EXHIBIT 10.15



FOURTH AMENDMENT TO AMENDED AND RESTATED CONSIGNMENT AGREEMENT


     THIS FOURTH AMENDMENT TO AMENDED AND RESTATED CONSIGNMENT AGREEMENT is made
as of the 31st day of August, 1994, by and between FLEET PRECIOUS METALS INC., a
Rhode  Island  corporation  ("Consignor");  and TOWN &  COUNTRY  CORPORATION,  a
Massachusetts  corporation  ("T&C"),  TOWN & COUNTRY FINE JEWELRY  GROUP,  INC.,
Massachusetts  corporation  ("Group"),  L.G. BALFOUR  COMPANY,  INC., a Delaware
corporation  ("Balfour")  and GOLD  LANCE,  INC.,  a  Massachusetts  corporation
("GLI") (T&C,  Group,  Balfour and GLI are hereinafter  referred to, jointly and
severally, as "Buyer").

W I T N E S S T H   T H A T:

     WHEREAS,  Consignor and Buyer are parties to a certain Amended and Restated
Consignment Agreement dated as of May 14, 1993 (the "Agreement"); and

     WHEREAS, the parties hereto desire to amend the Agreement as
hereinafter set forth;

     NOW,  THEREFORE,  for good and  valuable  consideration,  the  receipt  and
adequacy of which are hereby acknowledged, the parties hereto agree as follows:

     1.   The definition of "Consignment Limit" set forth in the
Section one of the Agreement is hereby amended to read in its
entirety as follows:

     ""Consignment Limit" shall mean that amount calculated from time to time as
(1) the least of (a) Forty-five  Thousand (45,000) troy ounces of fine gold, (b)
subject to the provisions of Section 5 hereof,  Consigned  Precious Metal with a
Fair Market Value (or unpaid  Purchase  Price in the case of Consigned  Precious
Metals for which the Purchase  Price has been agreed but as to which payment has
not been received by Consignor)  equal to Twenty Million Dollars  ($20,000,000),
or (c) eighty-  three  percent  (83%) of Buyer's  inventory  of Precious  Metals
(including for such purpose, Consigned Precious




Metal and,  for the  purposes of  paragraph 1 of Section 2 hereof,  the Precious
Metal  requested by Buyer but  excluding (i) Precious  Metals  owned,  leased or
consigned by any other party (Precious Metal purchased by Buyer pursuant to term
receivable or other financing  arrangement which remain unpaid shall be included
as Consigned  Precious  Metal),  (ii) the amount of Precious Metal  necessary to
satisfy the aggregate  Precious Metal equity  requirements of other  Consignors,
(iii)  Precious  Metal  included  in  Balfour  Purchased  Inventory  or the Zale
Consigned  Inventory (as defined in the Intercreditor  Agreement),  and (iv) the
amount of Buyer's  Precious  Metal,  if any,  outstanding  in the  possession of
foreign  Subsidiaries or foreign sales  representatives  in excess of the amount
permitted  by  Section  12(h)  hereof),  minus (2) twenty  percent  (20%) of the
aggregate face amount of all outstanding Forward Contracts."

     2.   Section 12(m) of the Agreement is hereby amended to read in
its entirety as follows:

"(m) Have more than thirteen  thousand (13,000) troy ounces of Precious Metal in
the  aggregate  at any one time at, or in  transit to or from,  fabricators  and
refiners;..."

     3. To induce  Consignor  to enter  into this  Amendment,  Buyer  hereby (a)
represents and warrants to Consignor that on and as of the date hereof, Buyer is
not in material  default of any  covenants set forth in the  Agreement,  and (b)
except as  disclosed  in writing to  Consignor  contemporaneously  with  Buyer's
execution  hereof,  restates as of the date hereof,  and incorporates  herein by
reference all representations and warranties set forth in the Agreement,  except
that  for the  purposes  of such  incorporation  by  reference  the  term  "this
Agreement" shall be amended to refer to "this Amendment".

     4. Except as amended  hereby,  the Agreement shall remain in full force and
effect and is in all respects hereby ratified and affirmed.

     5. Buyer hereby  covenants  and agrees to pay all  out-of-pocket  expenses,
costs  and  charges  incurred  by  Consignor  (including   reasonable  fees  and
disbursements   of  its  counsel)  in  connection   with  the   preparation  and
implementation of this Amendment.

     IN WITNESS WHEREOF,  the undersigned  parties have caused this Amendment to
be executed by the duly authorized officers as of the date first above written.


                         L.G. BALFOUR COMPANY, INC.

                       By:__/s/ Francis X. Correra_______
                              Title:  Executive Vice President


                         TOWN & COUNTRY CORPORATION

                       By:__/s/ Francis X. Correra_______
                        Title: Sr. Vice President & CFO


                         GOLD LANCE, INC.

                       By:__/s/ Francis X. Correra_______
                              Title:  Treasurer


                         TOWN & COUNTRY FINE JEWELRY
                         GROUP, INC.

                       By:__/s/ Francis X. Correra_______
                             Title: Vice President


FLEET PRECIOUS METALS INC.


By:__/s/ Anthony J. Capuano_______
     Title:  Vice President


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