SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):  December 19, 2003


                               TRIMAS CORPORATION
               (Exact name of registrant as specified in charter)

                                    Delaware
                 (State or other jurisdiction of incorporation)

           333-100351                                   38-2687639
    (Commission File Number)               (IRS Employer Identification Number)


39400 Woodward Avenue, Ste. 130, Bloomfield Hills, MI           48304
- --------------------------------------------------------------------------------
       (Address of principal executive offices)               (Zip Code)


Registrant's telephone number, including area code:          (248) 631-5450
                                                    ----------------------------

                                 Not applicable
- --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)


Item 5. Other Events and Regulation FD Disclosure. Attached hereto as Exhibit 10 is Amendment No. 1 and Agreement dated as of December 17, 2003 to the Credit Agreement dated as of June 6, 2002, as Amended and Restated as of June 6, 2003 among TriMas Corporation, TriMas Company LLC, the Subsidiary Term Borrowers and the Foreign Subsidiary Borrowers, the lenders from time to time party thereto, JPMorgan Chase Bank, as administrative agent and collateral agent, CSFB Cayman Islands Branch, as syndication agent, Comerica Bank, as documentation agent, National City Bank, as documentation agent, and Wachovia Bank, National Association, as documentation agent. Item 7. Financial Statements and Exhibits. (c) Exhibits. The following exhibit is filed herewith: Exhibit No. Description ----------- ----------- 10 Attached hereto as Exhibit 10 is Amendment No. 1 and Agreement dated as of December 17, 2003 to the Credit Agreement dated as of June 6, 2002, as Amended and Restated as of June 6, 2003 among TriMas Corporation, TriMas Company LLC, the Subsidiary Term Borrowers and the Foreign Subsidiary Borrowers, the lenders from time to time party thereto, JPMorgan Chase Bank, as administrative agent and collateral agent, CSFB Cayman Islands Branch, as syndication agent, Comerica Bank, as documentation agent, National City Bank, as documentation agent, and Wachovia Bank, National Association, as documentation agent. 2

SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TRIMAS CORPORATION By: /s/ Grant H. Beard Name: Grant H. Beard Title: President and Chief Executive Officer Dated: December 22, 2003 3

EXHIBIT INDEX Exhibit No. Description - ----------- ------------------------------------------------------------ 10 Attached hereto as Exhibit 10 is Amendment No. 1 and Agreement dated as of December 17, 2003 to the Credit Agreement dated as of June 6, 2002, as Amended and Restated as of June 6, 2003 among TriMas Corporation, TriMas Company LLC, the Subsidiary Term Borrowers and the Foreign Subsidiary Borrowers, the lenders from time to time party thereto, JPMorgan Chase Bank, as administrative agent and collateral agent, CSFB Cayman Islands Branch, as syndication agent, Comerica Bank, as documentation agent, National City Bank, as documentation agent, and Wachovia Bank, National Association, as documentation agent. 4

                                                                      Exhibit 10


                    AMENDMENT NO. 1 AND AGREEMENT dated as of December 17, 2003
               (this "Amendment"), with respect to the Credit Agreement dated as
               of June 6, 2002, as Amended and Restated as of June 6, 2003 (as
               amended, supplemented or otherwise modified from time to time,
               the "Credit Agreement"), among TriMas Corporation, a Delaware
               corporation ("Holdings"), TriMas Company LLC, a Delaware limited
               liability company (the "Parent Borrower"), the Subsidiary Term
               Borrowers and the Foreign Subsidiary Borrowers (each, as defined
               in the Credit Agreement) party thereto (collectively, with the
               Parent Borrower, the "Borrowers"), the lenders from time to time
               party thereto (the "Lenders"), JPMorgan Chase Bank, a New York
               banking corporation, as administrative agent and collateral
               agent, CSFB Cayman Islands Branch, as syndication agent, Comerica
               Bank, as documentation agent, National City Bank, as
               documentation agent, and Wachovia Bank, National Association, as
               documentation agent.


          A. Pursuant to the Credit Agreement, the Lenders have extended credit
     to the Borrowers pursuant to the terms and subject to the conditions set
     forth therein.

          B. The Borrowers have requested that the Required Lenders agree to
     amend certain provisions of the Credit Agreement as set forth herein.

          C. The Required Lenders are willing so to agree and to amend the
     Credit Agreement pursuant to the terms and subject to the conditions set
     forth herein.

