AMENDMENT #1 TO COMMERCIAL LOAN AGREEMENT Accounts Receivable and/or Inventory Financing

Exhibit 4.2

LOAN NUMBER		LOAN NAME		ACCT. NUMBER		ORIGINAL AGREEMENT DATE
156833		Optical Cable Corporation		19398		9/22/06
NOTE AMOUNT		INDEX (w/Margin)				MATURITY DATE		LOAN PURPOSE
$2,000,000.00		30 day LIBOR plus 2.150%				2/28/08		Commercial

AMENDMENT #1 TO COMMERCIAL LOAN AGREEMENT

Accounts Receivable and/or Inventory Financing

DATE AND PARTIES. The date of this Amendment #1 to Commercial Loan Agreement (hereafter “Amended Agreement”) is February 29, 2008. The parties and their addresses are as follows:

LENDER:		BORROWER:
VALLEY BANK		OPTICAL CABLE CORPORATION
00 X. Xxxxxx Xxx. X.X. Xxxxxxx, Xxxxxxxx 00000		a Virginia Corporation 0000 Xxxxxxxxx Xxxxx Xxxxxxx, Xxxxxxxx 00000

WHEREAS, by mutual agreement the parties desire to modify certain terms of that Commercial Loan Agreement dated September 22, 2006 (“Original Agreement”),

NOW THEREFORE, in exchange for mutual consideration, the sufficiency of which is hereby acknowledged, the parties agree that the Original Agreement is hereby supplemented, amended, corrected, and restated as follows:

1) The Original Agreement is hereby extended through April 28, 2008.

2) Except as supplemented, amended, and corrected herein, all of the terms and conditions of the Original Agreement otherwise remain in full force and effect.

SIGNATURES. By signing under seal, the parties hereby agree to the extension contained in this Agreement. The parties hereto also acknowledge receipt of a copy of this Amended Agreement.

BORROWER:						LENDER:
Optical Cable Corporation						Valley Bank

By:		/s/ Xxxxx X. Xxxxx		(Seal)		By:		/s/ Xxxxx Xxxxxx		(Seal)
Name:		Xxxxx X. Xxxxx				Name:		Xxxxx Xxxxxx
Title		Vice President and CFO				Title:		Vice President