Exhibit 10.32
TENTH AMENDMENT TO SECOND AMENDED
AND RESTATED REVOLVING CREDIT FACILITY
THIS TENTH AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING
CREDIT
FACILITY dated as of November 1, 2002 (the "Tenth Amendment") is by and between
STANLEY FURNITURE COMPANY, INC., a Delaware corporation (the "Borrower"); and
PNC BANK, NATIONAL ASSOCIATION, a national banking association, successor in interest to National
Bank of Canada, a Canadian chartered bank (the "Lender").
RECITALS
A. The Lender has made a certain credit facility available to the Borrower pursuant to the terms and conditions
contained in that certain Second Amended and Restated Revolving Credit Facility dated as of February 15, 1994
among the Borrower, National Canada Finance Corp. and National Bank of Canada, as amended by a First
Amendment to Second Amended and Restated Credit Agreement dated as of August 21, 1995, a Second
Amendment to Second Amended and Restated Credit Agreement dated as of October 14, 1996, a Third
Amendment to Second Amended and Restated Credit Agreement dated as of June 24, 1997, a Fourth
Amendment to Second Amended and Restated Revolving Credit Agreement dated as of February 24, 1998, a
Fifth Amendment to Second Amended and Restated Revolving Credit Agreement dated as of March 10, 1999,
a Sixth Amendment to Second Amended and Restated Revolving Credit Agreement dated as of March 30,
2000, a Seventh Amendment to Second Amended and Restated Revolving Credit Agreement dated as of March
31, 2000, an Eighth Amendment to Second Amended and Restated Revolving Credit Agreement dated as of
December 18, 2001 and a Ninth Amendment to Second Amended and Restated Revolving Credit Facility dated
as of August 16, 2002 (as amended, the "Loan Agreement").
B. The Loan Agreement and the other documents executed in connection therewith were assigned from National
Canada Finance Corp. to National Bank of Canada and then from National Bank of Canada to Lender pursuant
to an Asset Purchase Agreement dated as of Novembe