,703              27,787            24,897
Gross profit percentage                      26%                    26%                 27%                 27%               28%
Selling, general and administrative
  expenses                               27,858                 28,395              28,090              26,955            26,707
Amortization of acquisition
  costs                                     210                    210                 268                 910               910
Income (loss) from operations             5,118                  4,065               3,345                (78)           (2,720)
Net interest (income) and other           (230)                    332                 787                 812              686
expenses
Income (loss) before income tax           5,348                  3,733               2,558               (890)           (3,406)
Net income (loss)                       $ 3,082                $ 2,576             $ 1,650           $   (763)          $(2,072)
Net income (loss) per share               $0.59                  $0.50              $ 0.33             $(0.15)           $(0.41)
Weighted average number of                5,247                  5,165               5,031               5,021		  5,044
 shares outstanding
</TABLE>

<TABLE>
<CAPTION>
BALANCE SHEET DATA:
<S>                                    <C>                   <C>         	<C>    		    <C>              <C>
Working capital                          $23,691              $21,844             $20,158            $22,032          $24,769
Total assets                              44,544               42,649              44,328             43,145           47,814
Long-term debt less current                1,224                1,171               2,407              8,584           11,551
  installments
Stockholders' Equity                     $33,524              $30,687             $28,569            $26,511          $27,265
</TABLE>

<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

       RESULTS OF OPERATIONS

       The   following  table  sets  forth  certain  income  statement  amounts
expressed as a percentage of sales:


<TABLE>
<CAPTION>
                                                                             Year Ended December 31,
<S>                            	       <C>   		  <C>         	     <C>    	      <C>              <C>
                                       1995               1994               1993              1992            1991
INCOME STATEMENT DATA:
Net sales                               100.0%             100.0%             100.0%           100.0%          100.0%
Cost of goods sold                       73.6%              73.9%              73.4%            73.5%           72.4%
Gross profit percentage                  26.4%              26.1%              26.6%            26.5%           27.6%
Selling, general and                     22.1%              22.6%              23.6%            25.7%           29.6%
  administrative expenses
Amortization of acquisition               0.2%               0.2%               0.2%             0.9%            1.0%
costs
Income (loss) from operations             4.1%               3.3%               2.8%             0.0%          (3.0)%
Net interest (income) and               (0.2)%               0.3%               0.7%             0.8%            0.8%
other expenses
Income (loss) before income               4.3%               3.0%               2.1%           (0.8)%          (3.8)%
  taxes
Provision (benefit) for income            1.8%               0.9%               0.7%           (0.1)%          (1.5)%
  tax
Net income (loss)                         2.5%               2.1%               1.4%           (0.7)%          (2.3)%
</TABLE>



1995 COMPARED TO 1994

      Net sales  for  1995 increased by $434,000 (less than 1%) compared to net
sales for 1994.  Sales benefited by a milder winter season during 1995 compared
to  1994  and were negatively  impacted  by  a  reduction  in  new  residential
construction in the Northeast as well as by price deflation in lumber products.

      Cost of goods sold as a percentage of sales decreased slightly from 73.9%
to 73.6% during  1995  as compared to 1994.  Gross profit for 1995 increased by
$516,000 (2%) due to the  increased  sales  volume  and  a  higher gross profit
margin percentage.  Gross profit as a percent of sales increased  to  26.4%  in
1995 from 26.1% in 1994.

<PAGE>
      Selling,  general  and  administrative  ("SG&A")  expenses  decreased  by
$537,000 (2%) over the prior year.  The following table shows the components of
the SG&A expenses:

<TABLE>
<CAPTION>
       (In thousands)        Year Ended              Year Ended
                              12/31/95               12/31/94
<S>                           <C>                    <C>
Delivery                      $10,899                $10,961
Selling                         4,191                  4,115
Administrative                 12,768                 13,319
                              $27,858                $28,395
</TABLE>


      The  decrease  in  delivery  expense of $62,000 (less than 1%) was due to
lower truck maintenance costs offset  partially by higher delivery labor costs.
The Company believes that the lower truck  maintenance  costs were attributable
to the replacement of older delivery vehicles in 1995.  The increase in selling
expense of $76,000 (2%) was due to higher selling salaries  partially offset by
lower advertising and promotional expenses.

      The decrease in administrative expenses of $551,000 (4%) was attributable
to  decreases in bad debt expense, insurance and facility maintenance  and  the
elimination  of  non-recurring  1994  charges  for  pension and closed facility
costs.  These decreases were partially offset by increases in medical insurance
costs, executive salaries and legal fees.

      Interest  expense  and other deductions decreased  by  $504,000  in  1995
compared to 1994, primarily due to reduced amounts outstanding on the Company's
working capital loan facility  and subordinated debt.  The decrease in interest
expense was partially offset by  increases  in interest expense associated with
newly incurred capital lease transactions to fund new delivery equipment.

      The net income for 1995 reflects an income  tax  provision  of $2,267,000
compared  to  $1,157,000  in  1994.  The 1995 income tax provision reflects  an
increase in the effective tax rate due to the full utilization prior to 1995 of
the federal alternative minimum  tax  carryforward and various state income tax
carryforwards.  SEE NOTE 5 TO THE COMPANY'S CONSOLIDATED FINANCIAL STATEMENTS.

1994 COMPARED TO 1993

      Net sales for 1994 increased by $6.4  million  (5%) compared to net sales
for 1993.  The increase in sales was attributable to several  factors including
increased construction activity and increased prices on construction  materials
sold  during  1994.   Management  believed  that continued sales growth in 1995
would come from expanding product mix and continued  increases  in construction
activity  anticipated  from  the Company's traditional professional  contractor
customer base.  Management also  believed  that  the trend toward higher prices
for products sold by the Company should also continue throughout 1995.

      Cost of goods sold as a percentage of sales increased from 73.4% to 73.9%
during  1994 as compared to 1993.  This increase was  largely  attributable  to
competitive  pricing of products sold in the Company's marketing region.  Gross
profit for 1994  increased  by  $967,000  (3%) due primarily to increased sales
volume.  Gross profit as a percent of sales  decreased  to  26.1%  in 1994 from
26.6% in 1993.

<PAGE>
      Selling, general and administrative expenses increased $305,000 (1%) over
the prior year.  The following table shows the components of the SG&A expenses:

<TABLE>
<CAPTION>
       (In thousands)        Year Ended             Year Ended
                              12/31/94              12/31/93
<S>                           <C>                   <C>
Delivery                      $10,961               $10,511
Selling                         4,115                 4,034
Administrative                 13,319                13,545
                              $28,395               $28,090
</TABLE>


      The  increase in delivery expenses of $450,000 (4%) was due to  increases
in delivery  labor  and  trucking  costs  associated with the increase in sales
volume.  The increase in selling expenses of  $81,000 (2%) was due to increased
selling salaries.  The decrease in administrative expenses of $226,000 (2%) was
due to lower bad debt expenses, insurance costs  and  administrative  salaries,
partially offset by increases in employee bonuses and employee retirement  plan
expense.

      Amortization  of acquisition costs stems from the 1988 acquisition of The
General Building Supply  Company.  Commencing in 1994, the remaining portion of
the deferred acquisition costs  represents  goodwill  and is being amortized at
the rate of $210,000 per year.

      Interest expense and other deductions decreased by  $386,000  in  1994 as
compared  to  1993.   This  decrease  is  primarily  attributable to lower loan
balances  outstanding  on  the  Company's  working capital  loan  facility  and
subordinated debt.  It also reflects a lower  provision for interest in 1994 as
compared  to  1993 associated with a proposed disallowance  of  losses  by  the
Internal Revenue  Service deducted by the Company on its 1980 and 1981 Federal,
New York State and New York City income tax returns.

      The net income  for  the year ended 1994 reflects an income tax provision
of $1,157,000 compared to an  income  tax  provision  of $908,000 in 1993.  The
income  tax  provision for 1994 was decreased by a reduction  in  the  deferred
valuation allowance  of  $644,000.   This decrease is primarily attributable to
the utilization of the federal alternative  minimum  tax carryforward and state
tax  income  tax  carryforwards.   SEE  NOTE  5  TO THE COMPANY'S  CONSOLIDATED
FINANCIAL STATEMENTS.



LIQUIDITY AND CAPITAL RESOURCES

      Working capital increased by $1.8 million to  $23.7  million  at December
31, 1995.  The Company financed its operations in 1995 with cash generated from
operations and capital lease transactions to fund capital expenditures.

      The  Company  has  a $10,000,000 working capital line of credit with  the
Chase Manhattan Bank, N.A.   Borrowings  under  the credit facility are made as
needed,  up  to  a  maximum  of 75% of eligible accounts  receivable  and  bear
interest at the rate of 1/2 a  percentage point over the prime rate of interest
or, at the option of the Company,  at  various  fixed  London Interbank Offered
Rate interest rates.  The Company pledged as collateral for the credit facility
its  accounts  receivable  and  is  required  to  maintain  certain   financial
covenants.  The credit facility expires January 31, 1997 and may be extended at
the  option of the Company for an additional one year period.  At December  31,
1995 and December 31, 1994, there were no balances owed under this credit line.
The Company  believes that this credit facility will provide sufficient working
capital to support  current and future operations.  SEE NOTE 4 TO THE COMPANY'S
CONSOLIDATED FINANCIAL STATEMENTS.

      In March 1995,  the  Company  entered  into a master lease agreement with
Chase Equipment Leasing Inc. to lease certain  trucks  and  forklift equipment.
The agreement provides for a monthly rental payment adjusted  upon  changes  in
the  one  month  London  Interbank  Offered Rate.  The current lease term is 60
months.  SEE NOTE 4 TO THE COMPANY'S CONSOLIDATED FINANCIAL STATEMENTS.

      At December 31, 1995, the Company's  outstanding  balance of subordinated
notes payable was $583,000 compared to $2,042,000 at December  31, 1994.  These
notes  were  issued pursuant to the acquisition of The General Building  Supply
Company in January 1988.  The notes are due September 1, 1996 and are paid with
36 consecutive  monthly  payments  of  $97,222  plus  interest at 8% per annum.
During 1995, the Company prepaid three monthly principal  payments on the notes
amounting  to  $292,000.   SEE  NOTE 4 TO THE COMPANY'S CONSOLIDATED  FINANCIAL
STATEMENTS.

      In November 1990, the Company  received  insurance proceeds from policies
on the life of the Company's late chairman, Mr.  Eric  D. Strober.  The Company
was  obligated  under  a stock repurchase agreement to use  $8,448,000  of  the
proceeds to purchase the  Company's common stock from Mr. Strober's estate.  In
accordance  with the agreement,  the  Company  withheld  $845,000  to  pay  the
estimated Federal  alternative  minimum  tax related to the insurance proceeds.
To the extent the actual alternative tax paid on the Company's 1990 Federal tax
return was less than the $845,000 withheld  and  to  the extent the alternative
minimum  tax  was  used  in  subsequent years to reduce current  Federal  taxes
payable, the Company was required  to  offer to purchase additional shares from
Mr. Strober's estate at the then-market  price.   The  alternative  minimum tax
paid  on  the  Company's  1990  Federal  tax return was $116,790 less than  the
$845,000 withheld and the Company during 1991 purchased 55,667 shares at $2.098
per share which represented the market price  of  the  Company's stock when the
amount of the alternative minimum tax for 1990 was determined.   For  the  year
1993,  the  Company's  regular  income  tax  was reduced by $485,000 due to the
alternative minimum tax carryover and the Company during 1994 purchased 111,789
shares  at $4.33 per share.  For 1994, the Company's  regular  income  tax  was
reduced by  $241,000  due  to  the  alternative  minimum  tax carryover and the
Company  during  1995  purchased  63,812  shares  at $3.78 per share.   As  the
alternative minimum tax carryover was fully exhausted  during  1994, no further
shares are eligible for redemption by Mr. Strober's estate.

      Capital  expenditures,  net  of  dispositions,  amounted to $576,000  and
$424,000  for  1995  and  1994 respectively.  Such expenditures  in  1995  were
principally attributable to leasehold improvements and business fixtures.

IMPACT OF NEW ACCOUNTING STANDARDS

      The  Financial Accounting  Standards  Board  (FASB)  Statement  No.  121,
"Accounting  for  the Impairment of Long-Lived Assets and for Long-Lived Assets
to be Disposed Of"  must  be adopted by the Company in 1996.  Statement No. 121
requires, among other things, that long-lived assets held and used by an entity
be reviewed for impairment whenever events or changes in circumstances indicate
that the carrying amount of  an  asset may not be recoverable.  Management does
not believe that the implementation  of  Statement No. 121 will have a material
impact on the Company's financial position or results of operations.

      In October 1995, FASB issued Statement  No.  123,  "Accounting for Stock-
Based Compensation" which must be adopted by the Company in  1996.  The Company
has  elected  not  to  implement  the  fair  value based accounting method  for
employee stock options, but has elected to disclose,  commencing  in  1996, the
pro forma net income and earnings per share as if such method had been  used to
account for stock-based compensation cost as described in Statement No. 123.


ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

      See  Table  of  Contents to Financial Statements and Schedule in Item  14
below.


ITEM  9.  CHANGES IN AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
FINANCIAL DISCLOSURE

      There  have  been  no  events or conditions requiring reporting under the
requirements of this item.
<PAGE>

                                   PART III

ITEM 10.  DIRECTORS OF THE REGISTRANT.
<TABLE>
<CAPTION>

NAME AND POSITION                         AGE                   BIOGRAPHICAL DATA (1)
<S>                                       <C>                   <C>
ROBERT J. GAITES                          54                    Mr. Gaites has been with the
Class II Director, Chairman of                                  Company since 1976.  He was
the Board, Chief Executive                                      Senior Vice President since
Officer and President of the                                    1986 and CEO since June
Company; Director since 1986;                                   1991.  He has 29 years of
Current term to expire at 1997                                  experience in the industry.
Stockholder Meeting
JOHN YANUKLIS                             59                    Mr. Yanuklis has been with
Executive Vice President and                                    the Company since 1981 and
Class III Director of the                                       manages its Hudson Valley,
Company; Director since 1986;                                   New York region.  He was a
Current term to expire at 1998                                  Senior Vice President since
Stockholder Meeting                                             1986 and an Executive Vice
                                                                President since June 1992.
                                                                He has over 30 years of
                                                                experience in the industry.
ELIOTT ZIEKY                              44                    Mr. Zieky has been with the
Senior Vice President                                           Company since 1988 as a
and Class I Director of the                                     Senior Vice President and
Company; Director since 1988;                                   with his cousin, Edward
Current term to expire at 1996                                  Zieky, manages its Hartford,
Stockholder Meeting                                             Connecticut region.  He was
                                                                an officer of The General
                                                                Building Supply Company
                                                                prior to its acquisition by
                                                                the Company.  He has over 20
                                                                years of experience in the
                                                                industry.
DAVID W. BERNSTEIN                        70                    Mr. Bernstein is an attorney
Class III Director of the                                       engaged in private practice
Company; Director since 1986;                                   and served as general
Current term to expire at 1998                                  counsel to the Company from
Stockholder Meeting                                             1953 through 1990.
JOSEPH MANGINO, SR.                       59                    Mr. Mangino has been the
Class II Director of the                                        President of Metropolitan
Company; Director since 1992;                                   Trucking, Inc. a privately
Current term to expire at 1997                                  held trucking company since
Stockholder Meeting                                             1980.  He is a regional
                                                                director of Bank of New
                                                                York, National Community
                                                                Division.
ALVIN MURSTEIN                            61                    Mr. Murstein has been
Class III Director of the                                       President and Chairman of
Company; Director since 1989;                                   the Board of Directors of
Current term to expire at 1998                                  Tri-Magna Corporation, the
Stockholder Meeting                                             parent corporation of
                                                                Medallion Funding Corp.,
                                                                since 1989 and the President
                                                                and Chairman of the Board of
                                                                Directors of Medallion
                                                                Funding Corp. since 1979.
EMIL W. SOLIMINE                          51                    Mr. Solimine is the Chairman
Class I Director of the                                         of the Board of Directors
Company; Director since 1989;                                   and Chief Executive Officer
Current term to expire at 1996                                  of Emar Group, Inc., an
Stockholder Meeting                                             insurance brokerage concern
                                                                which he started in 1971 and
                                                                which has served as
                                                                insurance broker for the
                                                                Company's property and
                                                                casualty insurance since
                                                                1983.  Mr. Solimine is also
                                                                a director of Di Giorgio
                                                                Corporation, an independent
                                                                wholesale food distributor.
</TABLE>
________________________

      (1)   The Strober Organization, Inc. was organized in connection with the
Company's initial public offering in 1986 to act as the parent of the companies
previously conducting the Strober  business.  References to employment with the
"Company"  in  the  table  above, where  appropriate,  include  positions  with
Strober's predecessor companies.
<PAGE>

COMPLIANCE WITH SECTION 16(A) OF THE SECURITIES EXCHANGE ACT

      Section  16(a)  of the Securities  Exchange  Act  of  1934  requires  the
Company's officers and  directors, and persons who own more than ten percent of
a registered class of the  Company's  equity  securities,  to  file  reports of
ownership  and changes in ownership of such securities with the Securities  and
Exchange Commission  and  the  National Association of Securities Dealers, Inc.
Officers, directors and greater than ten percent beneficial owners are required
by applicable regulations to furnish  the  Company  with  copies of all Section
16(a) forms they file.

      Based solely upon a review of the copies of the forms  furnished  to  the
Company,  or  written  representations  from  certain reporting persons that no
Forms 5 were required, the Company believes that  during  the  1995 fiscal year
all  of  its  officers  and  directors  complied  with  all  applicable  filing
requirements.

<PAGE>

ITEM 11.  EXECUTIVE COMPENSATION

SUMMARY COMPENSATION TABLE

      The  following  table  sets  forth  information concerning the annual and
long-term compensation for services rendered  in  all capacities to the Company
by those persons who were, at December 31, 1995, the Named Executive Officers.


<TABLE>
<CAPTION>
                                                               Annual Compensation                      Long Term Compensation
<S>                                <C>           <C>                <C>              <C>              <C>           <C>

  NAME AND PRINCIPAL POSITION      FISCAL         SALARY ($)         BONUS ($)       OTHER ANNUAL       STOCK         ALL OTHER
                                    YEAR                                             COMPENSATION      OPTION       COMPENSATION
                                                                                        ($)(1)        GRANTS(#)       ($)(1)(3)
ROBERT J. GAITES                    1995             $275,000          $225,000               --        37,500          $795
  Chairman, President,              1994             $250,000          $225,000               --        25,000          $900
  Chief Executive Officer           1993             $250,000          $160,000               --        25,000          $814
JOHN YANUKLIS                       1995             $154,000          $184,905               --        23,503          $409
  Executive Vice President,         1994             $142,000          $136,186               --        22,737          $505
  Director                          1993             $135,000          $149,745               --        14,286          $503
RICHARD SCHAEFER                    1995             $125,000          $116,988               --        27,586          $397
  Vice President                    1994             $125,000          $136,619               --        15,789          $450
                                    1993             $125,000          $108,950               --        51,429          $475
EDWARD ZIEKY                        1995             $127,000           $93,214               --        10,152          $511
  Senior Vice President             1994             $115,000           $91,923               --         1,684          $580
                                    1993             $100,000           $25,268       $18,300(2)            --          $546
ELIOTT ZIEKY                        1995             $127,000           $93,214               --        10,152          $511
  Senior Vice President,            1994             $115,000           $91,923               --         1,684          $580
  Director                          1993             $100,000           $25,268       $18,300(2)            --          $546
</TABLE>

(1)     Amounts for "Other Annual Compensation" are  not  shown in the table as
        none of these perquisites exceed the lesser of (i)  $50,000 or (ii) 10%
        of the Named Executive Officer's combined Salary and  Bonus, except for
        Messrs. Edward and Eliott Zieky in 1993.

(2)     Indicates a $10,200 car allowance which accounts for more  than  25% of
        the perquisites of Messrs. Edward and Eliott Zieky.

(3)     Includes  only  premiums  paid by the Company attributable to term life
        insurance coverage for the Named Executive Officers.


OPTION GRANTS TABLE

      The following table sets forth  information on grants of stock options to
the  Named Executive Officers pursuant to  the  Company's  Restated  1986  Non-
Qualified Stock Option Plan during the fiscal year ended December 31, 1995.


<TABLE>
<CAPTION>
       Name             Options          % of Total          Exercise          Expiration     Potential Realizable Value at Assumed
                      Granted(#)           Options        Price ($/Share)         Date             Annual Rates of Stock Price
                                         Granted to                                               Appreciation for Option Term
                                          Employees
                                          in Fiscal
                                            Year
<S>                     <C>               <C>                <C>                  <C>                <C>               <C>
                                                                                                     5%($)             10%($)

Robert J. Gaites        37,500             20.43%             $3.625              03/08/00            $37,560            $82,990
John Yanuklis           23,503             12.81%             $3.625              03/08/00            $23,540            $52,014
Richard Schaefer        27,586             15.03%             $3.625              03/08/00            $27,630            $61,050
Edward Zieky            10,152              5.53%             $3.625              03/08/00            $10,168            $22,467
Eliott Zieky            10,152              5.53%             $3.625              03/08/00            $10,168            $22,467
</TABLE>


AGGREGATED  OPTION  EXERCISES  IN  LAST  FISCAL YEAR AND FISCAL YEAR-END OPTION
VALUE TABLE

      The  following  table  sets forth information  concerning  the  aggregate
number and value of unexercised  options  to purchase Common Stock held by each
of the Named Executive Officers as of December 31, 1995.

<TABLE>
<CAPTION>
                                      SHARES ACQUIRED ON              VALUE                 NUMBER OF               VALUE OF
                                         EXERCISE (#)             REALIZED ($)             UNEXERCISED             UNEXERCISED
                                                                                             OPTIONS              IN-THE-MONEY
               NAME                                                                       AT FY-END(#)               OPTIONS
                                                                                               ALL                AT FY-END ($)
                                                                                           EXERCISABLE                 ALL
                                                                                                                   EXERCISABLE
<S>                                <C>                      	  <C>                      <C>                    <C>
Robert J. Gaites                                      --                       --            87,500                $45,312
John Yanuklis                                         --                       --            69,526                $47,831
Richard Schaefer                                      --                       --            117,304              $148,059
Edward Zieky                                          --                       --            11,836                  --
Eliott Zieky                                          --                       --            11,836                  --
</TABLE>

<PAGE>

COMPENSATION OF DIRECTORS

      During 1995, members of the Board who  were  not employees of the Company
received an annual retainer of $12,500, plus a fee of $1,000 for each Board and
Board committee meeting attended.


COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

      The  members of the Company's Compensation Committee  during  the  fiscal
year ended December  31, 1995 were Messrs. Bernstein, Gaites, Yanuklis, Mangino
and Solimine.  Mr. Gaites  also served as President and Chief Executive Officer
during the fiscal year ended December 31, 1995.

      Mr. Gaites and Mr. Yanuklis  are owners in entities that lease facilities
to the Company in Brooklyn, New York;  Congers,  New York; Vails Gate, New York
and Hampton, New Jersey.  Mr. Gaites' equity interests  in  these  entities are
10%,  2%,  2%  and  2%, respectively.  Mr. Yanuklis' equity interests in  these
entities are 0%, 16%,  16%  and  16%, respectively.  The current annual rent on
these facilities is $709,400, $260,900,  $69,500  and  $328,700,  respectively.
The  lessors  of  such  facilities  have  granted the Company a right of  first
refusal in the event that any of the lessors  desire  to  sell their respective
properties to a third party.  The Company believes that the  leases  with  such
affiliated  parties are on terms no less favorable to the Company than it could
obtain in arms-length negotiations with unrelated parties for similar locations
in similar geographic areas.

      During  1995,  the  Company paid $1,052,080 in insurance premiums for the
Company's property and casualty  insurance  to  Emar Group, Inc., the insurance
broker  of  which  Mr. Solimine is president.  The Company  believes  that  the
insurance premiums it  pays  to Emar Group, Inc. are on terms no less favorable
to the Company than it could obtain  in arms-length negotiations with unrelated
parties for similar property and casualty insurance.

EMPLOYMENT  CONTRACTS  AND  TERMINATION  OF  EMPLOYMENT  AND  CHANGE-IN-CONTROL
ARRANGEMENTS

      Under a stockholder agreement entered  into  as  part of the 1986 IPO (as
described  hereinafter)  among  the Company, Messrs. Gaites,  Yanuklis,  Edward
Zieky  and  Eliott  Zieky,  two other  executive  officers  and  other  Company
stockholders and former officers,  in  the event the Company terminates without
cause the employment of a party to such  stockholder  agreement, the Company is
obligated to engage the terminated party as a consultant  for  two years with a
retainer  equal  to 75% of that individual's then current base salary.   During
such period the consultant  would  be barred from competing against the Company
in its existing markets.

      The Company has employment agreements  with  each  of  Edward  Zieky  and
Eliott  Zieky, Named Executive Officers, providing for a current base salary of
$127,000.   Under  their  respective  employment agreements, Messrs. Edward and
Eliott  Zieky  are  entitled to such group  life  insurance,  pension,  medical
insurance, hospitalization,  disability  and  similar employee benefit plans as
may exist for the benefit of the executive officers  of  the Company generally.
The employment agreements bar solicitation of similar business  to  that of the
Company during Messrs. Edward and Eliott Zieky's respective employment  and for
three  years  thereafter.   They  are  also  barred from directly or indirectly
competing with the business of the Company in  a 75 mile radius for a period of
two  years  after  ceasing to be employed by the Company.   If  either  Messrs.
Edward or Eliott Zieky  leave  the  Company for a reason other than termination
for cause, at the option of the Board,  they  may  become  a  consultant to the
Company  for  a  term  of two years.  If either or both are terminated  without
cause, the Company is obligated  to  engage  them as a consultant for two years
for a retainer equal to 75% of their then current base salary.

      Except  as  set  forth above, the Company has  no  other  termination  of
employment or change-in-control  arrangements for the remaining Named Executive
Officers.
<PAGE>

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

      (A)  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS.

      The following table, prepared  from  the  records of the Company and from
information furnished to it, sets forth, as of March  14,  1996,  the  name and
holdings  of each person (including any "group" as defined in Section 13(d)  of
the Securities  Exchange Act of 1934) known by the Company to be the beneficial
owner  of more than  five  percent  of  its  Common  Stock.   Unless  otherwise
indicated,  the persons listed below have sole voting and investment power with
respect to all shares of Common Stock shown as beneficially owned by them.