          D. Capitalized terms used and not otherwise defined herein shall have
     the meanings assigned to them in the Credit Agreement.

     In consideration of the premises and the agreements, provisions and
covenants herein contained, the parties hereto agree, on the terms and subject
to the conditions set forth herein, as follows:

     SECTION 1. Amendments to Section 1.01.

          (a) Section 1.01 of the Credit Agreement is hereby amended by deleting
     the following defined term in its entirety:

          "Applicable Rate"

          (b) Section 1.01 of the Credit Agreement is hereby amended by adding
     the following defined term in the appropriate alphabetical order to read as
     follows:

     "Applicable Rate" means, for any day, with respect to any ABR Loan or
Eurocurrency Loan that is a Revolving Loan or a Tranche B Term Loan, or with
respect to the commitment fees payable hereunder, as the case may be, the
applicable rate per annum set forth below under the caption "Revolving Loan ABR
Spread", "Revolving Loan Eurocurrency Spread", "Tranche B Term Loan ABR Spread",
"Tranche B Term Loan Eurocurrency Spread" or "Commitment Fee Rates", as the case
may be, based upon the Leverage Ratio as of the most recent determination date.




=======================================================================================================================
        Leverage Ratio:           Revolving Loan        Revolving Loan           Tranche B/           Tranche B/
                                    ABR Spread        Eurocurrency Spread      Term Loan ABR          Term Loan
                                                                                   Spread         Eurocurrency Spread
- -----------------------------------------------------------------------------------------------------------------------
                                                                                             
          Category 1                   2.25%                 3.25%                 2.50%                 3.50%
    Greater than 4.25 to 1
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          Category 2                   2.00%                 3.00%                 2.25%                 3.25%
Less than or equal to 4.25 to 1
    but greater than 4 to 1
- -----------------------------------------------------------------------------------------------------------------------
          Category 3                   1.75%                 2.75%                 1.75%                 2.75%
 Less than or equal to 4 to 1
   but greater than 3.5 to 1
- -----------------------------------------------------------------------------------------------------------------------
          Category 4                   1.50%                 2.50%                 1.75%                 2.75%
Less than or equal to 3.5 to 1
    but greater than 3 to 1
- -----------------------------------------------------------------------------------------------------------------------
          Category 5                   1.25%                 2.25%                 1.75%                 2.75%
 Less than or equal to 3 to 1
=======================================================================================================================


=======================================================================================================================
                                                 Commitment Fee Rates
- -----------------------------------------------------------------------------------------------------------------------
            Leverage Ratio:                        High Usage Period                      Low Usage Period
- -----------------------------------------------------------------------------------------------------------------------
               Category 1                                0.50%                                  0.75%
          Greater than 4 to 1
- -----------------------------------------------------------------------------------------------------------------------
               Category 2                                0.50%                                  0.50%
    Less than or equal to 4 to 1 but
         greater than 3.5 to 1
- -----------------------------------------------------------------------------------------------------------------------
               Category 3                                0.50%                                  0.50%
   Less than or equal to 3.5 to 1 but
          greater than 3 to 1
- -----------------------------------------------------------------------------------------------------------------------
               Category 4                               0.375%                                 0.375%
      Less than or equal to 3 to 1
=======================================================================================================================




     For purposes of the foregoing, (i) the Leverage Ratio shall be determined
as of the end of each fiscal quarter of the Parent Borrower's fiscal year based
upon Holdings' consolidated financial statements delivered pursuant to Section
5.01(a) or (b) and (ii) each change in the Applicable Rate resulting from a
change in the Leverage Ratio shall be effective during the period commencing on
and including the date of delivery to the Administrative Agent of such
consolidated financial statements indicating such change and ending on the date
immediately preceding the effective date of the next such change; provided that
the Leverage Ratio shall be deemed to be in Category 1 (A) at



