SECOND LIEN DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT, FINANCING STATEMENT AND FIXTURE FILING FROM DEL LABORATORIES, INC.

Exhibit 10.10

SECOND LIEN DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS,

SECURITY AGREEMENT, FINANCING STATEMENT AND FIXTURE FILING

FROM

DEL LABORATORIES, INC.

To

Biberstein & Nunalee, LLP

as Trustee for the benefit of

JPMORGAN CHASE BANK, N.A.

Dated: October 28, 2005

Premises: Carver Road                        

                                Rocky Point, North Carolina 28457

   County of Pender

COLLATERAL IS OR INCLUDES FIXTURES

(THIS DOCUMENTS SERVES AS A FIXTURE FILING UNDER SECTION 25-9-502 OF

THE NORTH CAROLINA UNIFORM COMMERCIAL CODE.)

THIS DEED OF TRUST IS GIVEN PARTLY TO SECURE FUTURE OBLIGATIONS

WHICH MAY BE INCURRED HEREUNDER.

Prepared by and after recordation return to:

Latham & Watkins LLP

885 Third Avenue, Suite 1000

New York, New York 10022

Attn: Stephanie Quaranta, Esq.

TABLE OF CONTENTS

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Exhibit A: legal description

INDEX OF DEFINED TERMS

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SECOND LIEN DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS,

SECURITY AGREEMENT, FINANCING STATEMENT AND FIXTURE

FILING

This Second Lien Deed of Trust, Assignment of Leases and Rents, Security Agreement, Financing Statement and Fixture Filing (this “ Deed of Trust ”) is executed as of October 28, 2005, by Del Laboratories, Inc., a Delaware corporation (“ Grantor ”), having an address at 178 EAB Plaza, Uniondale, New York 11556, in favor of Biberstein & Nunalee, LLP (“ Trustee ”), having an address at P.O. Box 428, Burgaw, North Carolina 28425, for the benefit of JP MORGAN CHASE BANK, N.A., a New York banking corporation (“ Beneficiary ”), having an address at 270 Park Avenue, 4 ^th Floor, New York, New York 10017 individually and as Administrative Agent (as defined in the Credit Agreement defined below) for the Lenders under the Credit Agreement more fully described below.

1. DEFINITIONS

As used herein, the following terms shall have the following meanings:

“ Covenants ”: All of the agreements, covenants, conditions and other obligations made or undertaken by Grantor or any other person or entity to Beneficiary or to any other Secured Party (as defined in the Guarantee and Collateral Agreement) as set forth in the Loan Documents.

“ Intercreditor Agreement ”: The Intercreditor Agreement dated as of October 28, 2005 by and among Borrower, Beneficiary, in its capacity as Administrative Agent under the Credit Agreement and Wells Fargo Bank, N.A., in its capacity as Collateral Agent under the Collateral Agency Agreement dated as of the date hereof between it, as Collateral Agent, and Wells Fargo Bank, N.A., as trustee under the Senior Secured Note Indenture (as defined in the Credit Agreement).

“ Loan Documents ”: The (1) Credit Agreement dated as of October 28, 2005 by and among DLI Holding II Corp., a Delaware corporation, as Holdings; the Lenders from time to time party thereto; JP Morgan Securities, Inc, as sole lead arranger and sole bookrunner and Beneficiary, as administrative agent (the “ Credit Agreement ”), (2) the Security Documents (including this Deed of Trust) and the Notes, each as defined in the Credit Agreement and (3) each other agreement, certificate or document executed by any Group Member (as defined in the Credit Agreement) and delivered to any Agent (as defined in the Credit Agreement) or any Lender pursuant to the Credit Agreement or any Security Document.

“ Mortgaged Property ”: All of Grantor’s right, title and interest in or to (1) the real property described in Exhibit A , together with any greater estate therein as hereafter may be acquired by Grantor (the “ Land ”), (2) buildings, structures and other improvements, now or at any time situated, placed or constructed upon the Land (the “ Improvements ”), (3) fixtures, materials, supplies, equipment, apparatus and other items of personal property now owned or hereafter acquired by Grantor and now or hereafter attached to, installed in or used primarily in connection with any of the Improvements or the Land, and all water, gas, electrical, storm and sanitary