<TABLE>
<CAPTION>
NAME AND ADDRESS OF                                 COMMON STOCK                       PERCENT
BENEFICIAL OWNER                                  BENEFICIALLY OWNED                  OF CLASS
<S>                                               <C>                                 <C>
Sue Strober(1)(4)                                         948,951                     18.9%
  c/o The Strober Organization, Inc.
  550 Hamilton Avenue
  Brooklyn, New York 11232
Robert J. Gaites (2)(4)                                   457,135                      9.1%
  c/o The Strober Organization, Inc.
  550 Hamilton Avenue
  Brooklyn, New York 11232
John Yanuklis (3)(4)                                      453,255                      9.0%
  c/o The Strober Organization, Inc.
  550 Hamilton Avenue
  Brooklyn, New York 11232
John T. Guerin (4)                                        422,250                      8.4%
  14 Summit Road
  Morristown, New Jersey 07960
Gordon Sandler (4)                                        384,486                      7.6%
  6468 Via Rosa
  Boca Raton, Florida  33433
</TABLE>
___________________

      (1) Ms.  Strober  is  the  trustee with respect to an aggregate of 84,650
shares  held  in  trusts  for her son  and  daughter.   Ms.  Strober  disclaims
beneficial ownership of such shares.

      (2) Excludes 25,000,  25,000,  37,500  and  25,553 shares of Common Stock
subject to presently exercisable options held by Mr.  Gaites at exercise prices
of $1.75, $4.75, $3.625 and $4.50 per share which expire  on December 31, 1996,
1997,  March 8, 2000 and March 12, 2001, respectively.  Includes  2,000  shares
held by  Mr.  Gaites'  spouse  as  trustee for their son.  Mr. Gaites disclaims
beneficial ownership of such shares.

      (3) Excludes 9,000, 14,286, 22,737,  23,503  and  27,378 shares of Common
Stock subject to presently exercisable options held by Mr. Yanuklis at exercise
prices  of  $1.125,  $1.75, $4.75,$3.625 and $4.50 per share  of  which  23,286
expire on December 31,  1996, 22,737 expire on December 31, 1997, 23,503 expire
on March 8, 2000 and 27,378 expire on March 12, 2001.

      (4) The above-named beneficial owner is a party to an agreement providing
such beneficial owner with  a  right  of  prior  notice  and  first  refusal to
purchase  shares  of  the  Company's Common Stock which any other party to  the
agreement desires to sell.  (See "Certain Transactions")

      (B) SECURITY OWNERSHIP OF MANAGEMENT.

      The following table, prepared  from  the  records of the Company and from
information furnished to it, sets forth, as of March  14,  1996,  the number of
shares of Common Stock beneficially owned by each director, the chief executive
officer   and  the  four  other  most  highly  compensated  executive  officers
(collectively,  the "Named Executive Officers") and all directors and executive
officers of the Company  as  a  group.  Unless otherwise indicated, the persons
listed below have sole voting and  investment  power with respect to all shares
of Common Stock shown as beneficially owned by them.

<TABLE>
<CAPTION>
                                                     COMMON STOCK
NAME OF BENEFICIAL OWNER                             BENEFICIALLY OWNED        PERCENT OF CLASS
<S>                                                  <C>                       <C>
Robert J. Gaites                                         457,135 (1)(8)             9.1%
David W. Bernstein                                        29,100 (2)(3)               *
Joseph Mangino, Sr.                                       10,500 (3)                  *
Alvin Murstein                                            15,000 (3)                  *
Emil W. Solimine                                          18,500 (3)(4)               *
John Yanuklis                                            453,255 (5)(8)             9.0%
Edward Zieky                                                   0 (6)(8)               *
Eliott Zieky                                                   0 (6)(8)               *
Richard Schaefer                                           3,120 (7)                  *
All Officers and Directors as a group                  1,092,779                   21.7%
(12 persons) (9)
</TABLE>

________________________
* Less than one percent of the outstanding shares of Common Stock.

<PAGE>
      (1)  Excludes 25,000, 25,000, 37,500 and 25,553  shares  of  Common Stock
subject to presently exercisable options held by Mr. Gaites at exercise  prices
of  $1.75, $4.75, $3.625 and $4.50 per share which expire on December 31, 1996,
1997,  March  8,  2000 and March 12, 2001, respectively.  Includes 2,000 shares
held by Mr. Gaites'  spouse  as  trustee  for  their son.  Mr. Gaites disclaims
beneficial ownership of such shares.

      (2)  Includes 100 shares owned by Mr. Bernstein's  wife.   Mr.  Bernstein
disclaims  beneficial  ownership  of  such shares.  Excludes 100,000 shares  of
Common Stock subject to a presently exercisable  warrant  held by Mr. Bernstein
at an exercise price of $12.00 per share which expires on November 7, 1996.

      (3)   Excludes 12,500 and 18,750 shares subject to presently  exercisable
options and 18,750  shares  subject  to  options  still  requiring  Stockholder
ratification each held by the outside directors at an exercise price  of $4.75,
$3.625  and  $4.50  per share which expire on March 9, 1997, March 8, 2000  and
March 12, 2001, respectively.

      (4)  1,000 of these shares are owned by Emar, Ltd., of which Mr. Solimine
is the sole shareholder  and  17,500  of these shares are owned by Deye Limited
Partnership of which Mr. Solimine is a general partner.

      (5) Excludes 9,000, 14,286, 22,737,  23,503  and  27,378 shares of Common
Stock subject to presently exercisable options held by Mr. Yanuklis at exercise
prices  of  $1.125,  $1.75, $4.75,$3.625 and $4.50 per share  of  which  23,286
expire on December 31,  1996, 22,737 expire on December 31, 1997, 23,503 expire
on March 8, 2000 and 27,378 expire on March 12, 2001.

      (6)  Excludes 1,684, 10,152 and 9,031 shares of Common Stock subject to a
presently exercisable option  held  by  each  of  Edward and Eliott Zieky at an
exercise price of $4.75, $3.625 and $4.50 per share  which  expire  on December
31, 1997, March 8, 2000 and March 12, 2001, respectively.

      (7)  Excludes 22,500, 51,429, 15,789, 27,586 and 22,222 shares  of Common
Stock subject to presently exercisable options held by Mr. Schaefer at exercise
prices  of $1.125, $1.75, $4.75, $3.625 and $4.50 per share, respectively.   Of
these options,  73,929  expire  on December 31, 1996, 15,789 expire on December
31, 1997, 27,586 expire on March 8, 2000 and 22,222 expire on March 12, 2001.

      (8)  The above-named director  or  member  of management is a party to an
agreement  providing such individual with a right of  prior  notice  and  first
refusal to purchase  shares  of  Common  Stock  which  any  other  party to the
agreement desires to sell.  (See "Certain Transactions")

      (9)   Excludes  942,438  shares  of  Common  Stock  subject  to presently
exercisable  options  and  warrants  held  by  certain  directors and executive
officers of the Company at exercise prices ranging from $12.00  to  $1.125  per
share.   Excludes  150  shares  owned  by a relative of Mr. Albert Brower.  Mr.
Brower disclaims beneficial ownership of such shares..

                        _______________________________

<PAGE>
ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS


      Certain  of  the  Company's  building  supply  centers  are  leased  from
corporations or partnerships wholly-owned  by  existing  and  former members of
management,  major  stockholders and their families, including Messrs.  Brower,
Gaites, Guerin, Schaefer,  Yanuklis,  Young,  Edward N. Zieky, Eliott Zieky and
Ms. Sue Strober, as follows:  550 Hamilton Avenue, Brooklyn, New York, (current
annual  rental of $709,400); 370 West Merrick Road,  Valley  Stream,  New  York
(current  annual rental of $262,000); 345 West Merrick Road, Valley Stream, New
York (current annual rental of $137,700); 102 North Route 9W, Congers, New York
(current annual rental of $260,900); 125 Temple Hill Road, Vails Gate, New York
(current annual  rental  of  $69,500);  Route  175  West,  Hampton,  New Jersey
(current  annual  rental  of  $328,700);  363,  367,  405  Ellington Road, East
Hartford,  Connecticut  (current  annual rental of $350,400); and  580  Tolland
Street, East Hartford, Connecticut (current annual rental $138,200).

      The Company believes that the leases with such affiliated parties, at the
time the leases were entered into,  were  on  terms  no  less  favorable to the
Company than it could have obtained in arms-length negotiations  with unrelated
third  parties  for  similar  locations  in  similar geographic areas.   It  is
contemplated that all future locations of the  Company  will either be owned by
the Company or leased from unrelated third parties.

      The  Company,  Sue  Strober, certain current executive  officers  of  the
Company and certain former  executive  officers  and  directors  of the Company
(including  the estate of Eric D. Strober) are parties to an agreement  entered
into in 1986  and subsequently amended providing such parties with prior notice
and a right of  first  refusal to purchase shares of the Company's Common Stock
which any of the parties desires to sell.

      During 1993, the Company refinanced its subordinated debt with the former
owners of The General Building  Supply  Company  which the Company purchased in
1988.   This debt had a maturity date of January 15,  1994  in  the  amount  of
$3,500,000.    On  October 1,  1993,  the  subordinated  noteholders  exchanged
$3,500,000 of subordinated notes ("old notes") for new subordinated notes ("new
notes") in the like amount of $3,500,000.  The "new notes" are due September 1,
1996 and were to  be  paid with 36 consecutive monthly payments of $97,222 plus
interest at 8% per annum.   Also,  on  October 1, 1993, the accrued interest on
the  "old  notes"  in  the amount of $195,808  was  paid  and  the  noteholders
surrendered warrants to  acquire  300,000 shares of common stock at an exercise
price of $2.00 per share.

      At December 31, 1995 two of the  noteholders,  Eliott  Zieky  and  Edward
Zieky,  were  employed  by  the Company as senior vice presidents.  The amounts
owed to Eliott Zieky and Edward  Zieky  at  December  31, 1995 were $81,083 and
$91,000,  respectively.   Edward Zieky's brother (who is  also  Eliott  Zieky's
first cousin) is a building  contractor  who  purchased  $388,000  of  building
supplies  from  the  Company  in 1995 on terms no less favorable to the Company
that it could obtain in arms-length negotiations with unrelated third parties.


<PAGE>
                                    PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K


      The following documents are filed as a part of this report:

      (a)(1)Financial Statements:

            Independent Auditors' Report
            Consolidated Balance Sheets at December 31, 1995 and 1994
            Consolidated Statements  of Operations for Years Ended December 31,
            1995,
                1994 and 1993
            Consolidated Statements of  Stockholders'  Equity  for  Years Ended
            December 31, 1995,
                1994 and 1993
            Consolidated Statements of Cash Flows for Years Ended December  31,
            1995, 1994 and
                1993
            Notes to Consolidated Financial Statements

            (2)Financial Statements Schedule required by Item 8 of this form is
            filed as an exhibit to this form:

            Schedule II Valuation and Qualifying Accounts

           (3)Exhibits:

            3(i)  Restated  and  Amended  Certificate  of  Incorporation of the
                  Company  incorporated  by  reference  to  Exhibit   3(i)   to
                  Quarterly Report on Form 10-Q for the three months ended June
                  30, 1995.

            3(ii) Restated  and  amended By-Laws of the Company incorporated by
                  reference to Exhibit  3(ii)  to Quarterly Report on Form 10-Q
                  for the three months ended June 30, 1995.

            4(a)  Form of Common Stock Certificate incorporated by reference to
                  Exhibit 4(a) to Annual Report on Form 10-K for the year ended
                  December 31, 1986.

            4(b)  Amendatory Agreement dated December  14,  1990  as amended by
                  Amendment  No.  1  dated as of October 1, 1993 together  with
                  Amended and Restated  Subordinated Note Due September 1, 1996
                  and form of Amendment to Employment Agreement incorporated by
                  reference to Exhibit 4(c)  to  the Company's Annual Report on
                  Form 10-K for the year ended December 31, 1994.

            4(c)              Reserved

            4(d)              Reserved

            4(e)  Form of Warrant Extension Amendment between Strober and David
                  W. Bernstein amending the Warrant  Agreement  between Strober
                  and David W. Bernstein dated November 6, 1988 incorporated by
                  reference to Exhibit 4(e) to Annual Report on Form  10-K  for
                  the year ended December 31, 1991.

            10(a) 1986   Non-Qualified   Stock   Option  Plan  incorporated  by
                  reference  to  Exhibit  4.1  to  the  Company's  Registration
                  Statement on Form S-8 (Commission  File  No. 33-71968), filed
                  on November 16, 1993.

            10(b) Form  of Profit-Sharing Plans incorporated  by  reference  to
                  Exhibit 10(b) to the Company's Registration Statement on Form
                  S-1 (Commission  File  No. 33-9348), filed on October 8, 1986
                  and  Exhibit  10(b)  to Amendment  No.  2  to  the  Company's
                  Registration Statement  on  Form  S-1  (Commission  File  No.
                  33-9348), filed on November 7, 1986.

            10(c) Form  of  Target  Benefit  Plan  incorporated by reference to
                  Exhibit 10(c) to the Company's Registration Statement on Form
                  S-1 (Commission File No. 33-9348), filed on October 8, 1986.

            10(d) Restricted Stock Plan incorporated  by  reference  to Exhibit
                  10(d)  to  Amendment  No.  2  to  the  Company's Registration
                  Statement on Form S-1 (Commission File No. 33-0348), filed on
                  November 7, 1986.

            10(e) Form of Lease between:  (i) JNR Realty Company  and Strober -
                  L.I.  Bldg.  -  Supply  Centers,  Inc.;  (ii) Strober  Realty
                  Company and Strober Bros. Inc. Bldg.  Supply  Centers,  Inc.;
                  (iii)  SCONN  Realty  and  Strober  Connecticut  Bldg. Supply
                  Centers,  Inc.; and (iv) SY Realty Corp. and Strober  -  King
                  Bldg. Supply  Centers,  Inc.  incorporated  by  reference  to
                  Exhibit   10(f)   to   Amendment   No.  1  to  the  Company's
                  Registration  Statement  on  Form  S-1 (Commission  File  No.
                  33-9348),  filed on November 4, 1986  and  Exhibit  10(f)  to
                  Amendment No.  2  to  the Company's Registration Statement on
                  Form S-1 (Commission File  No. 33-9348), filed on November 7,
                  1986.

            10(f) Form of Lease between:  (i)  General  Realty  Associates  and
                  General  Building Supply Company, (ii) P&Z Realty and General
                  Building Company;  (iii)  3IS Associates and General Building
                  Supply  Company;  and  (iv)  Peter  L.  Churilo  and  General
                  Building Supply Company incorporated  by reference to Exhibit
                  10(f)  to  Annual  Report  on Form 10-K for  the  year  ended
                  December 31, 1987.

            10(g) Form of Lease between:  (i) SAY Realty Corp. and Strober-King
                  Bldg.  Supply Centers, Inc.;  (ii)  P&Z  Realty  and  General
                  Building  Supply  Company;  and  (iii)  SG  Realty  Corp. and
                  Strober  New Jersey Building Supply Center, Inc. incorporated
                  by reference  to  Exhibit 10(g) to Annual Report on Form 10-K
                  for the year ended December 31, 1988.

            10(h) Form of Lease between  Strober  Bros.  Inc.  Building  Supply
                  Centers  and  Elstro  Company  incorporated  by  reference to
                  Exhibit  10(h)  to  Annual  Report on Form 10-K for the  year
                  ended December 31, 1989.

            10(i) Form  of  Agreement  and  Plan of  Reorganization  among  the
                  Company  and  certain  of  its   affiliates  incorporated  by
                  reference   to  Exhibit  2  to  the  Company's   Registration
                  Statement on Form S-1 (Commission File No. 33-9348), filed on
                  October 8, 1986.

            10(j) Amendment to  Agreement  and  Plan  of  Reorganization  dated
                  January 25, 1988 incorporated by reference to Exhibit 4(d) to
                  Current Report on Form 8-K filed by the Company to report  an
                  event of January 25, 1988.

            10(k) Purchasers'   Purchase  Agreement  between  the  Company  and
                  certain  of  its  affiliates  incorporated  by  reference  to
                  Exhibit 4(e) to   Current  Report  on  Form  8-K filed by the
                  Company to report an event of January 25, 1988.

            10(l) Amendment to Purchasers' Purchase Agreement dated January 25,
                  1988  incorporated  by reference to Exhibit 4(v)  to  Current
                  Report on Form 8-K filed by the Company to report an event of
                  January 25, 1988.

            10(m) Corporate  Purchase  Agreement   dated   November   7,   1986
                  incorporated by reference to Exhibit (g) to Current Report on
                  Form  8-K  filed by the Company to report an event of January
                  25, 1988.

            10(n) Metal and Roofing  Contract  between  Strober-Price  Building
                  Supply   Corp.  and  Local  282  effective  January  1,  1991
                  incorporated  by  reference to Exhibit 10(v) to Annual Report
                  on Form 10-K for the year ended December 31, 1990.

            10(o) Lease  dated June 14,  1991  between  The  Chapin  Trust  and
                  Strober   Building   Supply  Center,  Inc.,  incorporated  by
                  reference to Exhibit 10(w)  to Annual Report on Form 10-K for
                  the year ended December 31, 1991.

            10(p) Agreements between The General  Building  Supply  Company and
                  Grocery, Bakery, Construction Drivers and Helpers,  Teamsters
                  Local Union 559, for the years 1995 through 1998 incorporated
                  by  reference to Exhibit 10(p) to Annual Report on Form  10-K
                  for the year ended December 31, 1994.

            10(q) Form  of  Senior  Subordinated Note due September 1, 1996 and
                  form of Employment  Agreement  incorporated  by  reference to
                  Exhibit  10(q)  to  Annual  Report on Form 10-K for the  year
                  ended December 31, 1993.

            10(r) Credit Agreement dated as of  December  9,  1994  between and
                  among the Company, certain of its subsidiaries and  The Chase
                  Manhattan   Bank   (National   Association)  incorporated  by
                  reference to Exhibit 10(r) to Annual  Report on Form 10-K for
                  the year ended December 31, 1994.

            10(s) Contract  between  the  Marda  Group  of  Building  Materials
                  Distributors,   Inc.   and   International   Brotherhood   of
                  Teamsters, Chauffeurs, Warehousemen of Local 807  and Helpers
                  of America for the period ending December 3, 2000.

            10(t) Form    of   The   Strober   Organization,   Inc.   Fiduciary
                  Reimbursement  and Indemnification Agreement, incorporated by
                  reference to Exhibit  10(t) to Annual Report on Form 10-K for
                  the year ended December 31, 1992.

            10(u) Addendum to Lease dated  December 23, 1993 by and between The
                  Chapin  Trust  and  Strober  Building   Supply  Center,  Inc.
                  incorporated by reference to Exhibit 10(u)  to  Annual Report
                  on Form 10-K for the year ended December 31, 1993.

            10(v) Memorandum  of  Agreement by and between Local 282,  IBT  and
                  Strober Long Building  Material Centers, Inc. incorporated by
                  reference to Exhibit 10(v)  to Annual Report on Form 10-K for
                  the year ended December 31, 1993.

            10(w) 1993  Outside  Director  Stock Option  Plan  incorporated  by
                  reference  to  Exhibit  4.1  to  the  Company's  Registration
                  Statement on Form S-8 (Commission  File  No. 33-71766), filed
                  November 16, 1993.

            10(x) Form of 1994 Non-Qualified Stock Option Agreement between the
                  Company  and  each of its outside directors  incorporated  by
                  reference to Exhibit  10(x) to Annual Report on Form 10-K for
                  the year ended December 31, 1993.

            10(y) Lease effective May 1,  1995  by and among Carman Road Realty
                  Inc.  and  Broad  Properties Inc.  and  Strober  Long  Island
                  Building Materials Centers, Inc. incorporated by reference to
                  Exhibit 10(y) to Annual  Report  on  Form  10-K  for the year
                  ended December 31, 1994.

            10(z) Form  of  Master Capital Lease Agreement between the  Company
                  and The Chase  Equipment  Leasing  Inc. dated as of March 24,
                  1995 incorporated by reference to Exhibit  10(z) to Quarterly
                  Report  on  Form  10-Q for the three months ended  March  31,
                  1995.

            10(aa)1995  Outside Director  Stock  Option  Plan  incorporated  by
                  reference  to  Exhibit  4.1  to  the  Company's  Registration
                  Statement  on  Form S-8 (Commission File No. 333-693),  filed
                  February 5, 1996.

            10(bb)Commercial Space  Lease dated October 6, 1995 between Michael
                  Albarell and Strober Building Supply Center, Inc.

            10(cc)Agreement dated May 15, 1995 between Carman Road Realty, Inc.
                  and Broad Properties,  Inc.  (as  landlord)  and Strober Long
                  Island Building Material Centers, Inc.

            21    List of Subsidiaries of the Company incorporated by reference
                  to Exhibit 22(a) to Annual Report on Form 10-K  for  the year
                  ended December 31, 1994.

            23    Consent of Independent Auditors.

            27    Financial Data Schedule.

      (b)   Reports on Form 8-K.

      During  the  three month period ended December 31, 1995, the Company  did
not file any reports on Form 8-K with the Securities and Exchange Commission.
<PAGE>

                                  SIGNATURES

  Pursuant to the requirements  of  Section  13  or  15(d)  of  the  Securities
Exchange  Act of 1934, the Registrant has duly caused this report to be  signed
on its behalf by the undersigned, thereunto duly authorized.

                                        THE STROBER ORGANIZATION, INC.


                                 By:    /S/ ROBERT J. GAITES
                                        Robert J. Gaites, Chief
                                        Executive Officer and President
Dated:  March 26, 1996

   Pursuant  to  the  requirements of the Securities Exchange Act of 1934, this
report has been signed  below  by  the  following  persons  on  behalf  of  the
registrant and in the capacities and on the dates indicated.

      Name                    Title                        Date

/S/ ROBERT J. GAITES    Chief Executive Officer,      March 26, 1996
Robert J. Gaites        President and Chairman
                        of the Board

/S/ DAVID J. POLISHOOK    Principal Accounting and    March 26, 1996
David J. Polishook      Financial Officer, Secretary
                        and Treasurer

/S/ JOHN YANUKLIS       Executive Vice President      March 26, 1996
John Yanuklis           and Director

/S/ ELIOTT S. ZIEKY     Senior Vice President         March 26, 1996
Eliott Zieky            and Director

/S/ DAVID W. BERNSTEIN  Director                      March 26, 1996
David W. Bernstein

/S/ JOSEPH MANGINO, SR. Director                      March 26, 1996
Joseph Mangino, Sr.

/S/ ALVIN MURSTEIN      Director                      March 26, 1996
Alvin Murstein

/S/ EMIL W. SOLIMINE    Director                      March 26, 1996
Emil W. Solimine

<PAGE>
                THE STROBER ORGANIZATION, INC. AND SUBSIDIARIES

                  Index to Consolidated Financial Statements





         Independent Auditors' Report ........................................F1




         Financial Statements:

            Consolidated Balance Sheets as of December 31, 1995 and 1994......F2

            Consolidated Statements of Operations for the years ended  December
              31, 1995, 1994 and 1993.........................................F3

            Consolidated Statements of Stockholders' Equity for the years ended
              December 31, 1995, 1994 and 1993................................F4

            Consolidated Statements of Cash Flows for the  years ended December
              31, 1995, 1994 and 1993.........................................F5

         Notes to Consolidated Financial Statements...........................F6



         The   following   financial   statement   schedule   of   The  Strober
         Organization, Inc. and subsidiaries is included in Item 14(a)(2):

            Schedule II - Valuation and Qualifying Accounts...................S1

         All other schedules for  which  provision  is  made  in the applicable
         accounting  regulation  of the Securities and Exchange Commission  are
         not required under the related  instructions  or are inapplicable, and
         therefore have not been included.

<PAGE>













                         INDEPENDENT AUDITORS' REPORT


      Board of Directors
      The Strober Organization, Inc.:


      We  have  audited the consolidated financial statements  of  The  Strober
      Organization,  Inc. and subsidiaries as listed in the accompanying index.
      In connection with  our  audits of the consolidated financial statements,
      we also have audited the financial  statement  schedule  as listed in the
      accompanying   index.    These  consolidated  financial  statements   and
      financial statement schedule  are  the  responsibility  of  the Company's
      management.   Our  responsibility  is  to  express  an  opinion  on these
      consolidated financial statements and financial statement schedule  based
      on our audits.

      We  conducted  our  audits in accordance with generally accepted auditing
      standards.  Those standards require that we plan and perform the audit to
      obtain reasonable assurance  about  whether  the financial statements are
      free of material misstatement.  An audit includes  examining,  on  a test
      basis,  evidence  supporting the amounts and disclosures in the financial
      statements.  An audit  also  includes assessing the accounting principles
      used and significant estimates  made by management, as well as evaluating
      the overall financial statement presentation.  We believe that our audits
      provide a reasonable basis for our opinion.

      In our opinion, the consolidated  financial  statements referred to above
      present fairly, in all material respects, the  financial  position of The
      Strober  Organization,  Inc.  and subsidiaries at December 31,  1995  and
      1994, and the results of their  operations  and their cash flows for each
      of  the  years  in  the  three-year period ended December  31,  1995,  in
      conformity with generally  accepted  accounting  principles.  Also in our
      opinion,  the related financial statement schedule,  when  considered  in
      relation to the basic consolidated financial statements taken as a whole,
      presents fairly,  in  all  material  respects,  the information set forth
      therein.



