AMENDMENT NO. 3
TO CREDIT AGREEMENT
This Amendment No. 3 is entered into as of September 8,
1995, between TRANS LEASING INTERNATIONAL, INC., a Delaware corporation
(the "Company"), and FIRST UNION NATIONAL BANK OF NORTH CAROLINA
("First Union"), individually and as Agent.
The parties hereto are the parties to a Credit Agreement
dated as of December 9, 1994 (as amended through the date hereof,
the "Credit Agreement") and desire to extend the Conversion Date
from September 11, 1995 to September 30, 1995. All capitalized
terms used herein shall have the same meanings as in the Credit
Agreement.
NOW THEREFORE, in consideration of the foregoing premises
and the agreements hereinafter set forth, and for the good and
valuable consideration the receipt and sufficiency of which is
hereby acknowledged, the parties hereto agree as follows:
1. Amendment. Section 1.1 of the Credit Agreement is
hereby amended by substituting the date September 30, 1995 for the
date September 11, 1995 in the definition of Conversion Date.
2. No Further Amendment. Except as set forth above,
the Credit Agreement shall continue in full force and effect
without modification.
3. Effectiveness. This Amendment shall become effective
upon the execution and delivery by the Company and by First
Union of a copy of this Amendment. This Amendment may be executed
in two counterparts, each of which shall be an original, but all of
which will constitute one and the same instrument.
IN WITNESS WHEREOF, the parties have caused this Amendment to
be executed by their respective officers thereunto duly
authorized as of the date first written above.
TRANS LEASING INTERNATIONAL, INC.
By:_____________________________________
Title:___________________________________
FIRST UNION NATIONAL BANK OF NORTH
CAROLINA, individually and as Agent
By:______________________________________
Title:____________________________________