sewer facilities and all other utilities whether or not situated in easements (the “ Fixtures ”), (4) all goods, accounts, general intangibles, instruments, documents, chattel paper and all other personal property of any kind or character, including such items of personal property as defined in the UCC, now owned or hereafter acquired by Grantor and now or hereafter affixed to, placed upon, used primarily in connection with, or arising from or otherwise related to the Land and Improvements or that may be used in or relating to the planning, development, financing or operation of the Mortgaged Property, including, without limitation, furniture, furnishings, equipment, machinery, money, insurance proceeds, accounts, contract rights, goodwill, chattel paper, documents, property licenses and/or franchise agreements, rights of Grantor under leases of Fixtures or other personal property or equipment, inventory, all refundable, returnable or reimbursable fees, deposits or other funds or evidences of credit or indebtedness deposited by or on behalf of Grantor with any governmental authorities, boards, corporations, providers of utility services, public or private, including specifically, but without limitation, all refundable, returnable or reimbursable tap fees, utility deposits, commitment fees and development costs but only to the extent assignable (the “ Personalty ”), (5) reserves, escrows or impounds required under the Credit Agreement and all deposit accounts maintained by Grantor with respect solely to the Mortgaged Property, (6) plans, specifications, shop drawings and other technical descriptions prepared for construction, repair or alteration of the Improvements, and all amendments and modifications thereof (the “ Plans ”), (7) all leases, subleases, licenses, concessions, occupancy agreements or other agreements (written or oral, now or at any time in effect) which grant a possessory interest in, or the right to use, all or any part of the Mortgaged Property (the “ Leases ”), together with all related security and other deposits, (8) all of the rents, revenues, income, proceeds, profits, security and other types of deposits, and other benefits paid or payable by parties to the Leases other than Grantor for using, leasing, licensing, possessing, operating from, residing in, selling or otherwise enjoying the Mortgaged Property (the “ Rents ”), (9) to the extent assignable, all other agreements, such as construction contracts, architects’ agreements, engineers’ contracts, utility contracts, maintenance agreements, management agreements, service contracts, permits, licenses, certificates and entitlements in any way relating to the development, construction, use, occupancy, operation, maintenance, enjoyment, acquisition or ownership of the Mortgaged Property (the “ Property Agreements ”), (10) all rights, privileges, tenements, hereditaments, rights-of-way, easements, appendages and appurtenances appertaining to the foregoing, and all right, title and interest, if any, of Grantor in and to any streets, ways, alleys, strips or gores of land adjoining the Land or any part thereof, (11) accessions, replacements and substitutions for any of the foregoing and all proceeds thereof, (12) all proceeds of and any unearned premiums on any insurance policies covering any of the above property now or hereafter acquired by Grantor, (13) all mineral, water, oil and gas rights now or hereafter acquired and relating to all or any part of the Mortgaged Property and (14) any awards, remunerations, reimbursements, settlements or compensation heretofore made or hereafter to be made by any governmental authority pertaining to the Land, Improvements, Fixtures or Personalty. As used in this Deed of Trust, the term “ Mortgaged Property ” shall mean all or, where the context permits or requires, any portion of the above or any interest therein.

“ Obligations ”: As defined in the Credit Agreement, as well as all obligations arising under the Guarantee and Collateral Agreement and including, without limitation, all other indebtedness, obligations and liabilities now or hereafter existing of any kind of Grantor to Beneficiary or the Lenders under documents that recite that they are intended to be secured by this Deed of Trust.

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“ Permitted Encumbrances ”: The outstanding liens, easements, restrictions, security interests and other exceptions to title set forth in the policy of title insurance insuring the lien of this Deed of Trust issued on the date hereof, together with the liens and security interests in favor of Beneficiary created or permitted by the Loan Documents and Section 7.3 of the Credit Agreement.

“ UCC ”: The Uniform Commercial Code of the State of North Carolina or the Uniform Commercial Code in effect in any other state if applicable.

All terms used but not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement.

2. GRANT . To secure the full and timely payment and performance of the Obligations, Grantor MORTGAGES, GRANTS, BARGAINS, SELLS, TRANSFERS, ASSIGNS and HYPOTHECATES and CONVEYS the Mortgaged Property to Trustee, IN TRUST, WITH POWER OF SALE, subject, however, to the Permitted Encumbrances. The latest scheduled maturity date of the secured debt is October 28, 2011.

3. WARRANTIES, REPRESENTATIONS AND COVENANTS . Grantor warrants, represents and covenants to Trustee and Beneficiary as follows:

3.1 Title to Mortgaged Property and Lien of this Instrument . Grantor owns the Mortgaged Property free and clear of any liens, claims or interests, except the Permitted Encumbrances. This Deed of Trust creates a valid, enforceable second priority lien and security interest against the Mortgaged Property subject only to the Permitted Encumbrances.

3.2 Second Lien Status . Grantor shall preserve and protect the second lien and security interest status of this Deed of Trust and the other Loan Documents. If any lien or security interest other than a Permitted Encumbrance is asserted against the Mortgaged Property, Grantor shall promptly, and at its expense, (a) give Beneficiary a detailed written notice of such lien or security interest (including origin, amount and other terms), and (b) pay the underlying claim in full or take such other action so as to cause it to be released or contest the same in compliance with the requirements of the Credit Agreement (including the requirement of providing a bond or other security satisfactory to Beneficiary to the extent required by the Credit Agreement).

3.3 Payment and Performance . Grantor shall pay and perform the Obligations when due under the Loan Documents to which it is a party and shall perform the Covenants under the Loan Documents to which it is a party in full when they are required to be performed.