                                       KPMG PEAT MARWICK LLP

      Jericho, New York
      March 1, 1996

<PAGE>
                THE STROBER ORGANIZATION, INC. AND SUBSIDIARIES

                          Consolidated Balance Sheets

                          December 31, 1995 and 1994

                                (In thousands)

<TABLE>
<CAPTION>
                                ASSETS                                   1995     1994
<S>								      <C>         <C>
Current assets:
   Cash and cash equivalents                                          $  6,007    3,890
   Accounts receivable, net of allowance for doubtful accounts of
   $2,321 and $2,320 in 1995 and 1994, respectively                     15,907   16,651
   Inventory                                                            10,305   10,741
   Deferred income taxes                                                   921      926
   Other current assets                                                    347      350
                    Total current assets                                33,487   32,558

Property and equipment, net                                              3,627    2,518
Goodwill, net of accumulated amortization of $1,661 and $1,451
   in 1995 and 1994, respectively                                        6,726    6,936
Other assets                                                               704      637

                    Total assets                                      $ 44,544   42,649

                 LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
   Current installments of long-term debt                                  908    1,233
   Accounts payable                                                      4,738    5,056
   Income taxes payable                                                    791      834
   Accrued salaries and bonuses                                          1,345    1,342
   Accrued taxes, other than income taxes                                  362      615
   Accrued interest                                                        205      192
   Other accrued liabilities                                             1,447    1,442
                    Total current liabilities                            9,796   10,714

Long-term debt, less current installments                                1,224    1,171
Deferred income taxes                                                        -       77
                    Total liabilities                                   11,020   11,962

Stockholders' equity:
   Preferred stock, $.01 par value, 1,000 shares authorized
     and unissued 							     -        -
   Common stock, $.01 par value, 20,000 shares authorized; issued:
     5,178 shares in 1995 and 5,167 shares in 1994; outstanding:
     4,987 shares in 1995 and 5,055 shares in 1994                          52       52
   Additional paid-in capital                                            7,029    7,013
   Retained earnings                                                    27,189   24,107
   Less:  Treasury stock, at cost, 191 shares in 1995 and 112 shares
     in 1994								  (746)    (485)
                    Total stockholders' equity                          33,524   30,687

Commitments and contingencies

                    Total liabilities and stockholders' equity        $ 44,544   42,649

</TABLE>
See accompanying notes to consolidated financial statements.

<PAGE>
                THE STROBER ORGANIZATION, INC. AND SUBSIDIARIES

                     Consolidated Statements of Operations

                 Years ended December 31, 1995, 1994 and 1993

                     (In thousands, except per share data)


<TABLE>
<CAPTION>

                                                        1995      1994     1993
<S>						     <C>         <C>
      Net sales                                      $ 125,813   125,378   118,975
      Cost of goods sold                                92,627    92,708    87,272

                 Gross profit                           33,186    32,670    31,703

      Selling, general and administrative expenses      27,858    28,395    28,090
      Amortization of goodwill and non-competition
         agreement                                         210       210       268

                 Income from operations                  5,118     4,065     3,345

      Other income (expense):
         Interest expense                                 (228)      (667)    (880)
         Interest income                                   480        422      353
         Other                                             (22)       (87)    (260)

                 Income before income taxes              5,348      3,733    2,558

      Provision for income taxes                         2,266    1,157        908

                 Net income                          $   3,082    2,576      1,650

      Net income per common share                    $     .59      .50        .33

      Weighted average number of shares outstanding      5,247    5,165      5,031


</TABLE>
      See accompanying notes to consolidated financial statements.

<PAGE>
                THE STROBER ORGANIZATION, INC. AND SUBSIDIARIES

                Consolidated Statements of Stockholders' Equity

                 Years ended December 31, 1995, 1994 and 1993

                                (In thousands)

<TABLE>
<CAPTION>

                              COMMON STOCK
                            Number             Additional
                              of                paid-in    Retained    Treasury
                            SHARES    AMOUNT    CAPITAL    EARNINGS      STOCK     TOTAL
<S>			    <C>      <C>       <C>         <C>         <C>        <C>
Balance at December 31,
   1992                     5,021    $  50       6,580      19,881         -      26,511

Net income                     -        -           -       1,650         -       1,650
Exercise of stock options    139        2         406           -         -         408

Balance at December 31,
   1993                    5,160       52       6,986      21,531         -      28,569

Net income                     -        -           -       2,576         -       2,576
Exercise of stock options      7        -          27           -         -          27
Purchase of treasury stock     -        -           -           -          (485)       (485)

Balance at December 31,
   1994                    5,167       52       7,013      24,107          (485) 30,687

Net income                     -        -           -       3,082         -       3,082
Exercise of stock options     11        -          16           -         -          16
Purchase of treasury stock     -        -           -           -          (261)        (261)

Balance at December 31,
   1995                    5,178    $  52       7,029      27,189          (746) 33,524



</TABLE>
See accompanying notes to consolidated financial statements.

<PAGE>
                THE STROBER ORGANIZATION, INC. AND SUBSIDIARIES

                     Consolidated Statements of Cash Flows

                 Years ended December 31, 1995, 1994 and 1993

                                (In thousands)

<TABLE>
<CAPTION>
                                                                1995     1994      1993
<S>							       <C>	 <C>       <C>
Cash flows from operating activities:
   Net income                                                  $ 3,082    2,576    1,650
   Adjustments to reconcile net income to net cash provided
     by operating activities:
        Depreciation and amortization                           1,129    1,226    1,159
        Provision for estimated losses on accounts receivable     566      968    1,548
        Amortization of goodwill and non-competition
          agreement                                               210      210      268
        Benefit for deferred income taxes                         (72)    (423)    (478)
        Changes in operating assets and liabilities:
          Accounts receivable                                     178     (296)  (2,442)
          Inventory                                               436     (574)    (740)
          Other assets                                            (84)     454      (51)
          Accounts payable                                       (318)    (394)     758
          Income taxes payable                                    (43)    (838)   1,222
          Accrued expenses                                       (232)    (250)   1,795

Net cash provided by operating activities                       4,852    2,659    4,689

Cash flows from investing activities:
   Additions to property and equipment, net                      (576)    (424)    (287)

Cash flows from financing activities:
   Repayment of long-term debt                                 (1,914)  (1,969)  (4,500)
   Proceeds from long-term debt                                     -        -       92
   Proceeds from exercise of stock options                         16       27      408
   Change in restricted cash                                        -    1,000        -
   Payment for treasury stock                                    (261)    (485)       -

Net cash used for financing activities                         (2,159)  (1,427)  (4,000)

Net increase in cash                                            2,117      808      402

Cash at beginning of year                                       3,890    3,082    2,680

Cash at end of year                                             6,007    3,890    3,082

</TABLE>
See accompanying notes to consolidated financial statements.

<PAGE>

                THE STROBER ORGANIZATION, INC. AND SUBSIDIARIES

             Notes to Consolidated Financial Statements, Continued

                THE STROBER ORGANIZATION, INC. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements

                       December 31, 1995, 1994 and 1993



(1)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

   DESCRIPTION OF BUSINESS

    The Strober Organization, Inc. and its subsidiaries  (the  Company)  supply
       building  materials  to  professional  building  contractors from eleven
       building  supply  centers  in  New  York,  New  Jersey, Connecticut  and
       Pennsylvania.

   The  Company  currently  has  over 3,000 active customers,  with  no  single
      customer accounting for more  than 2% of the Company's total sales during
      1995.   The  Company  sells  a  broad  selection  of  building  materials
      including  lumber  and  plywood,  gypsum   wallboard  and  other  drywall
      products,  millwork,  roofing,  acoustical  materials,  siding  products,
      insulation materials, metal specialties, hardware  and  tools.  The sales
      of  lumber, gypsum wallboard and millwork collectively accounted  for  an
      estimated 73%, 73% and 74% of the Company's total sales in 1995, 1994 and
      1993, respectively.

   PRINCIPLES OF CONSOLIDATION

    The consolidated  financial  statements include the accounts of The Strober
       Organization,  Inc.  and  its  wholly-owned  subsidiaries.   Significant
       intercompany balances and transactions have been eliminated.

     INVENTORIES

    Inventories consist of finished goods held for resale and are stated at the
       lower of cost or market, utilizing the average cost method.

   PROPERTY AND EQUIPMENT

    Property  and equipment are stated  at  cost.   The  Company  provides  for
       depreciation  and  amortization  utilizing  the  straight-line method by
       charges to operations over the estimated useful lives  or,  with respect
       to  leasehold improvements, the shorter of the useful life or  remaining
       lease  term.   The  established  useful lives are seven to ten years for
       delivery equipment, machinery, furniture  and  fixtures  and  two to ten
       years for leasehold improvements.

     GOODWILL AND DEFERRED COSTS

    Goodwill and deferred costs resulted from the Company's acquisition  of The
       General  Building  Supply Company in 1988.  Of the total purchase price,
       $3.5 million was allocated  to  a non-competition provision with certain
       present  and  former  officers of General,  which  was  amortized  on  a
       straight-line basis over  the  five  year period ending in January 1993.
       Approximately  $8.4 million of excess of  acquisition  costs  over  fair
       value of the net  assets  acquired  (goodwill)  is  being amortized on a
       straight-line basis over forty years.  The Company continually evaluates
       the  recoverability  of this intangible asset by assessing  whether  the
       amortization of the goodwill  balance  over  its  remaining  life can be
       recovered through expected undiscounted future operating cash flows.

   INCOME TAXES

   The Company accounts for income taxes under the asset and liability  method.
      Deferred  tax  assets  and  liabilities are recognized for the future tax
      consequences attributable to  differences between the financial statement
      carrying amounts of existing assets  and liabilities and their respective
      tax bases and operating loss and tax credit  carryforwards.  Deferred tax
      assets and liabilities are measured using enacted  tax  rates expected to
      apply to taxable income in the years in which those temporary differences
      are expected to be recovered or settled.

   NET INCOME PER COMMON SHARE

   Net  income  per  common  share  is computed by dividing net income  by  the
      weighted average number of common  shares  outstanding  during the period
      plus  (in  periods  in which they have a dilutive effect) the  effect  of
      common shares contingently issuable from stock options and warrants.

   STATEMENT OF CASH FLOWS

   The Company considers all  short-term investments with a maturity at date of
      purchase  of  three  months   or  less  to  be  cash  equivalents.   Cash
      equivalents are $4,827,000 at December  31,  1995.   There  were  no cash
      equivalents at December 31, 1994.

   Amounts paid for interest and income taxes for the years ended December  31,
      1995, 1994 and 1993 (in thousands):

                                    1995    1994  1993

                    Interest       $  172    524   859

                    Income taxes   $2,256  2,418   165


   In  1995,  the  Company acquired $1,642,000 of equipment financed by capital
      leases.

   USE OF ESTIMATES

   The  preparation  of  financial  statements  in  conformity  with  generally
      accepted accounting  principles requires management to make estimates and
      assumptions that affect  the  reported  amounts of assets and liabilities
      and disclosure of contingent assets and liabilities  at  the  date of the
      financial  statements  and  the reported amounts of revenues and expenses
      during the reporting period.   Actual  results  could  differ  from those
      estimates.
   The Company estimates an allowance for doubtful accounts based on the credit
      worthiness  of  its  customers,  as  well as general economic conditions.
      Consequently,  an  adverse  change  in these  factors  could  effect  the
      Company's estimate of these bad debts.  The Company as a policy, does not
      require collateral from its customers.

(2)PROPERTY AND EQUIPMENT

   Property and equipment, net of accumulated  depreciation  and  amortization,
      consists of the following (in thousands):
                                            1995   1994

               Delivery equipment        $ 6,367  5,852
               Machinery and equipment     1,706  2,054
               Furniture and fixtures      2,388  2,504
               Leasehold improvements      2,215  2,553
                                          12,676 12,963

               Accumulated depreciation
                  and amortization         9,049 10,445

                                         $ 3,627  2,518


(3)FAIR VALUE OF FINANCIAL INSTRUMENTS

   The fair value of a financial instrument is defined as the amount  at  which
      the  instrument  could  be  exchanged  in  a  current transaction between
      willing  parties.   The  carrying  amounts  of  the  Company's  financial
      instruments approximate fair value at December 31, 1995 and 1994.

(4)LONG-TERM DEBT

   Long-term debt at December 31, 1995 and 1994 consists of  the  following (in
      thousands):

                                               		  	1995       1994

             Revolving credit facilities (a)   			$   -         -
             Subordinated note payable (b)     			  583     2,042
             Installment notes payable, due monthly through
               1995 with interest rates principally at the
               prime rate plus 1/2%, secured by certain
               equipment (c)                    		    -        11
             Capital lease obligations (d)  			1,493         -
             Other                                                 56       351
                                                                2,132     2,404
             Less current installments                            908     1,233

                                                               $1,224     1,171


   (a)In  December  1994,  the  Company  entered  into  a $10,000,000 revolving
           working capital agreement.  The term of the agreement  is  two years
           expiring January 31, 1997 and may be extended at the option  of  the
           Company  for  an  additional one year period.  As collateral for the
           agreement, the Company  pledged  its  accounts  receivable  and  the
           available  advance  is based on 75% of eligible accounts receivable,
           as defined.  The credit  facility  bears  interest at 1/2 of 1% over
           the bank's prime rate or, at the option of  the  Company, at various
           fixed  interest  rates.   The  credit  agreement  contains   various
           covenants  including  the  maintenance of debt coverage and leverage
           ratios.  There was no outstanding  balance under the credit facility
           at December 31, 1995 and 1994.

   (b)The subordinated note payable was issued  pursuant  to the acquisition of
        The  General Building Supply Company in January 1988  and  was  due  on
        January  15,  1994.   The  note  bore interest at 10% per annum with 8%
        payable monthly and 2% added to the  notes.  At the noteholders option,
        the accrued interest of 2% could have  been  used to purchase a warrant
        to acquire 300,000 shares of common stock at an exercise price of $2.00
        per  share.   The  warrants  expired  in  December 1995  without  being
        exercised.

      In October 1993, the Company and noteholders  renegotiated  the  terms of
        the subordinated notes payable.  The new notes bear interest at  8% per
        annum  to  be  paid in 36 consecutive payments of $97,222 plus interest
        through September 1996.  In addition, the accrued interest on the notes
        in the amount of  $196,000  was paid in 1994 as the noteholders elected
        not to purchase the warrant.

      At December 31, 1995, two of the  noteholders are employed by the Company
        as senior vice presidents.  The amounts  owed  to  these individuals at
        December  31,  1995 totaled $172,083 and at December 31,  1994  totaled
        $602,292.

   (c)The installment notes payable were funded pursuant to a secured equipment
        line of credit.   Under  this line, the Company was able to borrow at a
        floating rate of prime rate  plus  1/2%.  The notes are repaid in equal
        monthly principal payments over 36 to 48 month periods depending on the
        amount of the loan.

   (d)In March 1995, the Company entered into  a  master  lease  agreement with
        Chase Equipment Leasing Inc. to lease certain equipment which  provides
        for  a  monthly  rental  payment adjusted upon changes in the one month
        London Interbank Offered Rate.   The  current noncancellable lease term
        is  60  months.   The minimum annual payments  for  the  capital  lease
        obligations are as follows:

                    Year ended December 31:
                    1996                   $  384,000
                    1997                      384,000
                    1998                      384,000
                    1999                      384,000
                    2000                      217,000

           Total minimum lease payments     1,753,000

           Less amounts representing
             interest (at rates varying
             from 7.4% to 7.6%)               260,000

           Present value of net minimum
             lease obligations             $1,493,000


   (e)The aggregate annual  maturities  of  long-term  debt  (excluding capital
        lease obligations) are approximately as follows:  1996, $624,000; 1997,
        $15,000; and none thereafter.

(5)INCOME TAXES

   The  components  of  the  income  tax  expense (benefit) are as follows  (in
      thousands):

                           	         1995    1994    1993
                  Current:
                    Federal	       $1,849    1,356   1,139
                    State and local	  489      224     248
                      Total current	2,338    1,580   1,387

                  Deferred:
                    Federal              (103)      68   (246)
                    State and local        23      153    166
                      Total deferred      (80)     221    (80)

                  Change in valuation
                    allowance               8     (644)  (399)

                                      $ 2,266    1,157    908


   The income tax expense differs from the amount that would result by applying
      the applicable Federal statutory rate  of  34%  to  income  before income
      taxes due to the following (in thousands):

                                          1995    1994  1993

          Provision at the statutory
	    rate 			$1,818   1,269   870

          Increases (decreases):
             State and local income
	      taxes, net of Federal
	      benefit                      338     323   273
             Nondeductible goodwill         71      71    71
             Disallowance of partnership
              losses			     -       -   220
             Discharge of White Rim
	      note payable not taxable       -       -  (153)
             Change in valuation allowance   8    (644) (399)
             Other, net                     31     138    26

                                       $ 2,266   1,157   908

   During  1993, the Company recorded a provision for interest expense  related
      to a proposed disallowance by the Internal Revenue Service of partnership
      losses  deducted  by  the  Company on its 1980 and 1981 Federal, New York
      State and New York City income  tax  returns.   These  partnership losses
      resulted  from the Company's investment in limited partnership  interests
      in White Rim  Oil  &  Gas Associates 1980-II (White Rim).  A class action
      lawsuit brought by White  Rim's  limited  partners (and which the Company
      was a party to) against the general partner  has  been  settled  with the
      discharge  of  the  liability of the limited partners for the balance  of
      their unpaid investment  in  the  partnership as represented by the notes
      payable.  The interest expense provision  of  $710,000 has been offset by
      the discharge of the Company's note payable to White Rim in the amount of
      $450,000, resulting in a net expense of $260,000  which  is  reflected as
      other  expense  in  the accompanying consolidated statement of operations
      for the year ended December 31, 1993.

    The additional Federal,  State  and  City income taxes due as the result of
       the disallowances of approximately  $220,000  is  included in income tax
       expense for the year ended December 31, 1993.

    The  tax  effect  of  temporary differences that give rise  to  significant
       portions of the net deferred tax asset at December 31, 1995 and 1994 (in
       thousands):
                                              1995   1994
             Deferred tax asset:
               Accounts receivable          $  960     987
               Inventory                        53      52
               Accrued expenses                176     295
               Depreciation                    140       -
               State net operating loss carryforwards,
                 net of Federal benefit        705     697
                   Total gross deferred tax asset2,0342,031

               Valuation allowance                 (1,113)  (1,105)

                   Total deferred tax asset    921     926

                 Deferred tax liability:
               Fixed assets                      -        (77)

                   Net deferred tax asset   $  921     849

    The net increase in the valuation allowance for the year ended December 31,
       1995 was $8,000 which  was attributable to the creation, utilization and
       expiration of state income  tax carryforwards.  The net decreases in the
       valuation allowance for the years  ended December 31, 1994 and 1993 were
       $644,000 and $399,000, respectively,  which  were  attributable  to  the
       utilization  of  the  Federal  alternative minimum tax carryforwards and
       state  income tax carryforwards.   In  assessing  the  realizability  of
       deferred tax assets, management considers whether it is more likely than
       not that  some  portion  or  all  of the deferred tax assets will not be
       realized.  The ultimate realization  of deferred tax assets is dependent
       upon the generation of future taxable income during the periods in which
       those  temporary differences become deductible.   Management  considered
       the scheduled  reversal  of  deferred  tax  liabilities and tax planning
       strategies  in  making  this  assessment.  Based  upon  the  ability  to
       carryback deductible amounts that  are  scheduled to reverse in the next
       three years, management believes it is more  likely than not the Company
       will realize the benefits of these deductible  differences,  net  of the
       existing valuation allowance at December 31, 1995.

(6)STOCK OPTION PLANS

    The  Company  has  a  non-qualified  stock  option  plan which provides for
       granting  of  options  to  executive officers, key employees  and  other
       persons whose efforts are expected  to  be of substantial benefit to the
       Company.  Options are granted at an exercise  price  equal to the market
       value  of  the  common  stock at the date of grant.  The options  become
       exercisable on the date of  grant, and must be exercised within three to
       five years of the grant date.   The Company amended the number of shares
       available under this plan from 600,000 to 800,000 shares in 1994.

   In March 1993, the Company established  a  stock option plan for its outside
      directors pursuant to which each existing  director  as of March 1993 and
      all  new  outside  directors  upon their election to the Board  shall  be
      granted  an  option for 10,000 shares  of  the  Company's  common  stock.
      During 1993, the  Company  issued  40,000  options  of the 60,000 options
      available under the Plan.  During 1994, the Company amended the number of
      options available under the Plan from 60,000 to 110,000  and  granted  an
      additional   12,500  options  to  each  of  the  Company's  four  outside
      directors.  The  options  are  granted  at an exercise price equal to the
      closing market price on the date of grant,  vest  immediately  and expire
      within three years of the date of grant.

   On  March  8, 1995, the Company established an additional stock option  plan
      for its outside  directors  pursuant  to  which each outside director was
      granted an option for 18,750 shares of the  Company's  common stock.  The
      options  are  granted  at  an exercise price equal to the closing  market
      price on the date of grant, vest immediately and expire within five years
      of the date of grant.

   Changes in options outstanding  for  the three years ended December 31, 1995
      are as follows:

                                     		    Number     Price
                               		         OF SHARES   PER SHARE

              Balance - December 31, 1992	   222,832   1.13 - 3.38

                Options granted                    173,929       1.75
                Options exercised                (139,092)   1.13 - 3.00
                Options terminated                (26,523)       3.00

              Balance - December 31, 1993         231,146    1.13 - 3.38

                Options granted                   165,730        4.75
                Options exercised                  (7,704)       3.38
                Options terminated                (5,926)        3.38

              Balance - December 31, 1994        383,246     1.13-4.75

                Options granted                  258,542         3.63
                Options exercised                (10,766)    1.13-1.75
                Options terminated                     -         -

              Balance - December 31, 1995        631,022     1.13-4.75


    In October 1995, the Financial Accounting  Standards Board issued Statement
       No.123, ACCOUNTING FOR STOCK-BASED COMPENSATION,  which  must be adopted
       by  the  Company in 1996.  The Company has elected not to implement  the
       fair value  based  accounting method for employee stock options, but has
       elected to disclose,  commencing  in  1996, the pro forma net income and
       earnings per share as if such method had been used to account for stock-
       based compensation cost as described in the Statement.

(7)STOCKHOLDERS' EQUITY

    In  connection with the Company's initial public  offering  of  its  common
         stock  on  November  7, 1986, the Company sold a warrant to a director
         exercisable into 100,000 common shares at $12.00 per share.

    In exchange for the director  agreeing  to  provide advisory services for a
       period of five years, the director's warrant  was  extended  to November
       1996.  No expense was recorded since the exercise prices of the  warrant
       was  above  the  market  price  of the Company's common stock ($1.00 per
       share) on the date of the extension.

    In  December  1990,  a  major  shareholder  made  a  cash  contribution  of
       $2,200,000  to  the  Company.   In  exchange,  the  Company  issued  the
       shareholder a warrant to purchase 300,000 shares of common stock through
       December 14, 1995 at an exercise  price of $3.25 per share.  The Company
       valued the warrant at $300,000 and  the  balance of the payment received
       was  reflected  as  an  additional capital contribution.   The  warrants
       expired in December 1995 without being exercised.

    In November 1990, the Company  received insurance proceeds from policies on
       the life of the Company's late  chairman,  Mr.  Eric  D.  Strober.   The
       Company  was  obligated  under  a  stock  repurchase  agreement  to  use
       $8,448,000  of  the proceeds to purchase the Company's common stock from
       Mr. Strober's estate.   In  accordance  with  the agreement, the Company
       withheld $845,000 to pay the estimated Federal  alternative  minimum tax
       related to the insurance proceeds.  To the extent the actual alternative
       minimum tax paid on the Company's 1990 Federal tax return was  less than
       the $845,000 withheld and to the extent the alternative minimum  tax  is
       used  in  subsequent  years to reduce current Federal taxes payable, the
       Company was required to  offer  to  purchase  additional shares from Mr.
       Strober's estate at the then market price.

    The alternative minimum tax paid on the Company's  1990  Federal tax return
       attributable to the life insurance proceeds was $117,000  less  than the
       $845,000  withheld  and  the  Company  utilized  alternative minimum tax
       carryforwards of $241,000 and $485,000 in 1995 and  1993,  respectively.
       The Company purchased from Mr. Strober's estate 55,667 shares  at $2.098
       per  share  in  June 1991, 111,789 shares at $4.33 per share in December
       1994 and 63,812 shares  at  $3.78  per  share  in  October  1995,  which
       represented  the  market  prices  of the Company's common stock when the
       alternative minimum tax amounts were  calculated.   As  the  alternative
       minimum tax carryover was fully exhausted during 1994, no further shares
       are eligible for redemption by Mr. Strober's estate.

(8)EMPLOYEE BENEFIT PLANS

   The  Company has adopted a discretionary defined contribution plan  for  all
       employees  who  have completed one year of service, attained age 21, and
       are not a party to  a  collective  bargaining  agreement  in  which such
       benefits are provided.  The amount of the annual plan contribution is at
       the  sole  discretion  of  the  Board  of Directors.  A contribution  of
       $275,000, $250,000 and $175,000 was made  for  the  years ended December
       31, 1995, 1994 and 1993, respectively.

    Contributions  to  union  sponsored,  multiemployer  pension   plans   were
       approximately  $193,000,  $186,000  and  $177,000,  for  the years ended
       December  31,  1995, 1994 and 1993, respectively.  These plans  are  not
       administered  by   the  Company  and  contributions  are  determined  in
       accordance with the  provisions of negotiated labor contracts.  In 1994,
       the Company elected to  withdraw  from  one  of the three union plans to
       which it contributes, effective July 1995.  The Company will be required
       to  contribute a withdrawal assessment of approximately  $262,000  which
       has been  included  in  other  accrued liabilities at December 31, 1995.
       The employees covered under this  plan participate in a separate Company
       sponsored defined contribution plan  which  was  established  on July 1,
       1995.   The  Company  has  no present intention of withdrawing from  the
       remaining two plans and management  believes  that  should  the  Company
       elect  to withdraw from these plans, any withdrawal liability would  not
       be material  to the consolidated financial position or operations of the
       Company.

