from SB-2
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<page> 1 Exhibit 1.4 , 1997 Ms. Helene K. Netter Managing Director - Corporate Finance Stuart, Coleman & Co., Inc. 11 West 42nd Street - 15th Floor New York, Ny 10036 Re: Common Stock of Surrey, Inc. Owned by John Van Der Hagen Dear Ms. Netter: The Undersigned Hereby Agrees Not to Sell or Transfer the 1,122,727 Shares of Common Stock, No Par Value, of Surrey, Inc. (The "Common Stock") for a Period of Twenty (20) Months From the Closing Date of the Initial Public Offering of Surrey, Inc. Without the Prior Written Consent of Stuart, Coleman & Co., Inc. Notwithstanding Anything to the Contrary Contained Above, I Understand That I May Transfer Some of the Shares of Common Stock to Members of My Immediate Family, Providing Each One Signs a Separate Agreement Agreeing to Be Bound by the Twenty (20) Month Lock-Up Period. Very Truly Yours, John Van Der Hagen
