EXHIBIT 6.4

                              EXTENSION AGREEMENT



               ADDENDUM TO SHARE PURCHASE AGREEMENT BY AND BETWEEN
               WALTER GALDENZI, PURCHASER, AND HENRY F. SCHLUETER,
             JERRY BURDEN, FREDERICK A. HUTTNER AND THE HUTTNER IRA,
                           AND DAVID GREGAREK, SELLERS




         For mutual consideration received, the parties agree as follows:

     In view of certain  delays which have occurred in  completing  requirements
under the Agreement, the parties have agreed to extend the closing date to April
28, 1999. All of such requirements have been completed as of April 28, 1999, and
closing  under the  Agreement is deemed by all parties to have occurred on April
28, 1999.

Sellers:                                       Purchaser:



by:  ___________________________               _______________________________