3.4 Replacement of Fixtures and Personalty . Except as permitted by the Credit Agreement, Grantor shall not, without the prior written consent of Beneficiary, not to be unreasonably withheld, permit any of the Fixtures or Personalty to be removed at any time from the Land or Improvements, unless the removed item is removed temporarily for maintenance and repair or, if removed permanently, is immaterial or is obsolete and in either case, is replaced by an article of equal or better suitability and value, owned by Grantor subject to the liens and security interests

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of this Deed of Trust and the other Loan Documents, and free and clear of any other lien or security interest except such as may be first approved in writing by Beneficiary.

3.5 Maintenance of Rights of Way, Easements and Licenses . Grantor shall maintain, in the ordinary course of business, all rights of way, easements, grants, privileges, licenses, certificates, permits, entitlements and franchises necessary for the use of the Mortgaged Property and will not, without the prior consent of Beneficiary, not to be unreasonably withheld or delayed, consent to any public restriction (including any zoning ordinance) or private restriction as to the use of the Mortgaged Property which restriction is reasonably likely to materially and adversely affect the current use of the Mortgaged Property. Grantor shall comply in all material respects with all restrictive covenants affecting the Mortgaged Property, and all zoning ordinances and other public or private restrictions as to the use of the Mortgaged Property.

3.6 Inspection . Grantor shall permit Beneficiary and its agents, representatives and employees, upon reasonable prior notice to Grantor and during normal business hours (except in the case of an emergency, in which case no notice shall be necessary), to inspect the Mortgaged Property and conduct such environmental, to the extent Beneficiary believes that there is a reasonable possibility that a release of Materials of Environmental Concern in violation of Environmental Laws may have occurred or is occurring, engineering and other studies as Beneficiary may reasonably require, provided that such inspections and studies shall not materially interfere with the use and operation of the Mortgaged Property. Beneficiary shall indemnify Grantor for all losses relating to its or its agent’s gross negligence and willful misconduct in connection with such inspection and studies.

3.7 Other Covenants . All of the covenants in the Credit Agreement are incorporated herein by reference.

4. DEFAULT AND FORECLOSURE

4.1 Remedies . During the occurrence and continuance of an Event of Default, Beneficiary may, at Beneficiary’s election and by or through Trustee or otherwise, exercise any or all of the following rights, remedies and recourses:

4.1.1 Acceleration. To the extent permitted by the Credit Agreement, declare the Obligations to be immediately due and payable, without further notice, presentment, protest, notice of intent to accelerate, notice of acceleration, demand or action of any nature whatsoever (each of which hereby is expressly waived by Grantor), whereupon the same shall become immediately due and payable.

4.1.2 Entry on Mortgaged Property. Enter the Mortgaged Property and take exclusive possession thereof and of all books, records and accounts relating thereto. If Grantor remains in possession of the Mortgaged Property after an Event of Default and without Beneficiary’s prior written consent, Beneficiary may invoke any legal remedies to dispossess Grantor.

4.1.3 Operation of Mortgaged Property. Hold, lease, develop, manage, operate or otherwise use the Mortgaged Property upon such terms and conditions as Beneficiary may deem reasonable under the circumstances (making such repairs, alterations, additions and

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improvements and taking other actions, from time to time, as Beneficiary deems necessary or desirable), and apply all Rents and other amounts collected by Trustee in connection therewith in accordance with the provisions of Section 4.7 hereof.

4.1.4 Remedies of Beneficiary upon Default. Upon the occurrence of any Event of Default, Beneficiary may, at its option, without prior notice to Grantor, declare the Obligations to be immediately due and payable in full; and, on application of Beneficiary, Trustee shall foreclose this Deed of Trust in any manner permitted by North Carolina law, including selling the Mortgaged Property or any part thereof at public sale to the last and highest bidder for cash, free of any equity of redemption, homestead, dower, curtesy or other state or federal exemption, all of which are expressly waived by Grantor, after compliance with applicable North Carolina laws relating to foreclosure sales under power of sale; and Trustee shall execute and deliver to the purchaser a Trustee’s deed conveying the Mortgaged Property so sold without any covenant or warranty, expressed or implied. The recitals in the Trustee’s deed shall be prima facie evidence of the truth of the statements made therein. The proceeds of any such sale shall be applied in the manner and in the order prescribed by applicable North Carolina law, it being agreed that the expenses of any such sale shall include a commission of five per cent of the gross sales price to Trustee for holding such sale and for all services performed by him hereunder excluding expenses incurred in making sale. In the event a foreclosure suit or special proceeding is commenced, and no sale is held, then the Grantor shall pay to the Trustee: (a) all expenses incurred by Trustee and (b) a partial commission computed on five percent of the balance of the unpaid Obligations. Beneficiary may bid and become the purchaser at any sale under this Deed of Trust. At any such sale Trustee may at his election require the successful bidder immediately to deposit with Trustee cash in an amount equal to all or any part of the successful bid and notice of any such requirement need not be included in the advertisement of the notice of such sale. If foreclosure proceedings are instituted under this Deed of Trust, Trustee is hereby authorized to take posses