                                       2

any time that an Event of Default has occurred and is continuing or (B) if Holdings or the Parent Borrower fails to deliver the consolidated financial statements required to be delivered by it pursuant to Section 5.01(a) or (b), during the period from the expiration of the time for delivery thereof until such consolidated financial statements are delivered. The rate per annum for Incremental Term Loans shall be the rate specified, or the rate per annum determined pursuant to a pricing grid specified, in the applicable Incremental Term Loan Activation Notice as agreed to by the Parent Borrower and the applicable Incremental Lenders; provided that if and for so long as the Applicable Rate with respect to any Incremental Term Loans is greater than 0.25% per annum in excess of the then existing Applicable Rate for Tranche B Term Loans, the Applicable Rate for Tranche B Term Loans shall be increased automatically for such period so that the Applicable Rate for such Incremental Term Loans is no greater than 0.25% per annum in excess of the Applicable Rate for Tranche B Term Loans. SECTION 2. Amendments to Section 5.01. Section 5.01 of the Credit Agreement is hereby amended by deleting clause (e) thereof in its entirety and replacing it with the following text: "(e) no later than February 15 of each fiscal year of Holdings (commencing with the fiscal year ending December 31, 2003), a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flow as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any material revisions of such budget that have been approved by senior management of Holdings;" SECTION 3. Amendments to Section 6.06. Section 6.06 of the Credit Agreement is hereby amended by deleting that Section in its entirety and replacing it with the following text: "SECTION 6.06. Sale and Leaseback Transactions. None of Holdings, the Parent Borrower, any Subsidiary Term Borrower or any Foreign Subsidiary Borrower will, nor will they permit any Subsidiary to, enter into any arrangement, directly or indirectly, whereby it shall sell or transfer any property, real or personal, used or useful in its business, whether now owned or hereinafter acquired, and thereafter rent or lease such property or other property that it intends to use for substantially the same purpose or purposes as the property sold or transferred, except for (a) any such sale of any fixed or capital assets (other than any such transaction to which (b) or (c) below is applicable) that is made for cash consideration in an amount not less than the cost of such fixed or capital asset in an aggregate amount less than or equal to 25% of the Permitted Capital Expenditure Amount, so long as the Capital Lease Obligations associated therewith are permitted by Section 6.01(a)(ix), (b) in the case of property owned as of the Effective Date, any such sale of any fixed or capital assets that is made for cash consideration in an aggregate amount 3

not less than the fair market value of such fixed or capital assets not to exceed $90,000,000 in the aggregate, so long as the Capital Lease Obligations (if any) associated therewith are permitted by Section 6.01(a)(ix) and (c) any Acquisition Lease Financing." SECTION 4. Amendments to Section 6.12. Section 6.12 of the Credit Agreement is hereby amended by deleting the table thereof in its entirety and replacing it with the following table: Period Ratio ------ ----- June 30, 2002, to March 30, 2003 2.50 to 1.00 March 31, 2003, to June 29, 2003 2.60 to 1.00 June 30, 2003, to September 29, 2003 2.35 to 1.00 September 30, 2003, to December 30, 2003 2.45 to 1.00 December 31, 2003, to June 29, 2005 2.25 to 1.00 June 30, 2005, to September 29, 2005 2.35 to 1.00 September 30, 2005, to December 30, 2005 2.45 to 1.00 December 31, 2005, to September 29, 2006 2.65 to 1.00 September 30, 2006, and thereafter 2.75 to 1.00 SECTION 5. Amendments to Section 6.13. Section 6.13 of the Credit Agreement is hereby amended by deleting that section in its entirety and replacing it with the following: "SECTION 6.13. Leverage Ratio. Neither Holdings nor the Parent Borrower will permit the Leverage Ratio as of the last day of any fiscal quarter occurring during any period set forth below to be greater than the ratio set forth below for such period: Period Ratio ------ ----- June 30, 2002, to March 30, 2003 5.25 to 1.00 March 31, 2003, to June 29, 2003 5.00 to 1.00 June 30, 2003, to September 29, 2003 5.25 to 1.00 September 30, 2003, to December 30, 2003 5.00 to 1.00 December 31, 2003, to September 29, 2004 5.50 to 1.00 September 30, 2004, to December 30, 2004 5.25 to 1.00 December 31, 2004, to June 29, 2005 5.00 to 1.00 June 30, 2005, to September 29, 2005 4.75 to 1.00 September 30, 2005, to December 30, 2005 4.50 to 1.00 4