(9)QUARTERLY FINANCIAL DATA (UNAUDITED)

   The following table sets forth unaudited quarterly financial information for
      1995 and 1994:

                                  First    Second    Third    Fourth
                                 QUARTER   QUARTER   QUARTER  QUARTER
                           (in thousands, except per share amounts)
          1995:
             Revenues           $28,167    34,035    33,864   29,747
             Gross profit         7,390     8,810     9,043    7,943
             Net income             239       988     1,134      721
             Net income per
                 common share       .05       .19       .21      .14

          1994:
             Revenues           $20,455    34,709    36,368   33,846
             Gross profit         5,679     8,706     9,517    8,768
             Net income (loss)     (632)      958     1,314      936
             Net income (loss)
              per common share     (.12)      .19       .25      .18

   (10)COMMITMENTS AND CONTINGENCIES

   The Company has non-cancelable  leases  for various facilities and equipment
      under operating leases.  Rental expense  was  approximately $2.9 million,
      $3.0 million and $2.8 million for the years ended December 31, 1995, 1994
      and 1993, respectively.  Future minimum annual  rental  payments  for the
      next  five  years  under  these  leases  as  of  December  31,  1995  are
      approximately  $3.1 million for 1996; $2.0 million for 1997; $1.1 million
      for 1998; $.4 million for 1999 and $.1 million for 2000.
   The Company's building  supply  centers in Brooklyn, Valley Stream, Congers,
      Vails Gate, Hampton and East Hartford  are  leased  from corporations and
      partnerships  that  are  controlled  by  current  and  past   members  of
      management  and/or  their  families.   The terms of the leases with  such
      affiliated  parties,  at  the time the leases  were  entered  into,  were
      believed to be no less favorable  to  the  Company  than  it  could  have
      obtained  in  arm's-length  negotiations  with  unrelated  parties.   The
      aggregate annual rental on such properties was approximately $2.2 million
      in 1995, $2.3 million in 1994 and $2.1 million in 1993.

   The  Internal  Revenue  Service  is conducting examinations of the Company's
      Federal income tax returns for  the  years 1989 through 1992.  Management
      believes that the ultimate resolution  of  these  examinations  will  not
      result  in  a  material  adverse  impact  on  the  Company's consolidated
      financial position or operations.
   During 1991, the prior owner of property previously leased  by  the  Company
      advised the Company that he would be seeking contribution for unspecified
      costs  and  expenses  incurred  in connection with the remediation of two
      leaking underground storage tanks  located on the property.  In May 1993,
      the New Jersey Department of Environmental  Protection  (DEP) advised the
      Company  that it was jointly and severally liable, along with  the  prior
      owner,  for   compliance   with  the  New  Jersey  regulations  governing
      underground storage tanks and  demanded  the  submission  of  a  remedial
      action  workplan.  To date, submissions of the workplan and any follow-up
      letters have  been supplied by the prior owner.  The DEP has not required
      separate submissions  from the Company.  In 1994, the prior owner filed a
      complaint against the Company  which  seeks recovery of cleanup costs and
      other damages which, at December 31, 1995,  range  between  $300,000  and
      $400,000.   The  Company  has  notified its insurers of the complaint and
      they have agreed to defend the Company  but  reserve  their  right to not
      indemnify the Company for any losses.  The Company continues to  deny any
      liability  and  will  vigorously  oppose  the claim.  Management does not
      believe the ultimate outcome of this matter  will have a material adverse
      effect on its consolidated financial position or operations.

   The Company is a defendant in litigation arising  from the normal conduct of
      its affairs.  Management is of the opinion that  any  litigation in which
      the Company is a defendant is covered by its liability insurance.

<PAGE>


                                                                    SCHEDULE II


                THE STROBER ORGANIZATION, INC. AND SUBSIDIARIES

                SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS



<TABLE>
<CAPTION>


              Col.A                 	     Col.B     		Col.C     	Col.D     	Col.E


                              		      Balance at	Charged to      	  	Balance at
                            		      Beginning		Costs and             	  	end of
         CLASSIFICATION   		      OF PERIOD		EXPENSES 	DEDUCTIONS	(1)PERIOD
<S>                                      <C>           <C>           <C>
Year ended December 31, 1993:
   Allowance for doubtful accounts
    (deducted from accounts receivable)		$1,220,000	1,548,000	732,000		2,036,000

Year ended December 31, 1994:
   Allowance for doubtful accounts
    (deducted from accounts receivable)		$2,036,000	  968,000	684,000 	2,320,000

Year ended December 31, 1995:
   Allowance for doubtful accounts
    (deducted from accounts receivable)		$2,320,000	  566,000	565,000 	2,321,000


(1)Deductions relate to uncollectible accounts charged off to the allowance for
      doubtful accounts, net of recoveries.

</TABLE>

<PAGE>


                              EXHIBIT INDEX

<TABLE>
<CAPTION>
EXHIBIT                              DESCRIPTION                SEQUENTIALLY
NUMBER                                                          NUMBERED PAGE
<S>                  <C>                                        <C>

10(s)                Contract between the Marda Group of
                     Building Materials Distributors, Inc. and
                     International Brotherhood of Teamsters,
                     Chauffeurs, Warehousemen of Local 807 and
                     Helpers of America for the period ending
                     December 3, 2000.
10(bb)               Commercial Space Lease dated October 6,
                     1995 between Michael Albarell and Strober
                     Building Supply Center, Inc.
10(cc)               Agreement dated May 15, 1995 between
                     Carman Road Realty, Inc. and Broad
                     Properties, Inc. (as landlord) and Strober
                     Long Island Building Material Centers,
                     Inc.
23                   Consent of Independent Auditors
27                   Financial Data Schedule
</TABLE>

<PAGE>

                              EXHIBIT 10(S)

Contract between the Marda Group of Building Materials Distributors, Inc.
        and International Brotherhood of Teamsters, Chauffeurs,
            Warehousemen of Local 807 and Helpers of America
                 for the period ending December 3, 2000.
<PAGE>


                                1995-2000





                                  MARDA


                             GROUP CONTRACT

                        TRUCK DRIVERS LOCAL UNION
                                NO.  807





                          Affiliated with the
                      INTERNATIONAL BROTHERHOOD OF
                   TEAMSTERS, CHAUFFEURS, WAREHOUSEMEN
                         AND HELPERS OF AMERICA









                            32-43 49TH STREET
                       LONG ISLAND CITY, NY  11103
                        TELEPHONE (718) 726-2525
<PAGE>


SECTION 1.  UNION SECURITY
   (a)Recognition  of  the  Union  (Local  807  International  Brotherhood   of
Teamsters) and the Union Shop Provisions:
      In  order  to carry out the purpose of this agreement all employees shall
be required, as a  condition  of employment, to be members of the Union, thirty
(30)  working days after the beginning  of  their  employment  of  thirty  (30)
working days after the signing of this agreement, whichever is latest.
   (b)The  Superintendent  or man in charge shall, immediately notify the Union
in writing, of the employment of any man who, under this agreement, is required
to be a member of the Union.   Upon notice from the Union that any employee who
has been working for more than thirty  (30)  working  days has failed to tender
the  periodic  dues and initiation fee uniformly required  as  a  condition  of
acquiring and retaining  membership,  the  Employer  agrees  to  discharge such
employee  within  seven  (7)  days after the receipt of written notice  from  a
properly authorized official of the Union.
   (c)DUES  CHECK-OFF.   The  Employer   agrees   to   accept  all  appropriate
authorizations  from  bargaining  unit  employees  with  respect   to   payroll
deductions  for  Union  dues and initiation fees and, following receipt of said
authorization(s), to deduct  such  dues  and initiation fees for all periods of
employment following the 31st day of employment.

SECTION 2.  DURATION OF AGREEMENT
   This contract shall be operative commencing  with  the  4th  day of December
1995, and shall terminate and expire five (5) years later, on the  3rd  day  of
December, 2000.

SECTION 3.  WORK DAY & WORK WEEK
   (a)The  regular  day's work may commence any time between 5:00 A.M. and 8:00
A.M.  All work done before  5:00  A.M. shall be considered overtime.  Eight (8)
hours shall constitute a minimum day's  work  from  Monday to Friday inclusive.
All work in excess of eight (8) hours per day shall constitute  overtime.   The
overtime  rate  shall be one and one-half (1 1/2) times the straight time rate.
Overtime cannot be  refused.   The  Employer  shall  give  reasonable notice of
overtime where possible.
   (b)                               One  (1) hour shall be allowed  for  lunch
between the hours of 11:30 A.M. and 1:30 P.M.
   (c)Where an employee reports for work after  the  scheduled  starting  time,
special  consideration  shall be given to delays caused by emergency conditions
or Acts of God.
   (d)Any work done on Saturday  shall  be  considered overtime and paid for at
the rate of time and one-half with a minimum  of  five  (5)  hours  twenty (20)
minutes work guaranteed.
   (e)Any  work  done  on Sunday shall be paid for at two and one-half (2  1/2)
times the straight time rate.
   (f)Any work performed  on  a  Saturday holiday will be paid for at three (3)
times straight time plus holiday pay.

SECTION 4.  SECOND AND OFF-SHIFT WORK
   (a)SECOND SHIFT.  In the event any Employer shall provide for and maintain a
second shift of work, which shall be defined as a full shift of work commencing
after 4:00 P.M., the employees engaged  in such second-shift work shall receive
their regular rate of compensation provided for in the agreement, plus a second
shift differential of thirty (30) cents per hour.
   (b)OFF SHIFT.  Any shop may start an "off-shift",  commencing at 11:00 A.M.,
pursuant to the following terms and conditions:
      i.Seniority shall prevail in the staffing of such a shift.
      ii.The shift must be for a minimum of five (5) days.
      iii.The persons employed on the shift on Monday remains  on the shift for
the entire week.
      iv.Employees on such off-shift shall receive a thirty (30)  cent per hour
differential.
      v.Any shop working a second shift may not work on off-shift.

SECTION 5.  TRIAL PERIOD
   When  an  Employer  hires  additional  or replacement employees their  trial
period shall be three (3) months.

SECTION 6.  REPORTING LATE FOR WORK
   Each  company shall provide a telephone answering  device  or  service  that
employees may access during hours where the place of business is closed.
   Where an employee will report to work more than 1/2 hour after the scheduled
starting time,  the  employee  must  call  said  answering device or service in
advance to notify the company of such lateness, except in the case of an Act of
God or a provable extreme emergency.
   If the employee fails to do so, the employer shall  have  the option to send
such employee home when he reports to work.
   If  the  company  fails  to  use  the  answering  device or service  and  no
Supervisor  is  present  to  receive  such call, this paragraph  shall  not  be
effective.

SECTION 7.  SENIORITY
   (a)Seniority shall prevail in that the Employers and employees recognize the
general principle that senior employees  shall  have  preference to work at the
job for which is highest, so long as they are qualified  and,  where  there  is
more  than  one  (1)  shift, to choose their shift.  Seniority does not give an
employee the right to choose a specific unit, run, trip or load.
   (b)The job must be manned at all times in that the qualified man or men with
the least seniority must perform the work.
   (c)With respect to overtime,  seniority  shall  prevail  only as to starting
time (except as set forth in (h) below).
   (d)      An employee must work thirty (30) days within a sixty (60) calendar
day period before he can be placed on the seniority list.
   (e)Seniority  shall  not apply to employees hired as summer  help  (employed
between May 1st and July 1st, and terminated prior to October 1st).
   (f)Seniority shall be lost by:
      (1)Unauthorized leave of absence.
      (2)Unauthorized failure  to report for work for five (5) consecutive days
   when work is available.
      (3)Employees who are absent  because  of a proven illness or injury shall
   retain their seniority.
   (g)When it becomes necessary to reduce the  working  force,  the last man on
the seniority list shall be laid off first; when the force is again  increased,
the man last laid off shall be first to return to work.
   (h)       Seniority shall not prevail:
      (1)With  respect  to  starting  time, when warehousemen may be called  in
   first to load or unload trucks.
      (2)With respect to days where there  are  no  deliveries scheduled due to
   weather conditions or other unusual circumstances,  when warehousemen may be
   called in to perform warehouse work only.
   (i)Senior warehousemen and drivers shall be asked first to perform any work.
In the event senior men are unable to perform the work,  the  junior man or men
must then perform the work.  The job must be manned.
   (j)Drivers  who  have  seniority  and  become  unable to perform work  as  a
chauffeur shall be given warehouse work, and shall  receive warehousemen's pay,
but shall retain payroll seniority.
   (k)A driver who has his license revoked cannot "bump"  a warehouseman unless
he is qualified to do warehouse work.

SECTION 8.  SHOP STEWARD
   (a)The Union shall appoint one of its members to act as  Shop  Steward.   It
shall  be  his duty to see that the conditions of this agreement are not broken
by either the  Employer  or  employees,  and under no circumstances shall he be
discriminated against, nor shall he be permitted  to  stop  the job without the
Union's consent.
   (b)The  Shop  Steward  shall  be  granted  superseniority  for all  purposes
including  layoffs, rehire & job preferences providing he is capable  of  doing
such work.   The  Union  reserves  the right to replace the Shop Steward at any
time for the good of the Union.  The Shop Steward is recognized by the Employer
to have no right to as authorized by the Union.
   (c)Shop Stewards shall be permitted  reasonable  time to investigate present
and process grievances on the employers property without  loss  of  pay  during
regular working hours.

   Such  time spent in handling grievances during the Steward's regular working
hours shall  be  considered  working  hours  in  computing  daily and/or weekly
overtime if within the regular scheduled of the Steward.
   (d)No  Shop  Steward  shall be discharged without a Business  Agent  or  his
designee being present - as  long  as  such person is present - as long as such
person is present by the end of the workday  or  prior to the start of the next
business  day.   The  employer  shall have the right to  suspend  such  Steward
without pay until such meeting.

SECTION 9. WAGES
   (a)SCHEDULE OF WAGES
<TABLE>
<CAPTION>
                      12/1/95       12/1/96       12/1/97       12/1/98       12/1/99
<S>                   <C>           <C>           <C>           <C>           <C>
JOURNEYMEN            $13.83        $14.33        $14.83        $15.33        $16.08
Drivers,
Warehousemen,
Hi-Lo
Operators
and Mixes
INEXPERIENCED         $11.33        $11.83        $12.33        $12.83        $13.58
Straight
Truck Drivers,
Warehousemen,
Hi-Lo Operators
and Mixes
</TABLE>

   (b)        SPECIAL SKILLS - WAGE RATES
      i.Drivers employed on tractor  trailers  and  third  axle  vehicles shall
receive an additional twenty-five (25) cents per hour above the wages  paid  to
an  experienced  driver,  and  operators  of high-lift booms going over two (2)
stories up shall receive an additional thirty-five (35) cents per hour with not
less than eight (8) hours pay at the rate on any day on which they operate such
vehicles.
      ii."Crane Operator" shall receive the  same  rate  of  wages  as straight
truck  driver.   This  applies only to crane on an automotive truck.  Does  not
apply to overhead cranes in warehouse.
      iii.Any man who performs  more  than two (2) hours of overtime work shall
be entitled to a twenty (20) minute meal period after the tenth hour of work.
      iv.Drivers on overnight trips shall  be  reimbursed  for  all  reasonable
expenses including supper and breakfast.
   (c)NEW  EMPLOYEES.   Any  new  employee  who  does  not have immediate prior
experience  in  the job of warehousing and distributing building  materials  in
Greater New York  Metropolitan  area shall be paid a starting wage of $2.50 per
hour below journeyman rate and shall,  starting December 4, 1995, receive fifty
(50) cents increases for each four (4) months  work  completed, until such time
as he reaches driver's pay.
   An  employee  who  regularly  operates  a  "boom"  shall  be  considered  an
experienced employee.

SECTION 10.  PAID HOLIDAYS
   (a)New  Year's  Day,  Lincoln's Birthday*, Washington's Birthday*,  Memorial
Day, July 4th, Labor Day,  Thanksgiving  Day, Day after Thanksgiving, Christmas
Day, and, at the election of the employee either Yom Kippur or Good Friday.
   (b)An Employer, with the consent of a majority  of his employees, may change
any holiday set forth above for any other holiday.
   (c)If men have worked on any of the days listed as  holidays,  they shall be
paid twenty (20) hours pay for minimum of eight (8) hours work.  If men have to
work on any of the starred  holidays, they shall be paid sixteen (16) hours pay
for minimum of eight (8) hours work.  Overtime work on a holiday shall  be paid
for at three (3) times straight time pay.
   (d)If  a  holiday  falls  on  a  day which would otherwise be a pay day, the
Employer shall pay wages to employees the day before the holiday.
   (e)Any employee covered by this agreement  shall  work the entire day before
and  the  entire  day after the holiday receive the holiday  pay,  unless  that
employee was suffering from a bonafide illness, supported by a doctor's note or
a compensatory injury.
      (i)Any man who  is  unable  to  work the day before and the day after the
holiday because his Employer has shut down his plant or warehouse for less than
a full week, shall, nevertheless receive the holiday pay.
      (ii)  Any man who fails to work the  entire day before and the entire day
after the holiday because he has been suffering a bonafide illness or workmen's
compensation injury which keeps him out of work  for  five (5) consecutive work
days (excluding holidays) shall nevertheless receive the holiday pay.
      (iii)  Any man who suffers a bonafide illness or  Workmen's  Compensation
injury  which keeps him out of work for more than thirty (30) consecutive  days
shall receive  payment  for  all  holidays falling within the first thirty (30)
days of that continuing illness or injury.
   (f)When a shop is open on a starred  holiday,  the  job  must  be adequately
manned.  Any employee who because of the seniority status is asked  to work the
job, and refuses, or any employee who agrees to work the day and fails  to show
up for work shall forfeit the holiday pay unless such failure is the result  of
a compensatory injury or a bonafide illness supported by a doctor's note.

SECTION 11.  PAID VACATIONS
   (a)Computation.   All  vacation  time shall be computed from the anniversary
date of the contract.
      (1)Vacation benefits for any contract  year  (December  1  - November 30)
shall  be  based upon days worked during the prior contract year.  An  employee
shall be deemed  to  have worked the entire contract year once he completes 170
days of actual work.
An employee who worked  less than 170 days during the prior contract year shall
receive a pro rata benefit pursuant to the following formula:
   # days worked
   ______________ X full vacation benefit = pro rata vacation
     170
   (b)Vacation Schedule.  The Employer shall, during the current contract year,
grant annual vacations with pay as follows:
   1) Each newly hired man  will receive one (1) week of vacation after one (1)
year of service.
   2) Each employee with two  (2)  years or more of service, but less than five
(5)  years  of  service with his Employer,  shall  receive  two  (2)  weeks  of
vacation.
   3) Each employee  with  five  (5)  years  or  more of service, but less than
fifteen (15) years of service with his Employer, shall  receive a third week of
vacation.  The third week shall be taken during the winter months only.
   4) Each  employee  with  fifteen  (15)  years  or more of service  with  his
Employer shall receive four (4) weeks of vacation, two (2) weeks of which shall
be taken in the following summer months.
   5) "Summer vacation" shall commence June 21st and  terminate September 21st.
"Winter vacation" shall commence December 15th and terminate February 28th.
   6) With respect to any employee who is entitled to receive  either three (3)
or four (4) weeks of vacation, the Employer shall have the option  to  schedule
one (1) week between Christmas and New Year's Day.
   7) The Employer and employee, with the consent of the Union, may provide for
an alternate vacation date.
   8) No more than the per cent (10%) of the working force, or one (1)
man, whichever is grater, shall be permitted to take a vacation at any time.
   9) Pay for unused vacation shall be given within ten (10) days of the end of
the contract year.
   10)If a paid holiday occurs during the week of vacation of any employee,  he
shall  receive either an additional eight (8) hours of pay or an additional day
off, with pay.
   11)An  employee  must  have  received  pay for 270 days during the preceding
contract year to earn his full vacation.  Employees receiving pay for less than
170 days shall be entitled to pro-rated vacation,  which shall be determined by
dividing  the  number  of  days paid for by 170 and multiplying  the  resulting
fraction by the number of days  of  vacation  he  would  be  entitled to had he
worked 170 days.
   12)Any employee on the Seniority List whose employment is terminated for any
reason shall receive vacation pay pursuant to the provisions of this section.
   13)Vacation pay shall be at the prevailing rate.
   (c)Example of Holiday Pay Computation:

START WORK 6/1/95
<TABLE>
<CAPTION>
                                      12/1/95            12/1/96            12/1/97
<S>                                   <C>                <C>                <C>
VACATION EARNED                       4 DAYS             5 DAYS             10 DAYS
VACATION TAKEN
                                      12/1/95            12/1/96            12/1/97
   170 DAYS WORKED
VACATION EARNED                       5 DAYS             10 DAYS
VACATION TAKEN
</TABLE>

SECTION 11A.  VACATION BONUS
   All  employees shall receive a bonus of one (10) hour's pay  for  each  full
year of service, payable with the last week of vacation.

SECTION 12.  SICK LEAVE
   All sick  leave  shall  be computed as of the contract anniversary (December
1).
   (a)All  employees who on an  anniversary  date  of  the  contract  have  not
completed one  (1)  year of employment shall be entitled to one (1) day of sick
leave for each three (3) months they have worked during that initial year.
   (b)Sick leave benefits  for  any  contract  year  (December 1 - November 30)
shall be based upon days worked during the prior contract  year.   An  employee
shall  be deemed to have worked the entire contract year once he completes  170
days of actual work and shall be entitled to five (5) days sick leave.
   (c)An  Employee who worked less than 170 days during the prior contract year
shall receive a pro rata benefit pursuant to the following formula:

# days worked
_____________ X 5 days = pro rata sick leave
    170

   Any employee  who  has  worked ninety (90) days during the contract year and
who  then  goes on Workmen's Compensation  shall  have  the  compensation  time
included in computing sick leave.
   (d)Unused  sick  leave  to  be paid within ten (10) days from the end of the
contract year.

SECTION 13.  PERSONAL DAYS
   Each employee, upon entitlement  to  Holiday  Pay shall receive two personal
days to be taken at his discretion, although no more  that 10% of the workforce
may take Personal Days at one time (Seniority prevails).

SECTION 14.  BEREAVEMENT LEAVE
   In case of death in an employee's immediate family,  (i.e.,  spouse, mother,
father, sister, brother and children), the Employer shall grant such  employees
a  maximum  of  three  (3) days off, with pay, for express purpose of attending
services for the deceased.   Death  certificate  or other satisfactory proof of
death must be submitted to the Employer.  Bereavement  pay  will  apply only to
work days missed during the three (3) days following death of relative.
   Any  man  attending  funeral services for his father-in-law or mother-in-law
shall receive day of funeral off, with pay.
   The employee Must be on the seniority list for at least six (6) months to be
entitled to this leave.

SECTION 15.  MAN HURT AT WORK
   B. If an employee is treated  by a Workmen's Compensation doctor at the time
he sustains a compensable injury,  and the doctor directs him to go to his home
or  a hospital because of the seriousness  of  his  injury,  the  worker  shall
receive a full day's pay for that day.

SECTION 16.  DRUG & ALCOHOL TESTING PROGRAM
   The  Union  and  Association  agree  to  a  Drug and Alcohol Testing Program
pursuant to the provisions of the Federal Highway & Transportation Drug Testing
Act  a  more fully set forth in "Addendum A" to this  contract.   Addendum  "A"
shall be  continuously  updated  so as to conform with all relative Federal and
State laws and all current, agreed-upon operating procedures.  The Association,
with consent of the Union, may produce updated versions of said Addendum "A".

SECTION 17.  PHYSICAL EXAMINATIONS
   (a)ICC PHYSICALS.  All employees  shall  be required to pass an ICC physical
examination including any drug testing as set forth in Addendum "A".
   (b)PROLONGED ABSENCE - PHYSICAL EXAMINATION
      1)Any employee absent for more than ten  (10)  consecutive  days shall be
required to present a letter from his doctor to the effect that he  is  fit  to
return  to work.  Such letter must acknowledge the nature of the work performed
by the employee.
      2)If  an  employee  is absent for more than thirty (30) days, the company
shall  have the right to require  him  to  submit  to  an  examination  by  the
Company's physician, which may include testing for substance abuse.


SECTION 18.  CALL-IN PROVISIONS
   (a)Any  employee  who  reports to work without having been notified at least
two (2) hours prior to his  assigned  starting  time that no work was available
for him shall be entitled to eight (8) hours call-in pay.
   (b)Any employee who reports in sick in the morning  must  phone the Employer
prior  to  quitting time to advise whether he will be available  for  work  the
following day.   If  the  employee  reports  for work without having phoned the
Employer, the Employer may send him home without pay.
   (c)Any employee who advises his employer that he will miss more than one (1)
day of work is not required to call in each day.   However,  he  MUST  call  in
prior  to  quitting  time of the day before he wishes to return to work.  If he
fails to so notify the Employer, he may be sent home without pay.

SECTION 19.  LAYOFFS
   (a)LAYOFF NOTICE.   employees  wo are laid off for a period of more than one
(1) week, shall be given notice of  the  layoff  prior  to closing time the day
before the layoff.
   (b)NOTICE TO RETURN TO WORK. Any employee who is on layoff,  must  return to
work  within  three  (3)  working  days  from  the  time a telegram is received
advising  him that work is available, provided that any  employee  leaving  his
residence advises his Employer of the address to which notice can be delivered.
If he fails  to  provide  said  address,  the  three  (3) working days shall be
computed from the first date delivery was attempted.

SECTION 20.  STRIKE BOUND JOBS
   It shall not be a violation of this agreement, and it shall not be cause for
discharge  or disciplinary action, in the event an employee  refuses  to  enter
upon any property  involved in a primary labor dispute or refuses to go through
or work behind any primary  picket  line, including the primary picket lines at
the Employer's place of business.

SECTION 21.  MILITARY SERVICE
   Men called for military service by the United States Government shall resume
seniority with their form Employer when discharged from military service.

SECTION 22.  EXTRA TRUCKING
   The Employer agrees to refrain from  using  the  services  of any person who
does  not  observe  at least the wages, hours and conditions of employment  set
forth in this agreement.

SECTION 23.  HELPER PROVISIONS
   No driver will be  required  t  make a difficult delivery above or below the
street level without assistance.

SECTION 24.  COFFEE BREAK
   There shall be a fifteen (15) minute  break between 9:15 A.M. and 10:15 A.M.
but the shop or job shall remain manned at all times.

SECTION 25.  TERMINATION OF EMPLOYMENT
   Employees  who  are  laid off or who are not  otherwise  employed  by  their
Employer, for more than one  (1)  year,  shall be deemed to have left employ of
Employer.

