THIRD STIPULATION AND CONSENT ORDER EXTENDING FINAL AGREEMENT AND CONSENT ORDER AUTHORIZING DEBTOR TO USE CASH COLLATERAL AND GRANTING ADEQUATE PROTECTION

THOMAS J. CATLIOTA, Bankruptcy Judge

On December 7, 2010, this Court approved and entered a First Stipulation and Consent Order Extending Final Agreement and Consent Order Authorizing Debtor to Use Cash Collateral and Granting Adequate Protection (the "First Extension Order") between Wells Fargo Bank, N.A., successor by merger to Wachovia Bank, N.A. ("Wachovia"), SunTrust Bank ("SunTrust"), and Stone Surfaces MD, Inc. ("Debtor"), which extended the Final Agreement and Consent Order Authorizing Debtor to Use Cash Collateral and Granting Adequate Protection approved by this Court on September 16, 2010 (the "Final Agreement and Consent Order"). The First Extension Order expired by its terms on February 28, 2011.

The Court entered a Second Stipulation and Consent Order Extending Final Agreement and Consent Order Authorizing Debtor to Use Cash Collateral and Granting Adequate Protection (the "Second Extension Order") on March 3, 2011 (Docket No. 241). The Second Extension Order expired by its terms on April 15, 2011.

The Debtor has a continuing need to continue the operation of the Debtor's business operations and to preserve the value of its assets and continues to require the use of the Cash Collateral.

To allow for the continued use of the Cash Collateral, Debtor, Wachovia, and SunTrust desire to enter into this Third Stipulation and Consent Order Extending and Modifying Final Agreement and Consent Order Authorizing Debtors to Use Cash Collateral and Granting Adequate Protection (this "Third Extension").

Wachovia, SunTrust, and the Debtor stipulate and agree as follows:

1. The Debtor's authority to use cash collateral shall be extended for an additional sixty (60) days through June 14, 2011, pursuant to the terms and conditions set forth in the Final Agreement and Consent Order, the First Extension Order, and the Second Extension Order, as modified hereby.

2. The Budget attached hereto as Exhibit A shall be substituted hi lieu of the Budget attached to the First Extension Order.

3. The Debtor is authorized to use cash collateral to pay reasonable and ordinary expenses in conformity with the budget attached to this Order until June 14, 2011, subject to paragraph 4 below. The authorization granted to the Debtor under this Third Extension shall terminate on June 14, 2011. Notwithstanding any such termination, the rights and obligations of the Debtor and the rights, claims, security interests, liens and priorities of Wachovia and SunTrust with respect to all transactions which occurred prior to the occurrence of any termination, including, without limitation, all replacement hens granted to Wachovia and SunTrust as adequate protection which are provided under the Final Agreement and Consent Order, the First Extension Order, the Second Extension Order, and this Third Extension shall remain unimpaired and unaffected by any termination of the Final Agreement and Consent Order, the First Extension Order, the Second Extension Order, or this Third Extension Order, shall survive any such termination of the Final Agreement and Consent Order, the First Extension Order, the Second Extension Order and this Third Extension and shall be binding upon the Debtor, any and all successors-in-interest to the Debtor, including any Chapter 11 trustee or any Chapter 7 trustee, all creditors and other parties in interest, and the Debtor's Estate.

4. The Budget attached hereto as Exhibit A is applicable to the period April 16, 2011 through June 14, 2011. The Budgets were attached to Debtor's prior Motions for Use of Cash Collateral (Docket Nos. 252 and 257, respectively). This Third Extension extends for only sixty (60) days, or two-thirds of the period covered by the Budget. Accordingly, the Debtor acknowledges and agrees that during the term of this 60 day Third Extension it shall only be permitted to use the amounts allocated for each category of expenses on the Budget, as follows:

5. As further adequate protection for Wachovia and SunTrust's interests as of the Petition Date in the Prepetition Collateral, the Debtor shall pay to each Wachovia and SunTrust $1,500 on May 1, 2011, and June 1, 2011. Such Adequate Protection Payments will be applied to reduce the outstanding indebtedness owed by the Debtor.

6. All other terms of the Final Agreement and Consent Order, First Extension Order and Second Extension Order, shall remain in full force and effect through June 14, 2011. Except as provided herein, no terms of the Final Agreement and Consent Order or First Extension Order or Second Extension Order, are amended, altered or otherwise nullified.

7. Subject to entry of an order approving this Order, further extensions of this Order shall be permitted without a hearing subject to notice and no objection being raised.

SO ORDERED.