STATE OF GEORGIA



COUNTY OF GORDON



                                COMMERCIAL LEASE



     THIS LEASE, made this 16/th/ day of NOVEMBER, 2001, by and between OSTOW

HOLDINGS, L.L.C. c/o Mr. Stanley J. Ostow, 55 Lookout Circle, Larchmont, N.Y.

10538 (hereinafter referred to as "Landlord"); and ALADDIN MANUFACTURING

CORPORATION (hereinafter referred to as "Tenant").





                                  WITNESSETH:



                                    Premises



1.   That Landlord, for and in consideration of the rents, covenants, agreements

, and stipulations hereinafter mentioned, reserved, and contained, to be paid,

kept and performed by Tenant, has leased and rented, and by these presents does

lease and rent, unto Tenant, and Tenant hereby leases and takes upon the terms

and conditions which hereinafter appear, the following described property

(hereinafter called "the premises") to wit:



            ONE HUNDRED FORTY THOUSAND SQUARE FEET OF WAREHOUSE SPACE

            REPRESENTING A PORTION OF THE PREMISES AT 501 OAK STREET,

             CALHOUN GEORGIA AS DESIGNATED AND AGREED UPON BETWEEN

          LANDLORD AND TENANT AND SHOWN ON EXHIBIT B ATTACHED HERETO.



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                                     [PLAN]



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                                  TERM



2.   Tenant shall have and hold the premises for a term beginning on the 1/st/

day of January, 2002 ending on the 31st day of December, 2003 at midnight unless

sooner terminated or extended as hereinafter specifically provided in this

Lease.



                                     RENTAL



3.   Tenant shall pay Landlord, by payments to F B & F HOLDING CO., L.L.C. P.O.

Box 2409, Calhoun, Georgia, 30703 (hereinafter called "Manager") or at such

other address of which Tenant shall from time to time otherwise be notified,

promptly on the first day of each month in advance, during all terms of this

Lease a monthly rental of $17,600. All amounts payable under this lease by

Tenant to Landlord, if not paid when due, will bear interest from the due date

until paid at the highest rate permitted by law.



                                    UTILITY



4.   Tenant shall pay all water, sewer, sewer service charges, gas, electricity,

fuel, light, heat and power bills for permises or used by Tenant in connection

therewith, during all terms of this Lease. If Tenant does not pay such bills or

charges Landlord may pay the same, and such payments shall be added to the

following month's rental of premises. Notwithstanding any payments of such bills

and charges by the Landlord, Tenant's failure to pay such bills and charges when

and as due shall constitute a default under this Lease and will give the

Landlord, interalia, the right to cancel this Lease as provided hereinafter in

Paragraph Sixteen (16).



                              USE OF THE PREMISES



5.   The premises shall be used specifically for warehousing only and no other

purposes whatsoever. The premises shall not be used for any illegal purposes;

nor in any manner to create any nuisance or trespass; nor in any manner to

vitiate the insurance or increase the rate of insurance on premises.



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                          ABANDONMENT OF THE PREMISES



6.   Tenant may abandon or vacate the premises during any term of this Lease but

shall maintain premises only for the aforesaid purpose herein leased until the

expiration of the final term hereof.



                              REPAIRS BY LANDLORD



7.   Landlord shall keep in good repair the roof, foundations and exterior walls

of the premises, and sewer pipes outside the exterior walls of the building in

which the premises is located, except repairs rendered necessary by the

negligence, wilful act or omission of Tenant, Tenant's agents, employees and

invitees. Landlord hereby gives Tenant exclusive control of the premises, and

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