SECTION 26.  DISCHARGE OR SUSPENSION
   (a)The Employer shall not discharge nor  suspend  any  employee without just
cause and written notice of discharge or suspension must set forth the specific
reasons for such action.  In respect to discharge or suspension,  the  Employer
shall  give  at  least one (1) warning notice of the specific complaint against
such employee, in  writing,  and  a  copy of the same to the Union and the Shop
Steward, except that no warning need be  given  to  any  employee  before he is
discharged  or  suspended  for  any of the causes listed in Section B below  or
suspended for theft of time.  The  Employer  shall  not discipline any employee
without  just cause based upon valid written warning notices  sent  within  the
applicable time periods set forth hereinafter.
      (1)No disciplinary notice shall be considered valid unless it is:
                                         (a)in writing
                                         (b)has  been delivered to the employee
   personally or by certified mail to the address  given to the Employer by the
   employee or his Shop Steward and sent certified mail to the Union, and,
                                         (c)sets  forth  therein  the  specific
   grounds and circumstances upon which it is based.
      (2)No warning letter or letter of suspension  shall  be  considered valid
unless  issued  by  the  Employer  within seven (7) days from the date  of  the
Employer knew of or reasonably should have become aware of the specific grounds
and circumstances upon which it is based.
   (b)CAUSES FOR IMMEDIATE DISCHARGE OR SUSPENSION SHALL BE AS FOLLOWS:
      (1)                     Dishonesty.
      (2)Under influence of liquor or drugs while on duty.
      (3)Unauthorized persons on vehicle.
      (4)            Proven recklessness.
      (5)Direct refusal to obey orders  given  by  the proper party unless such
   orders jeopardize life or health.
      (6)Calling an unauthorized strike or a walkout.
      (7)                        Assault.
      (8)Failure  of employee to notify his Employer  within  twenty-four  (24)
   hours of any accident in which he was involved while using company equipment
   or while in employ of company.
      (9)Operation  of  a  company  vehicle while having a suspended or revoked
   license (provided the employee had  actual  knowledge  of  the suspension or
   revocation).
   (c)ABUSE OF EQUIPMENT AND MATERIALS AND VIOLATION OF SAFETY RULES
      Abuse  of  equipment  and materials or continued failure to  comply  with
company safety regulations which  are part of the Union approved safety program
shall be grounds for discharge subject to arbitrator's award.
      In the event of dispute, any  matter  herein shall be decided as provided
in Section 27 of this agreement.
   (d)                      THEFT OF TIME
      Although theft of time shall not be cause  for immediate discharge, it is
recognized as an offense for which severe disciplinary measures may be invoked.

SECTION 27.  ARBITRATION
   Should any dispute arise between the Employer and  the Union or any Employer
and  employee  the  dispute shall be submitted to the New  York  City  Trucking
Authority as impartial arbitrator and said arbitrator's decision shall be final
and binding upon parties to the dispute.
   (a)THE UNION SHALL  SERVE  A  COPY  OF  ITS REQUEST FOR ARBITRATION UPON THE
EMPLOYER AND THE ASSOCIATION WITHIN SEVEN (7)  DAYS  OF  THE  OCCURRENCE OF THE
ACTION THAT IS BEING ARBITRATED.

SECTION 28.  JURY DUTY PAY
   Each  employee shall receive $40 per day for each day served  on  jury  duty
with a maximum of ten (10) days benefit juring the life of this contract.
   To receive this benefit the employee must:
      (a)Notify the Employer at least one (1) week in advance that he or she is
subject to call for jury duty.
      (b)Notify  the Employer on each morning he or she actually serves on jury
duty and,
      (c)Provide actual proof of service on a jury.

SECTION 29.  SEVERANCE PAY
   In the event an  employer ceases operating or moves its operations more than
fifty (50) miles from  its  previous  location and an employee is not given the
opportunity to follow the job, the Employer  shall  pay one (1) day's wages for
each full year of service.

SECTION 30.  MAINTENANCE OF STANDARDS
   The  Employer agrees that all conditions of employment  relating  to  wages,
hours of  work, overtime differentials and general working conditions which are
better, higher  or  more  favorable  to  the  employer's  employees  than those
provided  for  by  of  under the Agreement shall be maintained and the Employer
agrees that its employees shall continue to enjoy these better, higher and more
favorable practices, standards and/or benefits.

SECTION 31.  HEALTH BENEFITS
   During the term of this  agreement  the  Employer shall participate in Local
807 Labor-Management Health Fund ("Health Fund").  The benefits of that program
shall be those prescribed by the Trustees of the Fund.
      (a)The Employer shall continue to contribute the sum of $2.59 per hour to
said fund.

SECTION 32.  PENSION BENEFITS
   During the term of this agreement the Employer  shall  participate  in Local
   807  Labor-Management  Pension Fund ("Pension Fund").  The benefits of  that
   program shall be those prescribed by the Trustees of the Fund.
      a)The Employer shall contribute $2.835 per hour into the fund for all men
   hired prior to December 1, 1978 and $1.69 for all men hired after that date.

SECTION 33.  INCREASES IN WELFARE AND PENSION CONTRIBUTIONS
   The following Welfare/Pension  increases  shall  be allocated by the Welfare
and Pension Fund Trustees amongst the two funds:
      December 1, 1996                     35 cents
      December 1, 1997                     35 cents
      December 1, 1998                     35 cents
      December 1, 1999                     15 cents

SECTION 34. CONTRIBUTION LIMITATIONS
   (a)All  of  the  Health  and  Pension Fund contributions  as  set  forth  in
Paragraphs 29, 30 and 31, including additional contributions, shall be made for
all hours worked with a maximum of  forty  (40)  hours  in  the  Monday through
Sunday week.
   (b)No contribution shall be due for unused sick days for which  the employee
is paid a lump sum, at the end of the contract year, on vacation pay  where  an
employee  works  during his vacation are received double pay for that period or
for jury duty pay.

SECTION 35.  HEALTH AND PENSION-MISCELLANEOUS RULES
   (a)The Trustees  of the Health and Pension Funds shall establish rules which
shall  include,  among   other   things,   the  requirements  for  eligibility,
distribution  of  Health  and/or  Pension  Fund  assets   and   the  rights  to
beneficiaries thereunder.  The Trustees of said Funds shall also  set forth the
rules  and  regulations governing the administration of the Health and  Pension
Funds.
   (b)the Trustees of the Health and Pension Funds may assess penalties for any
and all delinquent  payments  in  amounts which they, in their discretion, deem
justified to offset the added cost of collection.
   (c)In the event any Employer defaults  in  the  payment of Health or Pension
Fund contributions or penalties and notice of such default is forwarded to said
Employer via ordinary mail by the Administrator of Funds  and,  if said default
is  not  paid  within  ten  (10) working days after said notice of default  was
mailed, then the provisions for  arbitration  under  this  agreement  shall  be
deemed  cancelled,  withdrawn  and  waived by said Employer and the Union shall
thereupon order and enforce a strike  against  sad  Employer  in  default which
shall not be considered a breach of the agreement.
   (d) Each  Employer shall within twenty (20) days following the last  day  of
the preceding month submit to the Administrator of the Health and Pension Funds
a statement, under  oath, setting forth the names and social security number of
all employees, both Union  and  non-Union, who have worked during the preceding
month in any classification covered  by  the  terms  of this agreement and such
statement shall set forth the contributions made on behalf  of  such employees.
The Health and Pension Funds Administrators, on his own motion, shall  have the
right  to  inspect  the books and/or records relative to such statement and  to
interview all covered  employees  of  the  Employers.   The Administrator shall
forthwith report, in writing, the results of any inspection or interview of the
Employers and the Trustees.

SECTION 36.  NON DISCRIMINATION
   Al employees covered by this agreement shall be treated  equally and without
discrimination as to race, creed, color, national origin, sex,  age,  handicap,
marital  status, sexual orientation or affectional preference in all employment
decisions,  including,  but  not  limited  to  hiring,  compensation, training,
promotion, demotion, transfer, layoff and termination, and  all other terms and
conditions of employment.

SECTION 37.  UNION DISCLAIMER
   The  Union  agrees  that  it will neither sanction nor support  any  wildcat
strike, slowdown or curtailment  in  the  operation  of  any MARDA member.  The
Association agrees that it will not during the term of the  Agreement engage in
a lockout.

SECTION 38.  SEVERABILITY
   In  the event any court shall hold any portion of this agreement  to  be  in
violation  of  either  federal  or  state  law, then the clause shall be deemed
struck from this agreement and the balance of  the  agreement  shall  remain in
full force and effect.
SECTION 39.  CDL LICENSES
   Any employee hired after December 4, 1995 may be required, as a condition of
employment,  to  obtain  a  Commercial  Drivers  License  within  120  days  of
employment.
   Employees  hired  prior  to December 4, 1995 shall not be required to obtain
said license unless an agreement had been reached prior to December 4, 1995 for
having  to  obtain said license.   here  possible  the  Employee  will  provide
training.

SECTION 40.  MODIFICATIONS
   Neither the Employer nor any worker or group of workers shall have the right
to modify or  waive  any  provision of this agreement without the knowledge and
written consent of a business  agent.   Any  such agreement without the consent
shall be null and void.

SECTION 41.
   The  following  companies  have  authorized  the  MARDA  GROUP  OF  BUILDING
MATERIALS DISTRIBUTORS, INC. to sign for them:

   American Roofing & Metal Supply Corp.
   Belco Steel Co.
   Brothers Roofing Supplies Co., Inc.
   Dryolin Corp.
   Florence Corp.
   H. Verby & Co., Inc.
   Huntington American Building Supply Corp.
   J & S Supply Corp.
   Kamco Supply Corp.
   Long Island Tinsmith Supply Corp.
   McDonald Metal & Roofing Supply Corp.
   National Tinsmith Distributors, Inc.
   Roofers R.S. Supply Co., Inc.
   Sheet Metal Mfg. Co., Inc.
   The Stainless Place Inc.
   Strober Bros., Inc.
   Strober Long Island Building Material Centers, Inc.

FOR THE UNION                                  FOR THE ASSOCIATION

International Brotherhood of		      The MARDA Group of Building
Teamsters, Chauffeurs,                         Material Distributors, Inc.
Warehousemen Local 807,
and Helpers of America


     /S/                                          /S/
By:              Business Agent               By: ALLEN SWERDLICK, President


    /S/
By:               Asst. Trustee

<PAGE>


                            EXHIBIT 10(BB)

             Commercial Space Lease dated October 6, 1995
                     between Michael Albarell and
                 Strober Building Supply Center, Inc.
<PAGE>


                           COMMERCIAL SPACE LEASE

   THIS  LEASE  made  this  ___  day  of  _____ by and between MICHAEL ALBARELL
(hereinafter  called  "Lessor")  and  STROBER  BUILDING  SUPPLY  CENTER,  INC.,
(hereinafter called "Lessee").

                                 WITNESSETH:

   WHEREAS, Lessor is the equitable owner of a certain  parcel  of  land at 901
WEST  LEHIGH STREET, CITY OF BETHLEHEM, NORTHHAMPTON COUNTY, PENNSYLVANIA  upon
which is constructed a 60,000 square foot industrial warehouse.

   WHEREAS, Lessor desires to lease to Lessee, and Lessee desires to lease from
Lessor, certain space in said industrial warehouse.

   NOW  THEREFORE,  in  consideration of the mutual covenants contained herein,
and intending to be legally bound, the parties agree as follows:

   1. LEASED PREMISES.  Lessor  demises  and leases to Lessee, and Lessee hires
and takes from Lessor 28,500 square feet of  warehousing  space  in the western
end  of  the building located at 901 WEST LEHIGH STREET, BETHLEHEM,  PA.   Said
site is hereinafter  referred to as the "Building", and said 28,500 square feet
of demised area is hereinafter referred to as the "Leased Premises".

   2. TERM OF LEASE.   Subject  to  the  terms and conditions of the Lease, the
initial period of the lease shall be two year  term (24 months), to commence on
DECEMBER 1, 1995.  Initial term shall expire at  the  end of 24 months from the
commencement  date  of  the  lease.   Two  additional 5 year  options  will  be
available to the Lessee which will commence  on December 1, 1997, if the tenant
choose to exercise said option. The first option will run from December 1, 1997
to November 30, 2002.  If the second 5 year option  is exercised by the Lessee,
it will commence on December 1, 2002 and will remain  in  effect until November
30, 2007.

   Lessee will give the Lessor 60 days written notice of the Lessee's intent to
exercise  any  of  the  stated  5 year options prior to the commencement  dates
stipulated above.

   If Lessee chosen not to exercise  first  5  year option at end of initial 24
month term, the Lessee agrees to reimburse the Lessor for all unamortized costs
incurred in constructing and finishing the Leased  Premises as initially agreed
upon the Lessor and Lessee.  Excluded from this cost  reimbursement will be the
value  of any of the materials supplied by the Lessee to  the  Lessor's  chosen
contractor.   The  Lessee  agrees  to  only reimburse for unamortized labor and
material costs that the Lessor supplied,  as  documented  in  Exhibit "A".  The
amortization  of  the  documented  fitout  costs  will be on a 5 year  schedule
commencing on the December 1, 1995

   3. BASE RENT.  Lessee shall pay Lessor an annual  rental  rate  of $2.10 per
square  foot based on 28,500 square feet.  This translates into annual  payment
of $39,850  or $4,987.50 per month.  ($2.10/square foot x 28,500 square feet by
12 months) as  rent  for  the  use  of  the  Leased Premises (hereinafter "Base
Rent").   The  Base  Rent  shall be paid in consecutive  monthly  installments,
beginning on the first day of the initial lease term and continuing on the same
day of each month thereafter  throughout  the lease term and any options period
exercised by lessee.

   In the event the Lessee executes either  of the five year options subsequent
   to the initial 24 month term, the base rent  during  the option periods will
   be as follows:

   FIRST FIVE YEAR OPTION PERIOD DECEMBER 1, 1997 - NOVEMBER 30, 2002
   Years 1-3=                                Base  rent remains  at  $2.10  per
                                             square foot.  Tenant shall pay its
                                             pro-rate   share   of  the  annual
                                             increase in the real  estate taxes
                                             on the leased premises  in  excess
                                             if  the real estate taxes assessed
                                             in the tax year 1996.
   Years 4-5=                                The base  rent  of  $2.10  will be
                                             adjusted    by    the   percentage
                                             increase  in  the  Consumer  Price
                                             Index   as   determined   by   the
                                             Department  of   Labor   for   the
                                             Allentown-Bethlehem,  Pennsylvania
                                             area.    The   increase  will   be
                                             determined by the  average  of the
                                             annual percentage increases in the
                                             index    that   occurred   between
                                             December 1,  1996  -  December  1,
                                             2000.   This  average  increase is
                                             capped  at  3%  per year.   Tenant
                                             pays  its pro-rate  share  of  the
                                             annual  increase  in  real  estate
                                             taxes on the leased premises.

   SECOND FIVE YEAR OPTION PERIOD DECEMBER 1, 2002 - NOVEMBER 30, 2007
   The base rent during this period shall be the base rent existing at the  end
   of  the  first  option period increased by the percentage annual increase in
   the above stated Consumer Price Index that occurred between December 1, 2000
   - December 1, 2002  not  to exceed an increase of 3% per year.  Tenant shall
   pay its pro-rata share of  the  annual  increase  in  the  real estate taxes
   assessed on the leased premises.

   In the event that the commencement date of the term of this  Lease  shall be
   on  the  day  other than the first day of any calendar month, Lessee's first
   payment of base  rent  shall  be prorated for the fractional month.  In such
   event Lessee shall pay, on the  commencement  date  of  the term, a prorated
   amount for the fractional month between the commencement  date and the first
   day of the first full calendar month of the term hereof, prorated  on  a per
   diem  basis  upon  a thirty (30) day month.  Tenant shall provide owner with
   payment on the First (1st) of each month over the life of the lease.
   4. IMPROVEMENTS.  Lessor  will  deliver  to Lessee an initial area of 28,500
square feet, which will be unfinished and open  warehouse  space  to the extent
that  there  will  be  concrete  flooring,  lighting,  no heat, except for  the
office/showroom  finish  the  Lessor  will  construct  for  the   Lesee.   Said
office/showroom  area  will  be  constructed according to all city, state,  and
federal construction code requirements  and  will  have  a  layout  as shown in
Exhibit A.  Also, the Lessor will construct an enclosed, heated storage room to
be contiguous to the office area.  The storage room will be for the storage  of
the Lessee' products which are subject to freezing.

   The  Leased  Premises area will be secured and self-contained.  With respect
to any future improvements  of the Leased Premises beyond those defined, Lessee
will  inform  Lessor  in writing  of  any  proposed  changes,  alterations,  or
improvements for Lessor's  review  and  approval.   Lessee  shall  make no such
change, alteration or improvement without the prior written approval of Lessor.
Any  improvement  will  be  at  the  Lessee's sole expense and will be mutually
exclusive of the improvements and terms previously described in this Lease.

   5. EXPENSES ASSOCIATED WITH LEASED  PREMISES.  Lesee will be responsible for
Electricity usage and trash removal associated  with the Leased Premises.  Said
electrical service will be metered separately and  will  be  the  Lessee's sole
responsibility.  Lessor shall be responsible for all other expenses  associated
with  Leased  Premises  including: real estate taxes and real estate insurance,
snow removal, and building  maintenance  beyond daily repairs.  Said electrical
service will be metered separately and at Lessor's expense.

   6. IMPROVEMENTS, ALTERATIONS AND TRADE FIXTURES.
   A) Lessee may not without lessor's consent,  make alterations to the demised
rental premises.
   B) After written approval from the Lessor and  in  making  any  alterations,
additions  and  improvements  to  the  demised premises and in installing  such
chattels, equipment and fixtures, Lessee  prior  to  commencing  any work shall
file  or  cause  its  contractor to file in the appropriate office a waiver  of
mechanic's liens binding  upon  contractor  and all subcontractors and material
men and shall thereafter promptly pay all contractors and material men so as to
minimize the possibility of a lien attaching  to  the  demised  premises or the
Building, and should any such lien be made or filed, Lessee shall  bond against
or discharge the same within ten (10) days after written request by Lessor.  If
Lessee  shall  fail to cause such lien to be bonded against or to be discharged
within the period  aforesaid,  than,  in  addition to any other right or remedy
which Lessor may have under this Lease at law  or  in  equity,  Lessor may, but
shall  not  be  obligated  to,  discharge the same either by paying the  amount
claimed to be due or by procuring  the  discharge of such lien by deposit or by
bonding proceedings and, in any such event, Lessor shall be entitled, if Lessor
so elects, to compel the prosecution of any  action for the foreclosure of such
lien by the lienor with interest, costs and expenses.   Any  amount  so paid by
Lessor  and  all costs and expenses incurred by lessor in connection therewith,
together with  interest thereon at the highest rate permitted by law, but in no
event higher than eighteen (18%) percent per annum from the respective dates of
Lessor's making  of  the  payment  and incurring of the cost and expense, shall
constitute additional rent payable by Lessee under this Lease and shall be paid
by Lessee to Lessor on demand.

   If  alternation pre-approved, all  trade  fixtures  hereafter  installed  by
Lessee in  the  demised premises shall be new and, shall remain the property of
Lessee and shall  be  removable  by  Lessee  at  the  expiration of the earlier
termination of the term of this Lease provided that: (1)  Lessee  shall  not at
such time be in default under this Lease and (2) in the event of the removal of
any or all such trade fixtures Lessee shall promptly restore the damage done to
the  premises  by such removal.  Should Lessee fail to so remove Lessee's trade
fixtures and/or  to  so  restore  the premises, Lessor may do so, collecting at
Lessor's option, the cost and expense  thereof as additional rent, upon demand.
Any such trade fixtures which are not removed  and  those which by the terms of
the Lease are not removable by Lessee at or prior to  any  termination  of this
Lease  including, but not limited to, a termination by Lessor pursuant to  this
Lease, shall  unless  Lessor  gives  Lessee notice to remove any or all of such
trade fixtures, be and become the property of Lessor (without any obligation by
Lessor to pay compensation for such trade fixtures).  In the event Lessor gives
Lessee such notice to remove any or all  of  such  trade fixtures, Lessee shall
promptly remove such of the trade fixtures as any be  specified  by  Lessor  in
such notice.

   7. USE OF LEASED PREMISES.
   A) Except   as   otherwise   specifically   provided  herein,  Lessee  shall
continuously  occupy  and  use  the demised premises  solely  for  the  retail,
wholesale, warehousing, and distribution operations of BUILDING MATERIALS which
shall be the sole permitted use,  and  Lessee  will not use or permit or suffer
the use of the demised premises for any other business or purpose.
   B) The Lessee will have use of four designated  parking  space  at  the main
entrance  of  the Leased Premises as well as parking for 8 to 12 employees  and
access to the rear  portion  of  the lot enclosed with a chain link fence.  The
chain link fence area will be used by the Lessee only for the loading/unloading
of materials/supplies in the operation of their business.  See Exhibit ___.

   8. SCHEDULE OF RULES AND REGULATIONS.   Lessee  covenants  and  agrees  that
Lesee at its own cost and expense:
   A) Will keep all exterior and interior portions of the demised premises in a
clean, orderly and sanitary condition and free of refuse and debris.
   B) Will comply with all laws and ordinances and all rules and regulations of
governmental  authorities  and  all  recommendations of the Association of Fire
Underwriters,  Factory  Mutual  Insurance   Companies,  the  Insurance  Service
Organization of Pennsylvania, or other similar premises by Lessee.

   9. CASUALTY.   If  the  Leased  Premises or any  portion  thereof  shall  be
partially damaged by fire or other casualty,  the  same  shall  be  repaired as
speedily  as  possible  at the expense of Lessor.  If the damages shall  be  so
extensive as to render the Leased Premises untenantable, or if as a consequence
of any fire or other casualty  or  Lessor's  repair  activities  on  the Leased
Premises, Lessee is unable to obtain access to the Leased Premises or Lessee is
unable  to  reasonably  utilize the Leased Premises for the purposes set  forth
hereinabove for a period  of time in excess of twenty-four (24) hours, then all
rent hereunder shall abate until such time as the Leased Premises shall be made
tenantable or Lessee's access  is  unimpeded  or  Lessee  is able to reasonably
utilize  the  Leased Premises for the purposes set forth hereinabove.   If  the
Leased Premises  shall  be  totally destroyed by fire or other casualty, Lessee
shall pay all rent and other  sums  hereunder due and accrued up to the time of
such destruction, and thereafter this Lease shall terminate and come to an end.
In no event shall Lessor be liable for  any  damage,  compensation  of claim by
reason  of  any  inconvenience  or  annoyance  arising  from  the  necessity of
repairing any portion of the Leased Premises or Building, or the termination of
this Lease by reason of damage to or the destruction of the Leased Premises  or
any portion of the Building by fire or other casualty.

   10.EMINENT  DOMAIN.   If  during  the  term  of this Lease, as a result of a
condemnation proceeding, the Building is taken and  the  Leased Premises cannot
thereafter  be reasonably used for the purposes provided in  this  Lease,  then
this Lease shall terminate and come to an end on the date Lessee is deprived of
such reasonable  use  of  the  Leased  Premises.  Lessee shall pay all rent and
other sums hereunder due and accrued up  to  the  time of such termination.  In
the event of a taking which does not result in the  termination  of this Lease,
the  rent  hereunder  shall  abate,  but  Lessor  shall  use  as  much  of  the
condemnation  award  as may be necessary to restore the Leased Premises and the
Building to as nearly  a  useful and orderly condition as they existed prior to
the taking.  In the event of  any  condemnation  or  acquiring  in  lieu of the
exercise  of  eminent  domain,  Lessee  shall  have no claim against Lessor  or
against the condemning authority for the value of  any  leasehold estate or for
the  value of the unexpired term of this Lease.   All compensation  awarded  or
paid upon  a  total  or  partial  taking of the Leased Premises or the Building
shall  belong  to  and  be  the  exclusive   property  of  Lessor  without  any
participation  by  Lessee.   However,  Lessee  shall  not  be  prohibited  from
prosecuting  a  claim directly against the condemning  authority  for  loss  of
business, or for  damage  to,  or cost of removal of, trade fixtures, furniture
and other personal property belonging exclusively to Lessee, provided, however,
that no such claim shall be made  by  Lessee which would in any manner diminish
or adversely affect any award to Lessor.

   11.AFFIRMATIVE COVENANTS OF LESSEE.   Lessee  covenants  and  agrees that it
will, without demand, during the lease term:
   A) Pay  all  Base  Rent,  in  a  timely  fashion  as  previously stipulated.
Lessor's acceptance of any such payments after due date shall  not excuse delay
upon subsequent occasions, or constitute or be construed as a waiver  of any of
Lessor's rights.
   B) Keep  the  Leased  Premises clean and free of refuse matter and make  all
necessary daily repairs and non-structural replacements, and generally keep the
Leased Premises in as good of order and repair as the same is on the day Lessee
assumed possession thereof,  reasonable  wear and tear and damage by accidental
fire or other casualty not occurring through  the negligence of Lessee or those
employed by acting for Lessee alone excepted.
   C) Comply with any and all requirements of any  of  the  constituted  public
authorities,  including  but  not  limited to the terms of the State or Federal
statute or local ordinance or regulation  applicable  to the Leased Premises or
to Lessee's use thereof.  Lessee agrees to save Lessor  harmless  from  any and
all penalties, fines, cost or damages from Lessee's breach of this covenant.
   D) Use  every  reasonable  precaution  against  accidents and fire, and give
Lessor prompt written notice of any accident, fire or damage occurring on or to
the Lease Premises.
   E) Peaceably deliver up and surrender possession  of  the Leased Premises to
Lessor  at  the  expiration  or  sooner  termination  of  this Lease,  promptly
delivering all keys for the Leased Premises to Lessor.
   G) Give the Lessor 60 days written notice of Lessee's intent to exercise any
renewal options previously defined.

   12.NEGATIVE COVENANTS OF LESSEE.  Lessee covenants and agrees  that  it will
do none of the following things:
   A) Assign,  mortgage  or  pledge  this  Lease,  or underlet or sub-lease the
Leased Premises, or any part thereof, or permit, any  other person or entity to
occupy  the  Leased Premises, or any part thereof, without  the  prior  written
consent of Lessor.   The  parties  hereby  agree  and  declare  that  any  such
assignment,  mortgage  or pledge of this Lease, or underlet or sub-lease of the
Leased Premises, without  the prior written consent of Lessor, such consent not
to be unreasonably withheld,  shall  be  null  and void, and shall constitute a
material breach of this Lease by Lessee, entitling  Lessor  to exercise any and
all of the remedies set forth herein.
   B) Use or operate any machinery that, in Lessor's opinion, is harmful to the
Leased Premises or disturbing to other lessees occupying the Building.
   C) Remove,  attempt to remove, or manifest an intention to  remove  Lessee's
goods or property  from or out of the Leased Premises without having first paid
and satisfied Lessor  for  all  Base  Rent,  and  other  sums  which are herein
provided to become due during the life of the lease term.
   D) Bring  into  or  permit  to  be kept in the Leased Premises and  odorous,
dangerous, toxic, or explosive substance without written consent of Lessor.
   E) Conduct itself or permit its agents,  employees,  invitees  or  guests to
conduct  themselves  in  a  manner  which,  in  Lessor's reasonable judgment is
improper or unsafe, or interferes with the rights  granted  by  Lessor to other
Lessees of the Building.

