AMENDMENT NO. 1
SECOND AMENDED AND RESTATED CREDIT AGREEMENT
This Amendment No. 1 to Second Amended and Restated Credit Agreement , dated as of
January 24, 2008 (the “Amendment”), among LIFE TIME FITNESS, INC., a Minnesota corporation (the “
Borrower ”), the banks from time to time party hereto (individually, a “ Bank ” and, collectively, the “ Banks ”),
and U. S. BANK NATIONAL ASSOCIATION, a national banking association, one of the Banks, as
Administrative Agent for the Banks (in such capacity, the “ Agent ”) and Lead Arranger, and J. P. MORGAN
SECURITIES INC. and ROYAL BANK OF CANADA, as Co-Syndication Agents, and BMO Capital
Markets, as Documentation Agent.
A. The Borrower, the Banks, the Agent, the Lead Arranger, the Co-Syndication Agents and the
Documentation Agent are the parties to that certain Second Amended and Restated Credit Agreement dated as
of May 31, 2007 (the “Original Agreement”).
B. The Borrower has requested that the Agent and the Banks amend certain provisions of the Original
C. Subject to the terms and conditions of this Amendment, the Agent and the Banks will agree to the
foregoing request of the Borrower.
NOW, THEREFORE, the parties agree as follows:
1. Defined Terms . All capitalized terms used in this Amendment shall, except where the context otherwise
requires, have the meanings set forth in the Original Agreement as amended hereby.
2. Amendments . The Original Agreement is hereby amended as follows:
(a) Subpart (b)(v) of the definition of “ Permitted Permanent Loan ” appearing in Section 1.1 of the Original
Agreement is amended in its entirety to read as follows:
“(v)(A) the only security for such Indebtedness are: (1) the real property and improvements relating to
such Clubs being financed by such Permitted Permanent Loan, (2) the LTF Lease relating to such Clubs,
(3) if required to be by the original Related Agreements evidencing or securing