[BANK OF AMERICA LOGO]
AMENDMENT NO. TWO TO LOAN DOCUMENTS
This Amendment No. Two (the "Amendment") dated as of August 22, 2002, is between Bank of America, N.A.
("Lender") and Collegiate Pacific, Inc. ("Borrower").
A. Borrower has executed various documents concerning credit extended by the Lender, including, without
limitation, the following documents (the "Loan Documents"):
1. A certain Loan Agreement dated as of December 26, 2001 and a certain Amendment No. One to Loan
Documents dated July 15, 2002
(together with any previous amendments, the "Loan Agreement")
B. Lender and Borrower desire to amend the Loan Documents.
1. Definitions. Capitalized terms used but not defined in this Amendment shall have the meaning given to them in
the Loan Documents.
BORROWING BASE. The words "Borrowing Base" mean as determined by Lender from time to time, the
lesser of (1) $5,000,000.00 or (2) the sum of 85.000% of the aggregate amount of Eligible Accounts, plus (b)
40.000% of the aggregate amount of Eligible Inventory (limited to 100.000% of Eligible Accounts in the
Borrowing Base plus $1,000,000.00) less (c) any Letters of Credit issued under the Letter of Credit Facility.
2. Amendments to Loan Agreement. The Loan Agreement is hereby amended as follows:
(a) Addition of Paragraph. The following paragraph is hereby added immediately following the paragraph entitled
"Financial Covenants and Ratios" Other Ratios":
DEBT SERVICE COVERAGE RATIO. Maintain on consolidated basis a Debt Service Coverage Ratio of at
least 1.5:1.0. "Debt Service Coverage Ratio" means the ratio of Cash Flow to the sum of the current portion of
long term debt and the current portion of capitalized lease obligations plus interest expense on all obligations.
"Cash Flow" is defined as (a) net income, after income tax, (b) less income or plus loss from discontinued
operations and extraordinary items, (c) plus depreciation, depletion, amortization and other non-cash charges, (d)