   F) Do  or  permit  to  be  done  anything that might constitute a public  or
private nuisance.

   13.INSPECTION AND REPAIR OF LEASED  PREMISES.   Lessee  covenants and agrees
that Lessor and its agents shall have the right at all times,  upon  reasonable
advance notice (24 hours) to Lessee, to go upon and inspect the leased Premises
and  every  part  thereof,  and at its option, to make repairs, alterations  or
additions to the Leased Premise  or  to  any  other portion of the Building, so
long as lessor's presence on the Leased Premises  or  in  the Building does not
absolutely  prohibit  Lessee's  conduct  of  business  on the Leased  Premises.
During  the  Life  of Lease term, Lessor shall have the right  to  exhibit  the
Leased Premises to prospective  Lessees  only  during  the last 6 months of the
initial  24  month lease period or during the last 6 months  of  any  exercised
lease option period.

   14.                                 SIGNS.
Lessor agrees  to  install signage designating the ingress and egress to Leased
Premises  along  with   a   canopy  over  the  entrance  way  to  the  Lessee's
office/showroom  area  in order  to  designate  Lessee's  location  within  the
Building.  See Exhibit ___.

   15.ACTS OBJECTIONABLE  TO  INSURERS.  Lessee agrees that it will not do, nor
suffer to be done, upon the Leased  Premises,  the Building, any act, matter or
thing objectionable to insurance companies, where  by the fire insurance or any
other insurance now in force or hereafter placed upon such property or any part
thereof shall become void or suspended, or whereby the same shall be rated at a
more  hazardous  risk, or employ any person or persons  objectionable  to  such
insurance companies.   In the event of a breach of this covenant, Lessee agrees
to pay lessor, as additional rental, any increases in insurance premiums caused
in any way by the occupancy of the lessee.

   16.DEFAULT BY LESSEE.   In  the  event  Lessee  does  not  pay  in  full any
installment of Base Rent, or any other sum herein agreed to paid by Lessee,  on
or before the day the same is due and payable hereunder, or in the event Lessee
violates  or fails to perform or otherwise breaches any other term, covenant or
condition set  forth in this Lease and fails to cure such default within thirty
(30) days after  written  notice  thereof  from  Lessor, or in the event Lessee
shall become insolvent or makes an assignment for  the benefit of creditors, or
shall file a petition under any Section or Chapter of  the  federal  Bankruptcy
Code,  as  amended,  or  under  any similar law or statute, or if such petition
shall be filed against Lessee, then  Lessee  shall  be  in  default  under this
Lease, and upon such a default Lessor shall have the right to exercise  any one
or  more, or all, of the remedies provided to Lessor in this Lease, as well  as
any and  all  other rights and/or remedies granted or allowed to lessors by any
existing or future  statute,  regulation or judicial decision in the event of a
lessee's material default under the terms of a commercial lease agreement.

   17.TERMINATION OF LEASE.  Lessee  will  provide  Lessor with 30 days written
notice as to the termination date of lease.  Lessee shall  vacate  premises  at
end  of  30  days  period.  However, tenant will have right of first refusal to
negotiate longer term  lease  (3-5 years) at that time with terms acceptable to
Lessor and Lessee.  In the event  of  a  default  by Lessee as described above,
Lessor may immediately terminate this Lease by written  notice to Lessor.  Upon
such  a  termination  of  this  Lease, Lessee shall have no further  rights  or
interest in the Leased Premises and  shall vacate the same within ten (10) days
after such termination.  Lessor shall  have  the  right  to enter upon and take
possession  of the Leased Premises and to expel or remove Lessee  and  Lessee's
property and  any  other  person  or property which may be occupying the Leased
Premises or any part thereof, without being liable for prosecution or any claim
of damages as a result of such actions.

   18.LESSER'S COSTS AND EXPENSES.   Lessee  agrees to pay Lessor all costs and
expenses incurred by Lessor in enforcing this  Lease, including but not limited
to the reasonable attorney's fees.

   19.Liability Insurance.  The Lessee shall maintain,  at  their  own costs, a
liability  insurance  policy with no less than a $1,000,000 dollar coverage  to
indemnify the Lessor against  any  injuries  to  Strober's employees and/or the
customers that occupy, utilities, and/or visit the Leased Premises.

   20.LESSOR'S REMEDIES.  All of the right and remedies  herein given to Lessor
and  all  of the rights and remedies given Lessor by law and  equity  shall  be
cumulative  and  concurrent.   No  termination  of  this  Lease  or  taking  or
recovering  possession  of  the  Leased  Premises  shall  deprive Lessor of any
remedies  or  actions  against  Lessee  for sums due from Lessee  hereunder  be
construed as a waiver of the right to obtain possession of the Leased Premises.
The parties hereby covenant and agree, any law, usage or custom to the contrary
notwithstanding, that Lessor shall have the  right at all times to enforce each
and  every  one of the terms, covenants conditions  of  this  Lease  in  strict
accordance with the provisions hereof, notwithstanding any conduct or custom on
the part of the  Lessor  in restraining from doing so at any time or times, and
further, that the failure  of Lessor at any time or times to enforce any of his
rights hereunder strictly in  accordance  with the same shall not constitute or
be constituted as a waiver of the same or as having created a custom in any way
or  manner contrary to the specific terms, covenants  and  conditions  of  this
Lease, or as having in any way or manner modified the same.  No action taken by
or on  behalf  of  Lessor shall be deemed or construed to be an acceptance of a
surrender of this Lease.

   21.SURRENDER OF POSSESSION.   Lessee  agrees  to surrender possession of the
Lease Premises to lessor upon the expiration or sooner termination of the lease
term without any notice whatsoever from Lessor.  Lessee  expressly  waives  and
releases  any right or benefit Lessee may now or hereafter possess by reason of
any present  or  future  law  concerning  notice  to quit or lease termination,
including, but not limited to, the three (3) months  notice to quit provided by
the Act of April 6, 1951, as amended.

   22.WAIVERS.   Notwithstanding  any statute or law to  the  contrary,  Lessee
waives  and  releases  the benefit of  all  appraisement,  stay  of  execution,
exemption, bankruptcy and  insolvency  laws  now in force or hereafter enacted,
upon any proceeding instituted for the recovery  of  sums  due hereunder or for
recovery of possession of the Leased Premises.  Furthermore,  Lessee waives and
releases  any and all errors in any procedure or action to enter  judgments  by
confession  by  virtue of the warrants of attorney contained in this Lease, and
Lessee releases Lessor  and  any  attorney  who may appear for Lessee or Lessor
from liability for any such errors.

   23.RELEASE  AND  INDEMNIFICATION.  Lessee releases  and  forever  discharges
Lessor from and agrees  to  indemnify  and  safe  Lessor  harmless against, all
liability by reason of injury to any person occurring on or  about  the  Leased
Premises  or  by  reason  of  any  damage to any property situate on the Leased
Premises, whether belonging to Lessee  or any other person or entity, caused by
force whatsoever other than the intentional  act  or  the negligence of Lessor,
its employees or agents.

   24.NO RECORDATION.  Lessor and Lessee agree that neither  this Lease nor any
memorandum hereof shall be recorded in any public office.

   25.SECURITY DEPOSIT.  Upon the execution of this Lease, Lessee shall deposit
with  Lessor  the  sum  of  $__________ or 1.5 times the monthly rental,  as  a
security deposit.  This deposit  shall secure unto Lessor the full and faithful
performance by Lessee of all the terms, covenants and conditions of this Lease.
Lessee shall not be entitled to the  payment  of  any  interest on his security
deposit.   In  the  event  Lessee  shall  at any time be in default  under  any
provision of this Lease, lessor may, entirely  at  Lessor's option, at any time
and from time to time, apply this security deposit or any portion therefore the
purpose of curing any such default or for the purpose of reimbursing Lessor for
any  costs,  expenses  or damages occasioned by Lessor  as  a  result  of  such
default, and any such application  by  Lessor  shall in no way affect any other
right or remedies reserved to Lessor under the terms  of  this  Lease.   If the
security  deposit  or any portion thereof is so applied by lessor, Lesee shall,
within ten (10) days  after  written demand by lessor, deposit additional funds
with Lessor so as to restore the  security  deposit to its original amount, and
Lessee's failure to do so shall constitute a  default  under  this  Lease.  The
security  deposit  shall  be refunded to Lessee at the expiration of the  lease
term if Lessee shall have faithfully complied with all the terms, covenants and
conditions of this Lease throughout  the  entire lease term, provided, however,
that  Lesee  shall  have  first  vacated the Leased  Premises  and  surrendered
possession thereof to Lessor in accordance  with  the provisions of this Lease.
Lessor shall not be required to or be deemed to hold  the  security  deposit in
trust,  and  the  existence  of  this security deposit shall not establish  any
relationship between Lessor and Lessee  other than that of debtor and creditor.
In the event Lessor shall assign or otherwise  transfer  its  interest  in  the
Lease, Lessor shall have the right at anytime, and without notice to Lessee, to
transfer  the  security  deposit  to  the  assignee or other transferee of such
interest, and upon such transfer Lessor shall  be  released  from all liability
with respect to the security deposit and/or its return or application.

   26.LESSOR'S OBLIGATIONS.       Lessor's obligations under this  Lease  shall
be binding upon Lessor only for the period of time that Lessor is equitable  or
legal  and  equitable  owner  of  the  Building.   Upon the termination of such
ownership Lessee shall look solely to Lessor's successors  in  interest  in the
Building for the satisfaction of each and every obligation of Lessor under this
Lease,  except  as  to  any  obligations  which shall have matured prior to the
termination of such ownership by Lessor.

   27.NOTICES.  All notices to be given hereunder  shall  be  in  writing.  All
notices  to  be given to Lessor and Lessee shall be hand delivered or  sent  by
certified or registered mail to:

      LESSOR                              LESSEE
      Michael Albarell                    Larry Hamshock
      Albarell Electric                   Strober Building Supply Center, Inc.
      901 W. Lehigh Street                695 Wyoming Avenue
      Bethlehem, PA  18018                Kingston, PA 18704

Either party may change the addresses set forth above by written notice thereof
to the other.  Lessor shall at all times have the option of giving Lesee notice
hereunder by posting  the same in or on the Leased Premises. All payments to be
made hereunder shall be  hand  delivered or sent by regular mail to the parties
at the above addresses.

   28.ENTIRE AGREEMENT.  It is expressly  understood  and agreed by the parties
hereto that this Lease sets forth all the promises, agreements,  conditions and
understandings between Lessor and Lessee relative to this transaction, and that
there are no promises, agreements, conditions or understandings, either oral or
written, between them other than as are set forth herein.  It is further agreed
that  no  alteration,  amendments, change or additions to this Lease  shall  be
binding or effective unless  reduced  to  writing and signed by both Lessor and
Lesee.

   29.HEIRS  AND  ASSIGNS.   Subject  to  any  provisions  hereinabove  to  the
contrary, all the rights, obligations, conditions  and  terms  set forth herein
shall insure to the benefit of and shall be binding upon the parties hereto and
their respective heirs, executors, administrators, successors and assigns.

   30.ASSIGNABILITY.       This Lease shall not be assignable by Lessee.

   31.GOVERNING LAW AND SEVERABILITY.  This Lease shall be governed by the laws
of the Commonwealth of Pennsylvania.  If any provision of this Lease  shall  be
declared invalid by judicial determination, or by Act of Pennsylvania Assembly,
or  by  act  of any other legislative body with authority to affect this lease,
only such provision  so  declared invalid shall be thus affected, and all other
provisions not inconsistent  therewith  or  directly  dependent  thereon  shall
remain in full force and effect.

   32.EFFECT OF PARAGRAPH HEADINGS.      The subject headings of the paragraphs
of this Lease are included for the purpose of convenience only, and shall in no
way affect the meaning, construction or interpretation of any of the provisions
or terms hereof.

   33.GENDER  OR  NUMBER.      For the purposes of interpreting this Lease, the
masculine shall include the feminine and neuter, and the singular shall include
the plural, and vice versa, unless contrary intent appears.

   IN WITNESS WHEREOF,  and  intending  to  be  legally bound, the parties have
their hands and seals hereto the day and year first above written.

LESSEE:                                            LESSOR:


/S/LARRY HAMERSHOCK                                /S/MICHAEL ALBARELL
Larry Hamershock, Vice President                   Michael Albarell, Principal

DATE:                                              DATE:

10/6/95                                            OCTOBER 6, 1995
WITNESS:


_________________________

DATE:



<PAGE>


                               EXHIBIT 10(CC)

       Agreement dated May 15, 1995 between Carman Road Realty, Inc.
                and Broad Properties, Inc. (as landlord) and
             Strober Long Island Building Material Centers, Inc.
<PAGE>


   THIS AGREEMENT BETWEEN CARMAN ROAD REALTY, INC., and BROAD PROPERTIES, INC.,
both New York corporations with their principal place of business at 1637 Broad
Hollow Road, E. Farmingdale, N.Y. 11735 hereinafter collectively referred to as
Landlord and STROBER LONG ISLAND BUILDING MATERIAL  CENTERS,  INC.,  a domestic
corporation     having     its     principal     place     of    business    at
as Tenant

   WITNESSETH:   The  Landlord  hereby  leases  to  the  Tenant  the  following
premises:  the buildings known as 75, 77 and 79 E. Carmans Road and  1294 Route
110 and approximately 1 acre of vacant land (which is part of tax lot 100-48-2-
9.9),  E.  Farmingdale, New York 11735, as shown in the sketch annexed to  this
Lease as Exhibit  "A"  (the  "Premises")  for  the  term  os  five (5) years to
commence from the 1st day of May 1995 and to end on the 30th day  of April 2000
to be used and occupied only for the sale, warehousing, storage and  indoor and
outdoor  display of building materials including lumber, provided that  Tenant,
at its sole  cost  and  expense,  shall first obtain all necessary governmental
approvals permitting said use and further provided that said use is permissible
under the Certificate of Occupancy  for the premises, if any, or any zoning law
or ordinance of the Town of Babylon,  State  of New York or United States, upon
the conditions and covenants following:

1st.That the Tenant shall pay the annual rent  as provided in Exhibit B annexed
hereto, said rent to be paid in equal monthly payments  in  advance  on the 1st
day of each and every month during the term aforesaid, as provided in Exhibit B
annexed hereto.

2nd.  That  the  Tenant  shall take good care of the premises and shall at  the
Tenant's own cost and expense make all repairs except structural repairs unless
said repairs are made necessary  by  the  negligence  of  Tenant, its servants,
agents, employees, or invitees, and at the end of or other  expiration  of  the
term, shall deliver up the demised premises in good order or condition, damages
being the elements excepted.

3rd.  That  the  Tenant  shall  promptly  execute and comply with all statutes,
ordinances, rules, orders, regulations and  requirements  of the Federal, State
and  Local  Governments  and  of  any  and  all their Departments  and  Bureaus
applicable to said premises, for the correction,  prevention  and  abatement of
nuisances or other grievances, in, upon, or connected with said premises during
said  term; and shall also promptly comply with and execute  all rules,  orders
and regulations  of  the  New  York  Board  of  Fire Underwriters, or any other
similar body, at the Tenant's own cost and expense.   To the best of Landlord's
knowledge, there are no current violations.

4th.That the Tenant, successors, heirs, executors or administrators  shall  not
assign  this  agreement,  or  underlet  or underlease the premises, or any part
thereof,  or  make  any  alterations on the premises,  without  the  Landlord's
consent in writing, such consent shall not be unreasonably withheld, or occupy,
or permit or suffer the same  to be occupied for any business or purpose deemed
disreputable or extra-hazardous  on  account  of  fire,  under  the  penalty of
damages  and forfeiture, and in the event of a breach thereof, the term  herein
shall immediately  cease  and  determine at the option of the Landlord as if it
were the expiration of the original term.

5th.Tenant  must give Landlord prompt  notice  of  fire,  accident,  damage  or
dangerous or  defective  condition.   If the Premises cannot be used because of
fire or other casualty, Tenant is not required  to  pay  rent  for the time the
Premises are unusable.  If part of the Premises cannot be used, Tenant must pay
rent for the usable part.  Landlord shall have the right to decide  which  part
of  the  Premises is usable.  Landlord  need only repair the damaged structural
parts of the  Premises.   Landlord  is  not  required  to repair or replace any
equipment, fixtures, furnishings or decorations unless originally  installed by
Landlord.   Landlord  is  not  responsible for delays due to settling insurance
claims, obtaining estimates, labor  and  supply problems or any other cause not
fully under Landlord's control.

   If the fire or other casualty is caused  by  an  act  or  neglect of Tenant,
Tenant's employees or invitees, or at the time the fire or casualty  Tenant  is
in  default in any term of this Lease then all repairs will be made at Tenant's
expense  and Tenant must pay the full rent with no adjustment.  The cost of the
repairs will be added rent.

   Landlord  has  the  right  to  demolish  or rebuild the Building if there is
substantial damage by fire or other casualty,  Landlord  may  cancel this Lease
within 30 days after the substantial fire or casualty by giving  Tenant  notice
of  Landlord's  intention  to  demolish or rebuild.  The Lease will end 30 days
after  Landlord's cancellation notice  to  Tenant.   Tenant  must  deliver  the
Premises  to  Landlord on or before the cancellation date in the notice and pay
all rent due to  the  date  of the fire or casualty.  If the Lease is cancelled
Landlord is not required to repair  the Premises or Building.  The cancellation
does not release Tenant of liability  in  connection with the fire or casualty.
This Section is intended to replace the terms  of  New  York  Real Property Law
Section 227.  If, during he first two (2) years of the term, more  than  50% of
the  Demised  premises  is  destroyed by fire or other casualty, Landlord shall
have the option to cancel the Lease.  If during the last three (3) years of the
term, more than 25% of the Demised  Premises  is  destroyed  by  fire  or other
casualty, Landlord shall have the option of cancelling the lease, unless Tenant
exercises its option to extend the term of the Lease no later than thirty  (30)
days from the date of damage or destruction.

6th.The said Tenant agrees the said Landlord and the Landlord's agent and other
representatives  shall  have the right to enter into and upon said premises, or
any part thereof, at all  reasonable  times  for  the  purpose of examining the
same, or making such repairs or alterations therein as may be necessary for the
safety and preservation thereof.

7th.The Tenant also agrees to permit the Landlord or the  Landlord's  agents to
show  the  premises  to  persons wishing to hire or purchase the same; and  the
Tenant further agrees that  on  and  after  the fourth month next preceding the
expiration of the term hereby granted, the Landlord  or  the  Landlord's agents
shall  have  the right to place notices on the front of said premises,  or  any
part thereof,  offering  the  premises  "To  Let" or "For Sale", and the Tenant
hereby  agrees  to  permit  the  same to remain thereon  without  hindrance  or
molestation.

8th.That if the said premises, or  any part thereof shall be deserted or become
vacant during said term, and if any  default be made in the payment of the said
rent or any part thereof, or if any default  be  made in the performance of any
of the covenants herein contained, the Landlord or representatives may re-enter
the said premises by summary proceedings or otherwise,  and  remove all persons
therefrom, without being liable to prosecution therefor, and the  Tenant  shall
pay  at  the same time as the rent becomes payable under the terms hereof a sum
equivalent  to the rent reserved herein, and the Landlord may rent the premises
on behalf of  the Tenant, reserving the right to rent the premises for a longer
period of time  than fixed in the original lease without releasing the original
Tenant from any liability,  applying any moneys collected, first to the expense
of resuming or obtaining possession,  second  to  restoring  the  premises to a
rentable  condition, and then to the payment of the rent and all other  charges
due and to  grow due to the Landlord, any surplus to be paid to the Tenant, who
shall remain liable for any deficiency.

9th.Landlord may replace, at the expense of Tenant, any and all broken glass in
and about the  demises  premises.   In  the event Tenant fails to timely repair
same, Landlord may insure, and keep insured,  all  plate  glass  in the demised
premises  for  and  in the name of Landlord.  Bills, for the premiums  therefor
shall be rendered by  Landlord  to  Tenant at such times as Landlord may elect,
and shall be due from, and payable by  Tenant  when  rendered,  and  the amount
thereon  shall be deemed to be, and be paid as, additional rental.  Damage  and
injury to the said premises, caused by the carelessness, negligence or improper
conduct on  the  part  of  the  said Tenant or the Tenant's agents or employees
shall be repaired as speedily as  possible  by  the  Tenant at the Tenant's own
cost and expenses.

10th. That the Tenant shall neither encumber nor obstruct the sidewalk in front
of, entrance to, or halls and stairs of said premiss,  nor allow the same to be
obstructed or encumbered in any manner.

11th. The Tenant shall neither place, or cause or allow  to be placed, any sign
or signs of any kind whatsoever at, in or about the entrance  to  said premises
or  any  other  part  of same, except in or at such place or places as  may  be
indicated by the Landlord  and  consented  to by the Landlord in writing, which
consent shall not be unreasonably withheld.   And  in  case the Landlord or the
Landlord's representatives shall deem it necessary to remove  any  such sign or
signs  in  order  to  paint  the said premises or the building wherein same  is
situated or make any other repairs,  alterations or improvements in or upon and
premises or building or any part thereof,  the Landlord shall have the right to
do so, providing the same be removed and replaced  at  the  Landlord's expense,
whenever the said repairs, alterations or improvements shall be completed.

12th. That the Landlord is exempt from any and all liability  for any damage or
injury  to  person or property caused by or resulting from steam,  electricity,
gas, water, rain,  ice  or  snow,  or any leak or flow from or into any part of
said building or from any damage or  injury resulting or arising from any other
cause or happening whatsoever unless said  damage  or injury be caused by or be
due to the negligence of the Landlord.

13th. [Intentionally Deleted].

14th. That this instrument shall not be a lien against said premises in respect
to any mortgages that are now on or that hereafter may  be  placed against said
premises,  and  that  the  recording of such mortgage or mortgages  shall  have
preference and precedence and  be  superior  and  prior  in lien of this lease,
irrespective of the date of recording and the Tenant agrees  to execute without
cost, any such instrument which may be deemed necessary or desirable to further
effect the subordination of this lease to any such mortgage or mortgages, and a
refusal  to  execute  such  instrument  shall  entitle  the  Landlord,  or  the
Landlord's assigns and legal representatives to the option of  cancelling  this
lease  without  incurring any expenses or damage and the term hereby granted is
expressly limited accordingly.

15th. The Tenant has this day deposited with the Landlord the sum of $23,345.00
as security for the  full  and  faithful  performance  by the Tenant of all the
terms,  covenants  and  conditions of the lease upon the Tenant's  part  to  be
performed, which said sum  shall be returned to the Tenant after the time fixed
as  the expiration of the term  herein,  provided  the  Tenant  has  fully  and
faithfully  carried out all of said terms, covenants and conditions on Tenant's
part to be performed.  In the event of a bona fide sale, subject to this lease,
the Landlord   shall  have the right to transfer the security to the vendee for
the benefit of the Tenant  and the Landlord shall be considered released by the
Tenant from all liability for  the  return  of  such  security;  and the Tenant
agrees to look to the new Landlord solely for the return of the said  security,
and it is agreed that this shall apply to every transfer or assignment  made of
the security to a new Landlord.

16th. That  the  security  deposited  under  the  lease shall not be mortgaged,
assigned  or  encumbered  by  the  Tenant without the written  consent  of  the
Landlord.

17th. It is expressly understood and  agreed  that in case the demised premises
shall be deserted or vacated, and if default be made in the payment of the rent
or any part thereof as herein specified, or if,  without  the  consent  of  the
Landlord,  the  Tenant shall sell, assign, or mortgage this lease or if default
be made in the performance  of  any  of  the  covenants and agreements in  this
lease contained on the part of the Tenant to be  kept  and performed, or if the
Tenant  shall  fail  to  comply  with  any of the statutes, ordinances,  rules,
orders,  regulations  and  requirements  of   the   Federal,  State  and  Local
Governments or of any and all their Departments and Bureaus, applicable to said
premises,  or  if   the Tenant shall file or there by filed  against  Tenant  a
petition for bankruptcy  or arrangement, or Tenant be adjudicated a bankrupt or
make an assignment for the  benefit  of  creditors  or  take  advantage  of any
insolvency  act,  the  Landlord  may,  if  the  Landlord so elects, at any time
thereafter terminate this lease and the term hereof  shall  expire  and come to
and  end  on  the  date fixed in such notice as if the said date were the  date
originally fixed in  this  lease for the expiration hereof.  Such notice may be
given by mail to the Tenant addressed to the demised premises.

18th. Tenant shall pay to Landlord  the  rent  or charge, which may, during the
demised term, be assessed or imposed for the water  used  or  consumed in or on
the  said premises, whether determined by meter or otherwise, as  soon  as  and
when  the  same  may  be  assessed  or  imposed.   Tenant  shall  pay  Tenant's
proportionate  part of the sewer rent or charge imposed upon the building.  All
such rents or charges or expenses shall be paid as additional rent and shall be
added to the next month's rent thereafter to become due.

19th. That the Tenant will not nor will the Tenant permit undertenants or other
persons to do anything  in said premises, or bring anything into said premises,
or permit anything to be  brought  into  said  premises  or to be kept therein,
which  will  in  any way increase the rate of fire insurance  on  said  demised
premises, nor use  the  demised  premises  or  any  part thereof, nor suffer or
permit their use for any business or purpose which would  cause  an increase in
the rate of the fire insurance on said building, and the Tenant agrees  to  pay
on demand any such increase.

20th. The failure of the Landlord to insist upon a strict performance of any of
the  terms, conditions and covenants herein shall not be deemed a waiver of any
rights  or  remedies   that  the  Landlord  may have, and shall not be deemed a
waiver  of  any  subsequent  breach or default in  the  terms,  conditions  and
covenants herein contained.  This  instrument  may  not  be  changed, modified,
discharged or terminated orally.

