SECOND AMENDMENT TO
SECURITY AND LOAN AGREEMENT
This Second Amendment to Security and Loan Agreement
("Amendment") amends that certain Security and Loan Agreement
and the Addendum thereto (the "Addendum"), each dated July 24,
1997, between Monterey Pasta Company ("Borrower") and Imperial
Bank ("Bank") (collectively, the Security and Loan Agreement and
the Addendum, as modified and amended to the date hereof, are
referred to herein as the "Agreement") as follows:
1. Paragraph 9. C. of the Addendum is hereby
amended and restated to read in its entirety as follows:
"c. At all times maintain a minimum working capital
(Borrower's current assets minus current liabilities) of not
less than Seven hundred Fifty Thousand Dollars ($750,000)."
2. This amendment is effective as of June 22, 1998.
3. Except as expressly amended hereby, the Agreement
remains unmodified and in full force and effect.
IN WITNESS WHEREOF, the parties have executed this
Amendment as of June 22, 1998.
"BORROWER"
Monterey Pasta Company
/s/ XXXXXXX X. XXXXXXXX
by_______________________________
Xxxxxxx X. Xxxxxxxx, Chief Financial Officer
"BANK"
Imperial Bank
/s/ XXXXX XXXXXX
by_____________________________
Xxxxx Xxxxxx, Vice President
