AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER

THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is entered into as of the 15th day of November, 2006, among MILLSTREAM II ACQUISITION CORPORATION, a Delaware corporation (“ Parent ”), MILLSTREAM II MERGER SUB, INC., a Pennsylvania corporation and a wholly owned subsidiary of Parent (“ Sub ”), and SPECIALTY SURFACES INTERNATIONAL, INC., a Pennsylvania corporation (the “ Company ”).

WHEREAS , Parent, Sub and the Company entered into an Agreement and Plan of Merger dated August 11, 2006 (the “ Merger Agreement ”), pursuant to which the Company will be merged with and into Sub (the “ Merger ”) and the sole shareholder of the Company shall be entitled to receive cash and shares of common stock of Parent in exchange for each share of common stock of the Company; and

WHEREAS , Parent, Sub and the Company wish to amend certain terms of the Merger Agreement.

NOW, THEREFORE , the parties hereto agree as follows:

1.    Capitalized Terms . Capitalized terms used but not defined in this Amendment shall have the meanings as set forth in the Merger Agreement.

2.    The fifth “WHEREAS” clause is hereby deleted in its entirety.

3.    The sixth “WHEREAS” clause is hereby deleted in its entirety and replaced with the following:

“WHEREAS, simultaneously with the execution and delivery of this Agreement, Parent and Henry A. Julicher (“ H. Julicher ”) are entering into an employment agreement (the “ Employment Agreement ”), relating to his employment by Parent on and after the Effective Time;”

4.    Section 2.1(c) of the Merger Agreement is deleted in its entirety and replaced with the following text:

“ Conversion of Company Common Stock . (i) Subject to Section 2.1(b), each share of Company Common Stock shall be converted into the right to receive (A) the number of shares of fully paid and nonassessable shares of Parent Common Stock equal to (1) 1,500,000 divided by (2) the number of issued and outstanding shares of Company Common Stock (the “ Outstanding Shares ”), (B) $8,000,000 in cash divided by the number of Outstanding Shares, (C) the Delayed Cash Consideration, if any, divided by the number of Outstanding Shares, (D) the Delayed Stock Consideration, if any, divided by the number of Outstanding Shares, (E) the Delayed Receivable

Consideration, if any, divided by the number of Outstanding Shares, and (F) the Additional Delayed Merger Consideration, if any, divided by the number of Outstanding Shares. “ Delayed Cash Consideration ” means an amount equal to $10.00 for each $1.00 that EBITDA exceeds $4,600,000 for the fiscal year ended December 31, 2007 (“ Fiscal 2007 ”), or $6,500,000 for the fiscal year ended December 31, 2008 (“ Fiscal 2008 ”), but not to exceed $2,000,000 in the aggregate for Fiscal 2007 and Fiscal 2008 combined. “ Delayed Stock Consideration ” means (a) for Fiscal 2007, an amount equal to 1⅔ shares of Parent Common Stock for each $1.00 that EBITDA exceeds $4,800,000 for Fiscal 2007, or (b) for Fiscal 2008, an amount equal to a number of shares equal to the 2008 Stock Formula for each $1.00 that EBITDA exceed the 2008 EBITDA Threshold, but not to exceed 2,000,000 shares in the aggregate for Fiscal 2007 and Fiscal 2008 combined. “2008 Stock Formula” means the quotient of one divided by the quotient of (i) the difference between $8,500,000 minus the 2008 EBITDA Threshold divided by (ii) the difference between 2,000,000 million shares and the number of shares, if any, of Delayed Stock Consideration earned in Fiscal 2007. “ 2008 EBITDA Threshold ” means an amount equal to $6,500,000 plus the quotient of (a) the difference between $2,000,000 minus the amount of Delayed Cash Consideration earned in Fiscal 2007 divided by (b) ten. “ Delayed Receivable Consideration ” means an amount equal to $0.50 for each $1.00 collected in respect of amounts owed by the Obligated Parties at any time prior to the two year anniversary of the Closing Date in respect of amounts owed by the Obligated Parties to the Company as of the date of this Agreement. “ Additional Delayed Merger Consideration ” means an amount equal to two percent of the increase in annual Net Sales of Parent for the Fiscal 2007, Fiscal 2008 and fiscal year ending December 31, 2009 over Parent’s Net Sales for the immediately preceding fiscal year (i.e., the increase of 2007 Net Sales over 2006 Net Sales, the increase of 2008 Net Sales over 2007 Net Sales and the increase of 2009 Net Sales over 2008 Net Sales); provided that the amount of Additional Delayed Merger Consideration shall not exceed $600,000 in any year. For purposes of this Agreement, “ Net Sales ” shall mean gross sales as set forth on Parent’s audited annual financial statements less promotional discounts and allowances to the extent such discounts and allowances are included in gross sales. For the fiscal year ending December 31, 2006, the Net Sales of the Company prior to the Effective Time and of the Surviving Corporation after the Effective Time shall constitute Net Sales of Parent. For purposes of this Agreement, “ EBITDA ” shall mean operating income derived from the operations of the Surviving Corporation for the specified period plus depreciation and amortization attributable to the operations of the Surviving Corporation for such period minus any amounts included in EBITDA (a) derived from the sale of the Company’s interest in TurfStores.com, Inc. d/b/a Turf Store Co. and (b) collected from the Obligated Parties in respect of amounts owed by the Obligated Parties to the Company as of the date of this Agreement; provided, however, that in the event the Surviving Company shall have acquired, either through the acquisition of substantially all of the assets, all of the stock or by merger or otherwise, an operating business (the “ Target Business ”) the amount of operating income plus depreciation and amortization (the “ Target Income ”) generated from the Target Business that shall be included for purposes of calculating EBITDA will be the amount by which the Target Income generated during the period