21th. If  the  whole or any part of the demised premises shall be  acquired  or
condemned by Eminent Domain for any public or quasi public use or purpose, then
and in that event,  the  term  of this lease shall cease and terminate from the
date of title vesting in such proceeding and Tenant shall have no claim against
Landlord for the value of any unexpired  term  of  said  lease.  No part of any
award  shall  belong  to the Tenant.  Notwithstanding anything  herein  to  the
contrary, after any such taking, said Lease shall not terminate provided Tenant
continues to comply with all the terms of said Lease.

22nd. If after default  in payment of rent or violations of any other provision
of this lease, or upon the expiration of this Lease, the Tenant moves out or is
dispossessed and fails to  remove any trade fixtures or other property prior to
such said default, removal,  expiration  of lease, or prior the issuance of the
final order or execution of the warrant, then  and  in  that  event,  the  said
fixtures  and  property  shall be deemed abandoned by the said Tenant and shall
become the property of the Landlord.

23rd. In the event that the  relation  of  the Landlord and Tenant may cease or
terminate  by  reason  of  the re-entry of the Landlord  under  the  terms  and
covenants contained in this  Lease or by the ejectment of the Tenant by summary
proceedings or otherwise, or after  the  abandonment  of  the  premises  by the
Tenant,  it is hereby agreed that the Tenant shall remain liable and shall  pay
in monthly  payments  the rent  which accrues subsequent to the re-entry by the
Landlord, and the Tenant  expressly  agrees to pay as damages for the breach of
the covenants herein contained, the differences  between  the rent reserved and
the rent collected and received, if any, by the Landlord during  the  remainder
of  the  unexpired  term, such difference or deficiency between the rent herein
reserved and the rent collected if any, shall become due and payable in monthly
payments during the remainder  of  the  unexpired  term, as the amounts of such
difference  or deficiency shall from time to time be  ascertained;  and  it  is
mutually agreed between Landlord  and Tenant that the respective parties hereto
shall  and hereby  do  waive  trial  by  jury  in  any  action,  proceeding  or
counterclaim  brought by either of the parties against the other on any matters
whatsoever arising out of or in any way connected with this lease, the Tenant's
use or occupancy of said premises, and/or any claim of injury or damage.

24th. The Tenant  waives all rights to redeem under any law of the State of New
York.

25th. This lease and the obligation of Tenant to pay rent hereunder and perform
all of the other covenants  and  agreements  hereunder  on part of Tenant to be
performed shall in nowise be affected, impaired or excused  because Landlord is
unable to supply or is delayed in supplying any service expressly  or impliedly
to  be  supplied  or  is  unable  to make, or is delayed in making any repairs,
additions, alterations or decorations  or  is unable to supply or is delayed in
supplying any equipment or fixtures  if Landlord  is  prevented or delayed from
so doing by reason of governmental  preemption in connection  with  a  National
Emergency or in connection with any rule, order or regulation of any department
or subdivision thereof of any governmental agency or by reason of the condition
of supply and demand which have been or are affected by war or other emergency.

26th. No  diminution  or  abatement  of  rent,  or other compensation, shall be
claimed or allowed for inconvenience or discomfort  arising  from the making of
repairs  or  improvements to the buildings or to its appliances,  nor  for  any
space taken to  comply  with  any  law,  ordinance  or  order of a governmental
authority.  In respect to the various "services," if any,  herein  expressly or
impliedly  agreed  to be furnished by the Landlord to the Tenant, it is  agreed
that there shall be  no  diminution  or  abatement  of  the  rent, or any other
compensation,  for  interruption  or  curtailment of such "service"  when  such
interruption or curtailment shall be due  to  accident,  alterations or repairs
desirable  or  necessary to be made or to inability or difficulty  in  securing
supplies or labor for the maintenance of such "service" or to some other cause,
not gross negligence  on  the  part  of  the Landlord.  No such interruption or
curtailment of any such "service" shall be deemed a constructive eviction.  The
Landlord shall not be required to furnish, and the Tenant shall not be entitled
to receive, any of such "services" during  any  period wherein the Tenant shall
be in default in respect to the payment of rent.   Neither  shall  there be any
abatement  or diminution of rent because of making of repairs, improvements  or
decorations  to  the  demised  premises  after  the  date  above  fixed for the
commencement  of  the term, it being understood that rent shall, in any  event,
commence to run at such date so above fixed.

27th. Landlord shall  not  be  liable  for  failure  to  give possession of the
premises  upon commencement date by reason of the fact that  premises  are  not
ready for occupancy or because a prior Tenant or any other person is wrongfully
holding over  or  is in wrongful possession, or for any other reason.  The rent
shall not commence  until  possession  is  given  or is available, but the term
herein shall not be extended.

              [SEE RIDER ANNEXED HERETO AND MADE A PART HEREOF]






   And the said Landlord doth covenant that the said  Tenant on paying the said
yearly rent, and performing the covenants aforesaid, shall  and  may peacefully
and  quietly  have,  hold  and  enjoy  the  said demised premises for the  term
aforesaid, provided, however, that this covenant  shall be conditioned upon the
retention of title to the premises by the Landlord.

   AND IT IS MUTUALLY UNDERSTOOD AND AGREED that the  covenants  and agreements
contained in the within lease shall be binding upon the parties hereto and upon
their respective successors, heirs, executors and administrators.

   IN  WITNESS  WHEREOF, the parties have interchangeably set their  hands  and
seals (or caused these presents to be signed by their proper corporate officers
and caused their  proper  corporate seal to be hereto affixed) this 15th day of
May 1995.

Signed, sealed and delivered                    CARMAN ROAD REALTY, INC. and
in the presence of                              BROAD PROPERTIES, INC.



                                                By:/S/L.S.
                                                   Joseph
Picone, Jr., Pres.  (Landlord)


                                                STROBER LONG ISLAND BUILDING
                                                MATERIALS CENTERS, INC.

                                                By:/S/L.S.
<PAGE>


RIDER  TO  LEASE BETWEEN CARMAN ROAD REALTY, INC. and BROAD PROPERTIES, INC. as
Landlord, and STROBER LONG ISLAND BUILDING MATERIAL CENTERS, INC. as Tenant.

DATED:  May 15, 1995
-------------------------------------------------------------------------------

28th. At the  expiration  or sooner termination of this Lease, or any extension
or renewal thereof, all improvements  made by the Tenant in or upon the demised
premises, except trade fixtures, shall,  unless  the Landlord elects otherwise,
become the property of the Landlord and shall remain  upon  and  be surrendered
with  said  premises  as  part  thereof at the end of the tenancy as aforesaid.
Tenant shall remove all debris and  other  property  of  Tenant  located in and
around  the  premises.  Tenant shall repair any damage in connection  with  the
removal of its  property  and  restore  the  premises to its original condition
after Tenant's improvements made as per drawings amended hereto as Exhibit "C",
ordinary wear and tear excepted.  This provision  shall survive the termination
of this lease.

29th. If the Tenant shall at any time during the term  of  this  Lease  or  any
extension or renewal thereof be in default hereunder, and if the Landlord shall
institute  an action or summary or other proceeding against the Tenant based on
such default  and  should Landlord prevail, then the Tenant shall reimburse the
Landlord for the expenses of attorneys' fees and disbursements thereby incurred
by the Landlord so far  as  the  same  are reasonable in amount.  The amount of
such expenses shall be deemed to be additional rent hereunder.

30th. Tenant  will keep the open areas in  front  of  and  around  the  Demised
Premises, including the Fire Lane as shown on Exhibit "A" annexed hereto, clean
at all times and free from weeds, snow, debris and ice at its own expense.

31th. The Tenant  shall  procure liability insurance and will fully protect and
indemnify the Landlord and  Joseph  Picone  &  Son,  Inc.,  as  managing agent,
against any and all damages and claims, suits or actions for damage as a result
of the injury, or any alleged injury, to any person whomsoever, or any property
whatsoever in or about the Demised Premises, in form sufficient to   insure and
protect the Landlord in the sum of:

   $1,000,000.00 in respect of injury or death of any one person;
   $2,000,000.00 in respect of any one accident;  and
   $  500,000.00 in respect to property damage.

The Tenant shall pay all premiums for such insurance policies and shall deposit
the  duplicate  original  policies with the Landlord.  The Tenant shall furnish
such policies to the Landlord  no  later  than  ten  (10)  days  prior  to  the
commencement  of  the  terms  of  this Lease, and a renewal certificate thereof
within ten (10) days prior to the expiration  of  such  policy.   Tenant  shall
deliver  to  Landlord  the  original renewals thereof.  Upon the failure of the
Tenant to procure such policies  or  pay  such  premiums, the Landlord may, but
shall  not be obligated to, procure such policies  upon  ten  (10)  days  prior
written  notice  to Tenant and pay the premium therefor, and the amount paid by
the Landlord shall  be  added  to  the  next  month's rent to become due.  Such
insurance shall name Landlord and Joseph Picone & Son, Inc., as managing agent,
as additional insured, and shall contain an endorsement that such insurance may
not be canceled or its limits or coverage reduced,  except  upon  fifteen  (15)
days  prior  written  notice  from  the  insurance company to Landlord, sent by
certified or registered mail.

32nd. If by reason of the use or the conduct  of  the  Tenant's business in the
Demised  Premises or of the failure of the Tenant to comply  with  all  of  the
terms of this  Lease,  the  fire  insurance  rate for the building in which the
Demised Premises are located shall at any time  be  higher  than  it  otherwise
would  be,  then  the  Tenant  will  reimburse the Landlord, as additional rent
hereunder, for the amount over such increases  in  such insurance rates for the
entire building in which the Demised Premises are located.   Such reimbursement
shall  be  additional  rent  and  shall be paid on the first day of  the  month
following such outlay by the Landlord.

33rd. (a)   During the term or any extension  or  renewal  of  this  Lease,  in
addition to the  other  rents  herein  provided, and as additional rent, Tenant
agrees to pay  to Landlord a percentage  of  all increases in real estate taxes
assessed against the land and/or buildings of  which the Demised Premises  form
a part which are in excess of said taxes for the  94/95 tax year.  The Premises
of which the Demised Premises are or form a part and  for which real estate tax
bill or bills are rendered are presently identified as follows:

TOWN OF  BABYLON, COUNTY OF SUFFOLK         PERCENTAGE OF INCREASES

   Dist.100 Sec.48 Block 2 Lot (s) 9.14                            78.97%
   Dist.100 Sec.48 Block 2 Lot (s) 9.9                             60.32%

   (a.1)"Real Estate Taxes" shall be deemed to include  all  taxes  and general
and special assessments, whether ordinary or extraordinary, seen or unforeseen,
imposed,  levied or assessed upon the land and the aforesaid building.   Tenant
shall pay to Landlord the aforesaid real estate taxes in two (2) payments, upon
due demand  thereof,  in  writing  by  the  Landlord  to  the Tenant, after the
Landlord has received from the taxing authorities the tax bill  for the Demised
Premises.   Said  taxes shall be deemed additional rent and the Landlord  shall
have all of the rights  and  remedies  granted  to it herein for the collection
thereof as though the same were rent.

   (a.2)Any future changes of description on the Tax Map shall not diminish the
tax burden chargeable to Tenant, except if any change in the description on the
Tax Map alters the District, Section, Block, Lot  or  Lots,  or  any of them as
presently constituted.  Tenant shall pay the entire amount of the  tax  bill if
the  Demised  Premises  constitute  all  the land and buildings on such changed
description on the Tax Map as aforesaid, Tenant  shall  pay  its pro rata share
thereof which shall be equal to the amount of such tax bill multiplied  by  the
fraction,  the  numerator  of which is the square foot area of that part of the
building demised to Tenant and the denominator of which is the square foot area
of the building or buildings included in such tax bill.

   (b)It is further understood  and agreed that the Tenant's obligation to pay,
as additional rent hereunder, the  increase in real estate taxes, shall include
taxes which result in all or any part  as the result of a shift or substitution
of the incidence of taxes now or ordinarily  imposed  on realty, including, but
not limited to, value added tax.  Tenant shall also pay  any  tax  which may be
imposed  on the rents received by Landlord or any license fee measured  by  the
rent received  by  Landlord  from  the  Tenant.  Tenant shall not be liable for
Landlord's income or inheritance taxes.

34th. Tenant agrees to pay for all utilities  consumed  by  it  in the Premises
including,  without limitation, electric, heating, sewer, rent, water  and  any
other utility.   Landlord will not be obligated to supply heat or any utilities
to Tenant.  Landlord represents that all utilities are separately metered.

35th. All municipal,  Village,  Town,  City, State and Federal inspection fees,
licenses, general fees and permits for the Demised Premises and for the conduct
and operation of Tenant's business therein, are to be procured by Tenant at its
cost and expense.

36th. Except as provided in the work letter  amended hereto as Exhibit "D", the
Tenant agrees to  accept the Demised Premises  in  their present condition, "as
is".

37th. It is agreed and understood that in the event  the Lease contains two (2)
provisions that are repugnant to each other, and one is  printed  and the other
typewritten, the typewritten provisions shall control and over-ride the printed
provisions.  This Lease and the exhibits and rider set forth all the covenants,
promises and conditions and understandings between the parties herein.

38th. As an inducement to Landlord to enter into this Lease, Tenant  covenants,
warrants  and  represents that at the inception of and at all times during  the
term of this Lease,  Tenant  shall  fully  insure  all  its fixtures, stock and
equipment and property of others in the care and custody  of Tenant against the
perils  of fire, water damage or any other damages or casualty  with  insurance
carriers selected by Tenant and authorized to do business in New York.

38.1  Tenant  shall  deliver  to  Landlord  a  copy  of  all insurance policies
required  under  the  terms  of  this  Lease,  together with all  renewals  and
extensions  upon  Landlord's  demand  or within ten  (10)  days  prior  to  the
commencement of the term of this lease or ten (10) days prior to the expiration
of any said coverage.  Tenant may provide  insurance  certificates  until  said
policies are made available to Tenant.

38.2  In  the  event Tenant fails or neglects to obtain such insurance policies
as set forth hereinbefore,  or  fails or neglects to pay the insurance premiums
when due, any damage sustained by Tenant to its fixtures, stock or equipment or
damage to the property of others  in  the  care  and  custody of Tenant  by the
perils of fire, water damage, or any other damage or casualty  shall  be deemed
to have been insured against by Tenant with a solvent company which had  waived
its rights of subrogation against Landlord, and Tenant shall be deemed to  have
been fully paid for all damages under such policy of insurance.

38.3  In no event shall Tenant make any claim or be entitled to any damages  or
any  part  thereof  for  which  Tenant  has been reimbursed under any policy of
insurance.

39th. As a consideration for granting of  this  Lease  in  all  other insurance
policies obtained by Tenant insuring Tenant against loss or damage for any fire
or  other  casualty,  or  any  public  liability  policy,  Tenant warrants  and
represents that such insurance policies shall contain a waiver by the insurance
carrier of all rights of subrogation against the Landlord, and  Joseph Picone &
Son, Inc., managing agent, if obtainable from Tenant's insurance  carrier.   If
permissible  by  Landlord's  insurance carriers, Landlord will seek to obtain a
waiver of the rights of subrogation  which  Landlord's  insurance  carriers may
have against the Tenant under Landlord's policy of insurance.  Tenant's  breach
of this covenant is a default under the terms of this Lease and, in addition to
any  other  remedies.   Landlord  shall  be entitled to recover from Tenant all
damages  sustained  by Landlord plus reasonable  attorney  fees,  investigation
fees, and disbursements.

40th. If Tenant is a  corporation,  each  individual  executing  this  Lease on
behalf  of  said corporation represents and warrants that he is duly authorized
to execute and  deliver this Lease on behalf of said corporation, in accordance
with the by-laws  of said corporation, and that this Lease is binding upon said
corporation.

41st. In addition to  any  other  rights reserved to the Landlord hereunder, if
Tenant shall not have paid the rent  by  the  fifth  (5th)  business day of any
month during the term of this Lease, there shall be a late charge  of four (4%)
percent  of  the monthly rent for the handling of the delinquent account.   The
said late charge is additional rent and collectible as rent.

42nd. Tenant warrants  and  represents  that  Tenant  has  dealt with no broker
knowing that Landlord is relying thereon.

43rd. Tenant shall not use or permit the use of the sewerage  waste systems for
the disposal of cleaning fluids, solvents or any hazardous wastes.

44th. The  waiver  by  Landlord  of  any  term,  covenant  or condition  herein
contained  shall  not  be  deemed  to  be  a  waiver of such term, covenant  or
condition or any subsequent breach of the same  of  any other term, covenant or
condition herein contained.  The subsequent acceptance  of  rent  hereunder  by
Landlord shall not be deemed to be waiver of any preceding default by Tenant of
any  term,  covenant  or condition of this Lease, other than the failure of the
Tenant  to pay the particular  ental  so  accepted,  regardless  of  Landlord's
knowledge of such preceding default at the time of the acceptance of such rent.

45th. This  agreement  shall  not  constitute  an offer to create any rights in
favor of Tenant and shall not obligate or be binding  upon  Landlord  and shall
have  no force or effect unless and until this agreement is duly executed  copy
of this agreement is delivered by Landlord to Tenant.

46th. The  security  set  forth  in  Paragraph 15th hereof is intended to be an
amount equal to two (2) months of the  then current annual rent.  If the annual
rent is increased, at the beginning of each  year  of  such increase the Tenant
shall deposit with Landlord such additional sums so that the said security will
be an amount equal to two (2) months of the then current annual rent.

47th. All notices desired or required to be given under  this Lease shall be in
writing  and  sent  by  certified or registered mail, postage  prepaid,  return
receipt requested, as follows:

                                             (a)If  to  Landlord, at Landlord's
      address  set  forth on the first page of this Lease,  or  to  such  other
      addresses as landlord may designate.

                                             (b)If   to   Tenant,  at  Tenant's
      address  set  forth  on the first page of this Lease, or  to  such  other
      address as Tenant may designate.

48th. Except as otherwise provided in Paragraph 2nd and the work letter annexed
hereto as Exhibit "D", the Landlord  shall  be  under  no  obligation  to make,
repair,  alter  or  decorate  any  portion  or  all of the Demised Premises, in
connection with the use and occupation of the Tenant; or to institute or defend
any  action  with  respect to the Tenant's use and occupation  of  the  Demised
Premises; and the Tenant  agrees  that  all  repairs,  alterations,  additional
decorations  or otherwise, necessary for the Tenant's use and occupation  shall
be the sole responsibility  and  shall  be done at the sole cost and expense of
the Tenant, except as herein provided.

49th. Tenant shall have no right to occupy  the  Leased Premises or any portion
thereof after the expiration of the Lease.  In the  event  Tenant  or any party
claiming by, through or under Tenant, holds over, Landlord may exercise any and
all remedies available to it at law or in equity to recover possession  of  the
Leased  Premises,  and  for damages.  For each and every month or partial month
that Tenant or any party  claiming  by,  through  or  under  Tenant, remains in
occupancy of all or any portion of the Leased Premises after the  expiration of
the  Lease,  or  after  termination of the Lease, Tenant shall pay, as  minimum
damages and not as a penalty, monthly rental at a rate equal to double the rate
of rent and other charges  payable by Tenant hereunder immediately prior to the
expiration or other termination  of  the  Lease.  The acceptance by Landlord of
any  lesser  sum  shall  be  construed  as a payment  on  account  and  not  in
satisfaction of damages for such holding  over.   If the holding over occurs at
the  expiration  of  the  Lease term or by reason of a  termination  by  mutual
agreement of the parties, the  Landlord  may,  as  an alternative remedy, elect
that such holding over shall constitute a renewal of  this  Lease  for  one (1)
year  at  a  rental  equal  to  150%  of the rate of the rent payable hereunder
immediately prior to the expiration of  the  Lease,  and  upon all of the other
covenants and agreements contained in this lease.

50th. The security, if any, deposited with Landlord pursuant  to the provisions
of  Paragraph 15 hereinabove, is deposited by the Tenant with the  Landlord  on
the understanding  that:   (a)  the Security Deposit or any portion thereof not
previously applied, or from time  to  time  such other portions thereof, may be
applied to the curing of any default that may  then exist, without prejudice to
any other remedy or remedies which the Landlord  may  have  on account thereof,
and  upon such application Tenant shall pay Landlord on demand  the  amount  so
applied  which  may  be  added  to the Security Deposit so that the same may be
restored to its original amount;  (b) if Tenant shall faithfully fulfill, keep,
perform and observe all of the covenants,  conditions,  and  agreements in this
Lease set forth and contained on the part of the Tenant to be  fulfilled, kept,
performed and observed, the Security Deposit or the part or portion thereof not
previously  applied shall be returned to the Tenant no later than  thirty  (30)
days after the  expiration  of  this Lease or any renewal or extension thereof,
provided  Tenant has vacated the leased  Premises  and  surrendered  possession
thereof to  the  Landlord  at  the  expiration of said term or any extension or
renewal thereof as provided herein; (c)  in  the event that Landlord terminates
the Lease, Landlord may apply the Security Deposit against all damages suffered
to the date of such termination and/or may retain the Security Deposit to apply
against such damages as may be suffered or shall accrue thereafter by reason of
Tenant's  default;  (d)  in  the  event  of  any  bankruptcy,   insolvency   or
reorganization  shall  be instituted by or against Tenant, or its successors or
assigns, the Security Deposit  shall  be  deemed  to  be  applied  first to the
payment  of  any rents and/or other charges due Landlord for all periods  prior
too the institution  of  such  proceedings,  and  the  balance  if  any, of the
Security Deposit may be retained or paid to Landlord in partial liquidation  of
Landlord's  damages;  and  (e)  the  provisions of Section 7-103 of the General
Obligations Law of the State of New York as amended; and to the extent that the
provisions of this Article may be inconsistent  therewith,  the said Section 7-
103 of the General Obligations Law shall supersede.

51st. Tenant shall pay its proportionate share of the annual  water, sprinkler,
stand-by, and maintenance expenses for the Demised Premises, if any.

52nd. Whenever under the terms of this Lease any sum of money is required to be
paid  by Tenant in addition to the rental herein reserved, and said  additional
amount  so  to  be paid is not designated as "additional rent", or provision is
not made in the Article covering such payment for the collection of said amount
as "additional rent",  then  said  amount  shall nevertheless, at the option of
Landlord, if not paid when due, be deemed "additional  rent" and collectible as
such  with  any  installment  of rental thereafter failing due  hereunder;  but
nothing herein contained shall be deemed to suspend or delay the payment of any
sum at the time the same becomes  due and payable hereunder, or limit any other
remedy of Landlord.

53rd. There shall be no storage of  any  kind  or  nature  outside  the  actual
building  demised to the Tenant except as permissible under applicable law,  or
exceptions thereto lawfully obtained by Tenant.

54th. Tenant  shall  keep  all  areas surrounding the Demised Premises free and
clear of any dirt or debris, failing  which  Landlord  shall have the option of
cleaning or removing said debris (but shall not have the  obligation  therefor)
and  charge  the  cost thereof to Tenant, upon five (5) days written notice  to
Tenant.

55th. All garbage receptacles  shall  be  kept or maintained in accordance with
applicable law.

56th. Tenant will at no time use or occupy  the  Premises  in  violation of the
Certificate of Occupancy issued for the building.  The statement  in this Lease
of  the  nature  of  the  business  to  be  conducted  by  Tenant is neither  a
representation or inference by Landlord that such use is lawful  or permissible
in the Premises under the Certificate of Occupancy for the building, if any.

57th. The  invalidity  or  unenforceability of any portion of the within  Lease
Agreement shall in no way affect  the  validity  or enforceability of any other
provision hereof.

58th. Anything in this Lease to the contrary notwithstanding, it is agreed that
there shall be no allowance to Tenant for a diminution  in  rental by reason of
inconvenience, annoyance, or injury to business arising from  Landlord,  Tenant
or  others making or failing to make any portion of the building or the Demised
Premises, or in and to the fixtures, appurtenances or equipment thereof.

59th. In addition to any other insurance policy to be supplied by Tenant as set
forth  in  this  Lease,  or  any  endorsement  or  endorsements  in  connection
therewith, Tenant agrees to pay on demand any increase in premiums that  may be
charged  on  insurance  carried  by  Landlord  resulting  from  Tenant's use or
occupancy of the Demised Premises, or from any vacancy of the Demised Premises,
whether  or  not  Landlord  has  consented  to  same.   In  determining whether
increased premiums are the result of Tenant's use or occupancy  or  vacancy  of
the  Demised Premises, a schedule or "make up" rate of the organization issuing
the fire  insurance,  extended  coverage,  vandalism  and  malicious  mischief,
special extended coverage  or any all-risk insurance rates for the Premises, or
any  rule  books  issued  by  the rating organization or similar bodies, or  by
rating  procedures  or  rules  of  Landlord's  insurance  companies,  shall  be
conclusive  evidence  of  the several items  and  charges  which  make  up  the
insurance rates and the premiums  of  the  Demised  Premises.   If,  due to (i)
occupancy, or (ii) abandonment, or (iii) Tenant's failure to occupy the Demised
Premises  as  herein  provided,  any  such insurance shall be cancelled by  the
insurance carrier, then, in any such events  Tenant  shall  indemnify  and hold
Landlord  harmless  against  any  loss  which  would  have been covered by such
insurance.   Tenant  shall  also  pay  any increase in premiums  or  such  rent
insurance as may be carried by Landlord  for  its  protection against rent loss
through fire or other casualty, if such increase shall  result  from any of the
foregoing events.

60th. BANKRUPTCY

   (a)EVENTS OF BANKRUPTCY.  The following shall be Events of Bankruptcy  under
this Lease:

      (i)  Tenant's becoming insolvent, as that term is defined in Title 11  of
the  United  States  Code,  entitled Bankruptcy, 11 U.S.C. <section>101 et seq.
(the "Bankruptcy Code") or under  the  insolvency  laws of any State, District,
Commonwealth or Territory of the United States ("Insolvency Laws");

      (ii)   the  appointment of a receiver or custodian  for  any  or  all  of
Tenant's property or assets;

      (iii)  the filing  of  a  voluntary  petition under the provisions of the
Bankruptcy Code or Insolvency Laws;

      (iv)   the  filing  of any involuntary petition  against  Tenant  as  the
subject debtor under the Bankruptcy  Code  of  Insolvency Laws, which is either
not dismissed within sixty (60) days of filing,  or  results in the issuance of
an order for relief against the debtor, whichever is later; or

      (v)  Tenant's making or consenting to an assignment  for  the  benefit of
creditors or a common law composition of creditors.

