0000950134-05-002336 Sample Contracts

FIFTH AMENDMENT OF SUBORDINATED NOTE AND WARRANT PURCHASE AGREEMENT
Subordinated Note and Warrant Purchase Agreement • February 9th, 2005 • Crown Crafts Inc • Broadwoven fabric mills, cotton • New York

This Fifth Amendment, dated effective as of February 4, 2005, by and among CROWN CRAFTS, INC. (the “Company”), and BANC OF AMERICA STRATEGIC SOLUTIONS, INC. (assignee of Bank of America, N.A.), THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, and WACHOVIA BANK, NATIONAL ASSOCIATION (successor by merger to Wachovia Bank, N.A.) (collectively, the “Purchasers”).

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SEVENTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • February 9th, 2005 • Crown Crafts Inc • Broadwoven fabric mills, cotton • Georgia

THIS SEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Seventh Amendment”) is dated as of the 4th day of February, 2005 among CROWN CRAFTS, INC., CHURCHILL WEAVERS, INC., HAMCO, INC. and CROWN CRAFTS INFANT PRODUCTS, INC. (collectively, the “Borrowers”), WACHOVIA BANK, NATIONAL ASSOCIATION (successor by merger to Wachovia Bank, N.A.), as Agent (the “Agent”) and WACHOVIA BANK, NATIONAL ASSOCIATION (successor by merger to Wachovia Bank, N.A.), BANC OF AMERICA STRATEGIC SOLUTIONS, INC. (assignee of Bank of America, N.A.) and THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, as Lenders (collectively, the “Lenders”);

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