AMENDMENT NO. 4
TO CREDIT AGREEMENT
This Amendment No. 4 is entered into as of September 27,
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,
to change the Revolving Loan Commitment Amount and to increase the
interest rate. 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. Amendments. (a) Section 1.1 of the Credit Agreement
is amended by substituting the date March 31, 1996 for the date
September 30, 1995 in the definition of Conversion Date, (b) (i)
Section 1.1 of the Credit Agreement is amended by substituting the
figure $30,000,000 for the figure $15,000,000 in clause (b) of the
definition of Revolving Loan Commitment Amount and (ii) the signature
page of the Credit Agreement is amended by substituting the
figure $30,000,000 for the figure $15,000,000 thereon, (c) on and
after the earlier of (i) October 13, 1995 and (ii) the closing date
of the sale of the Notes described in the preliminary prospectus
supplement dated September 18, 1995 to the form S-3 registration
statement of TL Lease Funding Corp. IV (file No. 33-95108) (A) the
provisions set forth in Section 1(b) hereof shall no longer be
effective and (B) (1) Section 1.1 of the Credit Agreement is
amended by substituting the figure $15,000,000 for the figure
$30,000,000 in clause (b) of the definition of Revolving Loan
Commitment Amount and (2) the signature page of the Credit
Agreement is amended by substituting the figure $15,000,000 for the
figure $30,000,000 thereon, and (d) on and after January 1, 1996
(i) Section 1.1 of the Credit Agreement is amended by adding the
phrase, "plus seventy-five basis points (.75%) per annum" to the
end of the first sentence of the definition of Reference Rate and
(ii) Section 5.1(b) of the Credit Agreement is amended by substituting
the phrase "one hundred fifty basis points (1.50%)" for the
phrase "seventy-five basis points (.75%)" therein.
2. No Further Amendment. Except as set forth above,
the Credit Agreement shall continue in full force and effect
without modification.
3. Effectiveness; Note. This Amendment shall become
effective upon the execution and delivery by the Company and by
First Union of a copy of this Amendment and the execution and
delivery by the Company of a substitute promissory note reflecting
the amendment set forth in Section 1(b). 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:____________________________________