   (b)LANDLORD'S REMEDIES

      (i)TERMINATION  OF LEASE.  Upon the occurrence of an Event of Bankruptcy,
Landlord shall have the  right to terminate this Lease by giving written notice
to Tenant, provided, however,  that  this  <para>60(b)(i) shall have no  effect
while a case in which Tenant is the subject debtor under the Bankruptcy Code is
pending, unless Tenant or its Trustee in bankruptcy  is  unable  to comply with
the  provisions  of <para>60(b)(v) and <para>60(b)(vi) below.  Otherwise,  this
Lease shall automatically  cease  and terminate and Tenant shall be immediately
obligated to quit the Premises upon  the  giving  of  notice  pursuant  to this
<para>60(b)(i).  Any other notice to quit, or notice of Landlord's intention to
re-enter  is  hereby  expressly  waived.   If Landlord elects to terminate this
Lease, everything contained in this Lease on  the  part  of Landlord to be done
and performed shall cease without prejudice, subject, however,  to the right of
Landlord to recover from Tenant all rent and any other sums accrued  up  to the
time  of termination or recovery of possession by Landlord, whichever is later,
and any other monetary damages or loss of reserved rent sustained by Landlord.

      (ii)SUIT  FOR  POSSESSION.   Upon  termination of this Lease, pursuant to
<para>60(b)(i), Landlord may proceed to recover  possession under and by virtue
of  the  provisions of the laws of the State of New  York,  or  by  such  other
proceedings, as may be applicable.

      (iii)RELETTING  OF PREMISES.  Upon termination of this Lease, pursuant to
<para>60(b)(i), the Premises  may  be  relet by Landlord for such rent and upon
such terms as are not unreasonable under  the  circumstances  and;  if the full
rental  reserved  under  this  Lease (and any of the costs) expenses or damages
indicated below) shall not be realized  by Landlord, Tenant shall be liable for
all damages sustained by Landlord, including, without limitation, deficiency in
rent, reasonable attorneys' fees, brokerage  fees,  and expenses of placing the
Premises in first class rentable condition.  Landlord,  in putting the Premises
in  good  order or preparing the same for rerental may, at  Landlord's  option,
make such alterations,  repairs,  or  replacements in the Premises as necessary
for the purpose of reletting the Premises,  and the making of such alterations,
repairs, or replacements shall not operate, or  be  construed to release Tenant
from liability hereunder as aforesaid.  Landlord shall in no event be liable in
any way whatsoever for failure to relet the Premises,  or in the event that the
Premises  are  relet,  for  failure  to  collect  the rent thereof  under  such
reletting, and in no event shall Tenant be entitled  to  receive any excess, if
any,  of  such net rent collected over the sums payable by Tenant  to  Landlord
hereunder.

      (iv)MONETARY  DAMAGES.   Any damage or loss or rent sustained by Landlord
as  a  result  of an Event of Bankruptcy  may  be  recovered  by  Landlord,  at
Landlord's option,  at  the time of the reletting, or in separate actions, from
time to time, as said damage shall have been made more easily  ascertainable by
successive relettings, or, in a single proceeding deferred until the expiration
of the terms of this Lease  (in which event Tenant hereby agrees that the cause
of action shall not be deemed  to  have accrued until the date of expiration of
said term) or in a single proceeding  prior  to either the time of reletting or
the expiration of the term of this Lease, in which  event  Tenant agrees to pay
Landlord  the difference between the present value of the rent  reserved  under
this Lease  on  the date of breach, discounted at eight (8%) percent per annum,
and the fair market  value  of  the  Lease on the date of breach.  In the event
Tenant becomes the subject debtor in a  case  under  the  Bankruptcy  Code, the
provisions  of the <para>60(b)(iv) may be limited by the limitations of  damage
provisions of the Bankruptcy Code.

      (v)ASSUMPTION  OR ASSIGNMENT BY TRUSTEE.  In the event Tenant becomes the
subject debtor in a case pending under the Bankruptcy Code, Landlord's right to
terminate this Lease pursuant  to  this <para>60 shall be subject to the rights
of the Trustee in bankruptcy to assume or assign this Lease.  The Trustee shall
not  have the right to assume or assign  this  Lease  unless  the  Trustee  (A)
promptly cures all defaults under this Lease, (B) promptly compensates Landlord
for monetary  damages  incurred  as  a result of such default, and (C) provides
adequate assurance of future performance.

      (vi)ADEQUATE ASSURANCE OF FUTURE PERFORMANCE.  Landlord and Tenant hereby
agree in advance that adequate assurance  of  future  performance,  as  used in
<para>60  (b)  (v) above, shall mean that all of the following minimum criteria
must be met:  (A)  the  Trustee  must  pay  to  Landlord,  at the time the next
payment of rent is then due under this Lease, in addition to  such  payment  of
rent,  an amount equal to the next payment of rent due under this Lease, or the
next three  (3)  months  rent  due under this Lease, whichever is greater, said
amount to be held by Landlord in  escrow  until  either  the  Trustee or Tenant
defaults  in  its  payments  of  rent  or  other  obligations under this  Lease
(whereupon Landlord shall have the right to draw such  escrowed funds) or until
the  expiration of this Lease (whereupon the funds shall  be  returned  to  the
Trustee or Tenant); (B) the Tenant or Trustee must agree to pay to Landlord, at
any time  the  Landlord  is  authorized  to and does draw on the funds escrowed
pursuant to <para>60(vi)(A) above, the amount  necessary to restore such escrow
account to the original level required by said provision;  (C)  Tenant must pay
its estimated pro rata share of the cost of all services provided  by  Landlord
(whether directly or through agents or contractors, and whether or not the cost
of such services is passed through to Tenant) in advance of the performance  or
provision  of  such services; (D) the Trustee must agree that Tenant's business
shall be conducted  in  a  first  class  manner, and that no liquidating sales,
auctions, or other non first class business  operations  shall  be conducted on
the Premises; (E) the Trustee must agree that the use of the Premises as stated
in  this  Lease  will  remain  unchanged;  (F) the Trustee must agree that  the
assumption or assignment of this Lease will not violate or affect the rights of
other tenants in the building.

      (vii)FAILURE  TO PROVIDE ADEQUATE ASSURANCE.   In  the  event  Tenant  is
unable to (A) cure its  defaults,  (B)  reimburse  Landlord  for  its  monetary
damages,  (C) pay the rent due under this Lease, or any other payments required
of Tenant under  this Lease, on time (or within five (5) days of the due date),
or (D) meet the criteria and obligations imposed by <para>60(b)(vi) above, then
Tenant agrees in advance  that  it  has  not met its burden to provide adequate
assurance of future performance, and this  Lease  may be terminated by Landlord
in accordance with <para>60(b) above.

61st. Tenant  shall  indemnify  and  hold harmless from  any  and  all  claims,
lawsuits, administrative or governmental actions which may arise as a result of
the accidental or intentional spillage  or  discharge of any toxic or hazardous
wastes  or  hazardous substances in or about the  Demised  Premises  caused  by
Tenant, its servants,  agents,  employee or invitees, and Tenant shall bear the
entire cost for detecting, identifying  and  removing  said substances from the
Premises,  including, but not limited to, site assessment  fees,  environmental
audit fees, engineering fees, groundwater study fees, laboratory analysis fees,
and any other  fees  incurred  in  connection  therewith,  including reasonable
attorney fees in connection with the enforcement hereof.

   For the purpose of this article, Hazardous Substance shall be defined as set
forth by either <section>9601(14) of Title 42 of the United  States Code or any
successor or similar section, or any environmentally related statute enacted by
the State of New York (collectively called "Hazardous Substances").

   Notwithstanding  anything  herein  to  the  contrary,  Tenant shall  not  be
responsible for any pre-existing conditions.

62nd. It  is  mutually  agreed  by  and  between Landlord and Tenant  that  the
respective parties hereto shall and they hereby  do  waive trial by jury in any
action,  proceeding  or counterclaim brought by either of  the  parties  hereto
against the other (except  for  personal  injury  or  property  damage)  on any
matters whatsoever arising out of or in any way connected with this Lease,  the
relationship  of  Landlord  and  Tenant,  Tenant's  use of or occupancy of said
Premises,  and any emergency statutory or any other statutory  remedy.   It  is
further mutually  agreed  that  in  the  event  Landlord  commences any summary
proceeding  for  possession  of  the  Premises, Tenant will not  interpose  any
counterclaim of whatever nature or description  in  any such proceeding, except
those that are compulsory.

63rd. In addition to any other remedies which Landlord  may  have, in the event
of any default or breach by Tenant, Landlord may at any time thereafter, in its
sole  discretion,  with notice or demand and without limiting Landlord  in  the
exercise of a right or remedy which Landlord may have by reason of such default
or breach:

   (a)Terminate Tenant's  right  to  possession  of  the Premises by any lawful
means,  in which case this Lease shall terminate and Tenant  shall  immediately
surrender possession of the Premises to Landlord.  In such event Landlord shall
be entitled  to  recover from Tenant all damages incurred by Landlord by reason
of Tenant's default  including,  but  not  limited  to,  the cost of recovering
possession  of  the  Premises;  expenses  of  reletting,  including   necessary
renovation  and  alteration  of  the Premises; reasonable attorney's fees;  the
worth at the time of award by the  court  having  jurisdiction  thereof  of the
amount  by  which  the unpaid rent and other charges and Adjustments called for
herein for the balance  of  the  term  after the time of such award exceeds the
amount of such loss for the same period  that Tenant probes could be reasonably
avoided;  and  that  portion of any leasing commission  paid  by  Landlord  and
applicable to the unexpired term of this Lease.  Unpaid installments of rent or
other sums shall bear interest from the date due at the maximum legal rate; or

   (b)If Tenant shall  make  default in fulfilling any of the covenants of this
Lease, or other than the covenants  for  the  payment  of  rent  or "additional
rent",  or if the Demised Premises become vacant or deserted, the Landlord  may
give to the  Tenant  ten (10) days' notice of intention to end the term of this
Lease, and thereupon,  at  the  expiration  of  said  ten  (10)  days' (if said
condition which was the basis of said notice shall continue to exist)  the term
of this Lease shall expire as fully and completely as if that day were the date
herein definitely fixed for the expiration of the term and the Tenant will then
quit  and surrender the Demised Premises to the Landlord, but the Tenant  shall
remain liable as hereinbefore and hereinafter provided;

   (c)Upon  the  occurrence  of  any  Event of Default, Landlord shall have the
election, forthwith  to recover against  Tenant  as liquidated damages for loss
of  the bargain and not as a penalty, a sum equal to  the  Fixed  Minimum  Rent
multiplied  by  the  number  of  months  and fractional months which would have
constituted the balance of the term, together  with  costs and attorneys' fees,
except that Landlord will use its best efforts to mitigate its damages.

64th. In the event that Tenant is in default in payment  of  any  rent  or  any
additional  rent,  the  Landlord  is  hereby  authorized  to apply any payments
received by Landlord to any default and in such amount or amounts  as  Landlord
may elect.

65th. No part of the Demised Premises shall be occupied by any person, firm  or
entity  other  than  Tenant.   All goods, wares and merchandise brought into or
stored at the Demised Premises and not owned by Tenant (the "Goods"), shall not
give the Owner of such Goods (the  Non-Tenant) any rights of any kind or nature
with respect to the Demised Premises or the use or occupation thereof.

65.1  In the event that all or any part  of  the  Goods  stored  at the Demised
Premises  are  not owned by Tenant, but owned by the Non-Tenant, and  the  Non-
Tenant becomes insolvent  while  the  Goods  are at the Demised Premises, and a
voluntary or involuntary petition in bankruptcy is filed by or on behalf of the
Non-Tenant,  or  such  Non-Tenant  makes  any assignment  for  the  benefit  of
creditors, Tenant shall within five (5) days of the filing of the said petition
or assignment by the Non-Tenant:

   (a)deposit with the Landlord a sum equal  to  three  (3)  months of the then
current rent as further security and assurance to Landlord that the Tenant will
perform  all the terms and covenants of this Lease to be performed  by  Tenant;
and

   (b)remove  or cause to be removed from the Demised Premises the Goods of the
Non-Tenant; and/or

   (c)provide Landlord  with  adequate assurance, satisfactory to Landlord form
both the Tenant and Non-Tenant  that  at  all  times during the presence of the
Goods at the Demised Premises during the term of  the  Lease  that all rent and
additional rent shall be paid when due.

66th. No memorandum of this Lease shall be recorded without the express written
consent of Landlord.

67th. At all times during the term of this Lease, or any extension  or  renewal
thereof,  Tenant shall obtain and keep in full force and effect for the benefit
of Landlord  an Tenant, with a responsible company doing business in Suffolk or
Nassau County,  a  service  and repair and maintenance contract with respect to
the heating and air conditioning  systems  of  the  building.    A copy of such
contracts and renewals thereof shall be delivered to Landlord upon the issuance
thereof (within thirty days of the commencement of the term of this  Lease, or,
in  the case of renewal, within ten days prior to the expiration thereof)  with
proof of payment.

68th. The  Tenant  agrees to furnish Landlord with a financial statement or any
other instrument which  may  be  required  by  a  lending  institution to which
Landlord has applied for a mortgage loan in accordance with SEC guidelines.

69th. As  a condition to making this Lease, the Tenant agrees  that  it  shall,
within twenty  (20)  days after the date of execution hereof or March 31, 1995,
whichever is later, deliver  to  the  Landlord, in proper form, a resolution of
the Board of Directors of Tenant confirming and approving this Lease.

70th. Except as provided in Exhibit "C",  Tenant shall not, without the express
written consent of Landlord, enter in or upon  the roof of the Demised Premises
or install anything thereon or make any alterations thereto.

71st. Tenant shall be permitted to install a lawful  sign on the existing pylon
shown on Exhibit "A", provided Tenant complies with all  applicable regulations
and obtains Landlord's prior approval of design thereof, which  approval  shall
not be unreasonably withheld.

72nd. Tenant  shall  have  the  option  to  extend the term of this lease for a
period of five (5) years, to wit May 1, 2000  to  April 30, 2005 (the "Extended
Term") upon condition that Tenant exercises the said  option  in  writing on or
before DECEMBER 1, 1999.  For the annual rent for the Extended Term see Exhibit
"B".
73rd. Tenant   currently  occupies  the  premises  known  as  1644  Route  110,
Farmingdale, New  York, which premises are owned by Hollow Properties, Inc., (a
related entity to the  Landlord  herein),  pursuant  to a certain lease entered
into  between  the  respective predecessors in interest of  Hollow  Properties,
Inc., and Tenant (the "1644 Lease").  At the time of the signing of this Lease,
the parties shall also  sign  an  Amendment  to  the  1644  Lease, which signed
Amendment shall be annexed to this Lease as Exhibit "E" (the "1644 Amendment").
Tenant  acknowledges  that a default by Tenant under the terms  of  this  Lease
shall also constitute a  default  under  the  terms  of the 1644 Lease and 1644
Amendment.

74th. Tenant's performance of its obligations under the  terms  of  this  Lease
shall  be  expressly  subject  to  and  contingent  upon  Tenant  receiving the
municipal  permits  and approvals required to permit the operation of  Tenant's
business (as defined  herein)  at  the Demised Premises.  Upon the execution of
this  Lease,  Tenant shall immediately  apply  for  any  and  all  permits  and
approvals so required,  at Tenant's sole cost and expense.  In the event Tenant
has failed to obtain said  permits  and approvals by July 1, 1995, either party
may cancel this Lease, upon five (5)  days  prior  written  notice to the other
party,  except that Tenant may further extend the time to obtain  said  permits
and approvals  by  making  prompt  payment  of all rent and additional rent due
under this Lease together with prompt payment  to Hollow Properties, Inc. under
the terms of the 1644 Lease or the 1644 Amendment and by complying with all the
other terms and conditions of the 1644 Lease and 1644 Amendment.

75th. Landlord  and  Tenant  acknowledge  that  Tenant   shall   make   certain
improvements to the Demised Premises (Tenant's Work).  Tenant, at his sole cost
and  expense  shall  deliver  to  Landlord two (2) copies of complete, detailed
architectural,  mechanical  and  electrical  drawings  and  specifications  for
Tenant's Work (Tenant's Plans).  Tenant's Plans shall be prepared in accordance
with all applicable laws, ordinance, rules and regulations.

   All work proposed by Tenant shall  be  subject  to  the  prior  approval  of
Landlord,  which  approval shall not be unreasonably withheld.  Upon Landlord's
approval of Tenant's  Plans, three (3) sets of same shall be signed by Landlord
and Tenant, two (2) sets  to be retained by Landlord and one (1) set by Tenant.
Thereafter, Tenant's Plans  shall  not be changed without the prior approval of
Landlord, which approval shall not be unreasonably withheld.

   Landlord's approval of Tenant's Plans  shall  not  constitute  an opinion or
agreement  by  Landlord that said Plans are in compliance with applicable  law,
nor shall such approval impose any present or future liability on Landlord, nor
constitute a waiver  by  Landlord of any of its rights under this Lease.  Prior
to beginning Tenant's work,  Tenant  shall file said Plans with the appropriate
governmental  agencies and obtain all necessary  approvals  for  same.   Tenant
shall provide Landlord  with  copies  of  all  such  approvals immediately upon
obtaining same.

   The cost of Tenant's Work shall be paid by Tenant in cash or its equivalent,
so that the Demised Premises shall at all times be free  of liens for labor and
materials  supplied  in  connection  with Tenant's Work.  If at  any  time  the
Demised Premises shall be encumbered by  any  mechanic's or materialmen's lien,
Tenant shall, within ten (10) days after receipt  of  notice of same or request
by  Landlord,  discharge  (or post a bond in lieu thereof)  said  lien  to  the
satisfaction of Landlord.   If  Tenant  fails to discharge or bond said lien or
liens after receiving the aforesaid notice or request by Landlord, Landlord may
discharge or bond said lien or liens, and  Tenant  shall be responsible for all
costs  incurred  by  Landlord  in discharging or bonding  said  lien  or  liens
including reasonable attorney's fees, with said costs to be payable to Landlord
as additional rent.

   Tenant guarantees to Landlord  the  full,  lien-free  completion of Tenant's
Work in accordance with Tenant's Plans.  During the course  of  Tenant's  Work,
Tenant  (and all of its contractors and subcontractors) will carry or cause  to
be  carried   adequate   Worker's   Compensation   Insurance,   Builders  Risk,
Comprehensive General Liability and such other insurance as may be  required by
law  to  be carried by Landlord or Tenant in connection with such construction,
and such insurance  (except  the  Worker's  Compensation  Insurance) shall name
Landlord, Landlord's managing agent as additional insureds.

   All of Tenant's Work shall be done in such a manner so as  not to impair the
structural integrity of the building nor affect the proper functioning  of  any
of the mechanical, electrical, HVAC, plumbing, sanitary or other systems of the
Demised Premises.

   With  respect  to Tenant's Work, Tenant, at its sole cost and expense, shall
provide  and deliver  to  Landlord,  in  form  and  substance  satisfactory  to
Landlord,  (i)  written  partial  releases  of  liens  executed by contractors,
subcontractors, material suppliers and laborers simultaneously  with and to the
extent  of  payment  for  the  labor performed or materials furnished  by  such
contractor,  subcontractor,  material  supplier  or  laborer,  and  (ii)  final
releases   of  lien  simultaneous   with   final   payments   to   contractors,
subcontractors, material suppliers and laborers.

   Promptly  following  the  completion  of  all of Tenant's Work, Tenant shall
obtain  and  furnish to Landlord (i) all appropriate  certifications  from  all
authorities having  jurisdiction  (including  a  certificate  of  occupancy  or
certificate  of  completion,  as  the  case  may  be) to the effect that all of
Tenant's  Work  has  been performed and completed in accordance  with  Tenant's
Plans and with all Legal Requirements.

                                       LANDLORD

                                       CARMAN ROAD REALTY, INC. and
                                             BROAD PROPERTIES, INC.


                                       By:_________________________
                                          Joseph Picone, Jr., Pres.

                                       TENANT

                                       STROBER LONG ISLAND BUILDING
                                             MATERIAL CENTERS, INC.


                                       By:_________________________
<PAGE>


                                 "EXHIBIT B"

<TABLE>
<CAPTION>
                       PERIOD                                            ANNUAL RENT
<S>                                                                  <C>
May 1, 1995 to April 30, 1996                                            $140,070.00
May 1, 1996 to April 30, 1997                                            150,844.20
May 1, 1997 to April 30, 1998                                            161,618.16
May 1, 1998 to April 30, 1999                                            172,393.44
May 1, 1999 to April 30, 2000                                            183,168.00
                       PERIOD                                         MONTHLY PAYMENTS
May 1, 1995 to April 30, 1996                                            $ 11,672.50
May 1, 1996 to April 30, 1997                                             12,570.35
May 1, 1997 to April 30, 1998                                             13,468.18
May 1, 1998 to April 30, 1999                                             14,366.12
May 1, 1999 to April 30, 2000                                             15,264.00
EXTENDED TERM
                       PERIOD                                            ANNUAL RENT
May 1, 2000 to April 30, 2001                                            $193,942.08
May 1, 2001 to April 30, 2002                                            193,942.08
May 1, 2002 to April 30, 2003                                            193,942.08
May 1, 2003 to April 30, 2004                                            205,914.00
May 1, 2004 to April 30, 2005                                            205,914.00
                       PERIOD                                         MONTHLY PAYMENTS
May 1, 2000 to April 30, 2001                                            $ 16,161.84
May 1, 2001 to April 30, 2002                                             16,161.84
May 1, 2002 to April 30, 2003                                             16,161.84
May 1, 2003 to April 30, 2004                                             17,159.50
May 1, 2004 to April 30, 2005                                             17,159.50
</TABLE>

   It is intended hereby  that  upon  the  commencement  of  the term, Tenant's
obligation to pay rent hereunder will commence upon occupancy  or  July  1,1995
whichever is sooner.

   If  Tenant commences occupancy on June 1, 1995 then the annual rent for  the
period June  1,  1995  to  April  30,  1996  shall be $128,397.50 if the Tenant
commences occupancy on July 1, 1995 then the annual rent for the period July 1,
1995 to April 30, 1996 shall be $116,725.00.
<PAGE>


                                 EXHIBIT "C"

Tenant's  improvements to be competed at Tenant's  sole  cost  and  expense  in
accordance with the terms of the Lease and all applicable law.

1. Convert 79 East Carmans Road into Office and Showroom.
2. Add overhead door to south wall of 77 East Carmans Road.
3. Add overhead door to south wall of 75 East Carmans Road.
4. Demolish block room in 79 East Carmans Road.
5. Demolish office space in 75 East Carmans Road.
6. Remove overhead door in east wall of 79 East Carmans Road.
7. Install windows and entrance in 79 East Carmans Road.
8. HVAC in 79 East Carmans Road.
9. Install  two bathrooms in 79 East Carmans Road tie into new sewer line to be
   run by landlord  or  pump  up and through 77 and 75 East Carmans Road to tie
   into existing sewer.
10.Close openings between 79 and 77 East Carmans Road install 6' passage door.
11.Open wall between 75 and 77 East Carmans Road.
12.Install water and waste in lunchroom.
13.Drop sprinkler heads below any finished ceilings.  May convert wet sprinkler
system to dry type.
<PAGE>


                                 EXHIBIT "D"

Picone Work Letter for Exhibit "D"

1. Relocate Fire Hydrant.
2. Finish Stucco on south wall only, as intended.
3. Fix blacktop as needed.
4. Remove concrete dividers between leased yard and fire lane.
5. Remove fence between leased yard and fire lane.

<PAGE>


State of New York                           )
                                            ) ss.:
County of                                   )

   On  the       day  of                   19   ,  before  me  personally  came
to  me  known and known to me to be the individual     described  in,  and  who
executed  the  foregoing  instrument,  and                   acknowledged to me
that       he      executed the same.



State of New York                           )
                                            ) ss.:
County of                                   )

   On  the       day  of                  19    ,  before  me  personally  came
to  me  known,  who, being by me duly sworn, did depose  and  say  that      he
resides                                  at                                 No.
that              he         is         the                                  of
the corporation mentioned in, and which executed, the foregoing instrument that
he  knows  the  seal  of  said  corporation:   that  the  seal  affixed to said
instrument is such corporate seal; that it was so affixed by order of the Board
of                          of said corporation; and that       he  signed  his
name thereto by like order.











   In  Consideration  of  the  letting  of the premises within mentioned in the
within named Tenant and the sum of $1.00  paid to the undersigned by the within
named Landlord, the undersigned do      hereby  covenant and agree, to and with
the Landlord and the Landlord's legal representatives, that if default shall at
any time be made by the said Tenant in payment of  the rent and the performance
of the covenants contained in the within lease, on the Tenant's part to be paid
and performed, that the undersigned will well and truly  pay  the said rent, or
any arrears thereof, that may remain due unto the said Landlord,  and  also pay
all  damages  that  may  arise  in  consequence  of the non-performance of said
covenants, or either of them, without requiring notice of any such default from
the said Landlord.  The undersigned hereby waives all right to trial by jury in
any action or proceeding hereinafter instituted by  the  Landlord, to which the
undersigned may be a party.

   IN WITNESS WHEREOF, the undersigned      set     hand and seal this   day of
                       , 19  .

WITNESS                              _____________________________________L.S.

<PAGE>



                                 EXHIBIT 23

                       Consent of Independent Auditors
<PAGE>

                       INDEPENDENT AUDITORS' CONSENT



The Board of Directors
The Strober Organization, Inc.:


We  consent to incorporation by reference in the Registration  Statements  Nos.
33-71768, 33-71766 and 333-693 on Form S-8 of The Strober Organization, Inc. of
our report  dated March 1, 1996, relating to the consolidated balance sheets of
The Strober Organization,  Inc.  and  subsidiaries  as of December 31, 1995 and
1994  and  the  related  consolidated  statements of operations,  stockholders'
equity and cash flows and related financial  statement schedule for each of the
years in the three-year period ended December  31, 1995 which report appears in
the December 31, 1995 annual report on Form 10-K  of  The Strober Organization,
Inc.




                                                        KPMG PEAT MARWICK LLP


Jericho, New York
March 26, 1996

<PAGE>


                                 EXHIBIT 27

                           Financial Data Schedule
<PAGE>


THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE STROBER
ORGANIZATION, INC. AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS FOR THE
YEAR ENDED DECEMBER 31, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.