December 31, 2005, to June 29, 2006 4.00 to 1.00 June 30, 2006, to September 29, 2006 3.75 to 1.00 September 30, 2006, to December 30, 2006 3.50 to 1.00 December 31, 2006, and thereafter 3.25 to 1.00" SECTION 6. Representations and Warranties. Each of Holdings and the Borrowers party hereto represents and warrants to the Administrative Agent and the Lenders that: (a) this Amendment has been duly authorized, executed and delivered by it and constitutes its legal, valid and binding obligation enforceable against it in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, reorganization or other similar laws affecting creditors' rights generally and except as enforceability may be limited by general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law); (b) on the date hereof, the representations and warranties set forth in Article III of the Credit Agreement are and will be true and correct with the same effect as if made on the date hereof, except to the extent such representations and warranties expressly relate to an earlier date; and (c) on the date hereof, after giving effect to this Amendment, no Default or Event of Default shall have occurred and be continuing. SECTION 7. Amendment Fee. In consideration of the agreements of the Required Lenders contained in this Amendment, the Borrowers agree to pay to the Administrative Agent, for the account of each Lender that delivers an executed counterpart of this Amendment prior to 5:00 p.m., New York City time, on December 17, 2003, an amendment fee (the "Amendment Fee") in an amount equal to 20 basis points of the aggregate amount of such Lender's outstanding Commitments as of such date. SECTION 8. Conditions to Effectiveness. This Amendment shall become effective as of the date first above written (the "Amendment Date") when: (a) the Administrative Agent shall have received (i) counterparts of this Amendment that, when taken together, bear the signatures of each of Holdings, the Borrowers listed on Schedule 1 hereto and the Required Lenders and (ii) the Amendment Fee; (b) a certificate of an officer of Holdings and the Parent Borrower shall have been delivered to the Administrative Agent (i) confirming that each of the representations and warranties contained in Section 6 hereof are true and correct; and 5

(c) the Administrative Agent shall have received such documents and certificates as the Administrative Agent or its counsel may reasonably request relating to the organization, existence and good standing of each Loan Party and the authorization of this Amendment, all in form and substance satisfactory to the Administrative Agent and its counsel. SECTION 9. Credit Agreement. Except as specifically provided hereby, the Credit Agreement and the other Loan Documents shall continue in full force and effect in accordance with the provisions thereof as in existence on the date hereof. After the date hereof, any reference to any Loan Document shall mean such Loan Document as modified hereby. This Amendment shall be a Loan Document for all purposes. SECTION 10. Applicable Law. This Amendment shall be governed by, and construed in accordance with, the laws of the State of New York. SECTION 11. Counterparts. This Amendment may be executed in two or more counterparts, each of which shall constitute an original but all of which when taken together shall constitute one contract. Delivery of an executed signature page of this Amendment by facsimile transmission shall be effective as delivery of a manually executed counterpart hereof. SECTION 12. Headings. The Section headings used herein are for convenience of reference only, are not part of this Amendment and are not to affect the construction of, or to be taken into consideration in interpreting, this Amendment. 6

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their respective authorized officers as of the day and year first written above. TRIMAS CORPORATION, by /s/ Benson K. Woo Name: Benson K. Woo. Title: TRIMAS COMPANY LLC, by /s/ Benson K. Woo Name: Benson K. Woo Title: THE SUBSIDIARIES LISTED ON SCHEDULE 1 HERETO, by /s/ Benson K. Woo Name: Benson K. Woo Title: JPMORGAN CHASE Bank, individually and as Administrative Agent and Collateral Agent, by /s/ Richard Duker Name: Richard Duker Title: 7

CSFB CAYMAN ISLANDS BRANCH, individually and as Syndication Agent, by /s/ Mark E. Gleason Name: Mark E. Gleason Title: Director by /s/ Joshua Parrish Name: Joshua Parrish Title: Associate COMERCIA BANK, individually and as Documentation Agent, by /s/ Heather Hollidge Name: Heather Hollidge Title: Associate NATIONAL CITY BANK, individually and as Documentation Agent, by Name: Title: WACHOVIA BANK, NATIONAL ASSOCIATION, individually and as Documentation Agent, by /s/ Frederick E. Blumer Name: Frederick E. Blumer Title: Vice President 8

SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: CONTINENTAL ASSURANCE COMPANY, on behalf of its Separate Account (E) By: /s/ Marilou R. McGirr Name: Marilou R. McGirr Title: Vice President and Assistant Treasurer SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: LANDMARK CDO LIMITED, By: Aladdin Capital Management LLC as Manager By: /s/ Joseph Moroney Name: Joseph Moroney, CFA Title: Authorized Signatory 9

SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: LANDMARK II CDO LIMITED, By: Aladdin Capital Management LLC as Manager By: /s/ Joseph Moroney Name: Joseph Moroney, CFA Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: LANDMARK III CDO LIMITED, By: Aladdin Capital Management LLC as Manager By: /s/ Joseph Moroney Name: Joseph Moroney, CFA Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: NOMURA BOND & LOAN By: UFJ Trust Bank Limited as Trustee By: Nomura Corporate Research and Asset Management Inc. as Attorney in Fact By: /s/ Rick Stewart Name: Rick Stewart Title: Managing Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: CLYDESDALE CLO 2001-1, LTD. By: Nomura Corporate Research and Asset Management Inc. as Collateral Manager By: /s/ Rick Stewart Name: Rick Stewart Title: Managing Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: TRUMBULL THC, Ltd. By: /s/ Michelle Manning Name: Michelle Manning Title: Attorney in Fact SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: Toronto Dominion (New York) Inc. By: /s/ Michelle Manning Name: Michelle Manning Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: CSAM FUNDING I By: /s/ David H. Lerner Name: David H. Lerner Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: CSAM FUNDING II By: /s/ David H. Lerner Name: David H. Lerner Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: CSAM FUNDING III By: /s/ David H. Lerner Name: David H. Lerner Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: ATRIUM CDO By: /s/ David H. Lerner Name: David H. Lerner Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FIRST DOMINION FUNDING III By: /s/ David H. Lerner Name: David H. Lerner Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: INDOSUEZ CAPITAL FUNDING VI, LIMITED By: Indosuez Capital as Collateral Manager By: /s/ Jack C. Henry Name: Jack C. Henry Title: Principal SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: DEUTSCHE BANK TRUST COMPANY AMERICAS By: /s/ Marco Orlando Name: Marco Orlando Title: Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: METLIFE By: /s/ James R. Dingler Name: James R. Dingler Title: Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: LCMI LIMITED PARTNERSHIP, As Lender By: Lyon Capital Management LLC, as Collateral Manager By: /s/ Alex Kenna Name: Alex Kenna Title: Portfolio Manager SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FRANKLIN FLOATING RATE TRUST By: /s/ Tyler Chan Name: Tyler Chan Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FRANKLIN FLOATING RATE MASTER SERIES By: /s/ Tyler Chan Name: Tyler Chan Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FRANKLIN FLOATING RATE DAILY ACCESS FUND By: /s/ Tyler Chan Name: Tyler Chan Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FRANKLIN CLO II, LIMITED By: /s/ Tyler Chan Name: Tyler Chan Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FRANKLIN CLO III, LIMITED By: /s/ Tyler Chan Name: Tyler Chan Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FRANKLIN CLO IV, LIMITED By: /s/ Tyler Chan Name: Tyler Chan Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FRANKLIN TOTAL RETURN FUND By: /s/ Tyler Chan Name: Tyler Chan Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FRANKLIN TEMPLETON LIM. DURATION INCOME TRUST By: /s/ Tyler Chan Name: Tyler Chan Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: IKB CAPITAL CORPORATION By: /s/ David Snyder Name: David Snyder Title: President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: BLACKROCK LIMITED DURATION INCOME TRUST By: /s/ Mark J. Williams Name: Mark J. Williams Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: MAGNETITE IV CLO, LIMITED By: /s/ Mark J. Williams Name: Mark J. Williams Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: MAGNETITE V CLO, LIMITED By: /s/ Mark J. Williams Name: Mark J. Williams Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: PACIFICA CDO II, LTD. By: Alcentra Inc., as its Investment Manager By: /s/ Dean K. Kawai Name: Dean K. Kawai Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: PACIFICA PARTNERS I LP By: Alcentra Inc., as its Investment Manager By: /s/ Dean K. Kawai Name: Dean K. Kawai Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: MOUNTAIN CAPITAL CLO II LTD. By: /s/ Chris Siddons Name: Chris Siddons Title: Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: NATEXIS BANQUES POPULAIRES By: /s/ William J. Burke Name: William J. Burke Title: Vice President By: /s/ Michael J. Storms Name: Michael J. Storms Title: Associate SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FIDELITY ADVISOR SERIES II: FIDELITY ADVISOR FLOATING RATE HIGH INCOME FUND By: /s/ John H. Costello Name: John H. Costello Title: Assistant Treasurer SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: LAGUNA FUNDING LLC By: /s/ Diana M. Himes Name: Diana M. Himes Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OFDECEMBER 17, 2003, NAME OF INSTITUTION: RIVIERA FUNDING LLC By: /s/ Diana M. Himes Name: Diana M. Himes Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: STANWICH LOAN FUNDING LLC By: /s/ Diana M. Himes Name: Diana M. Himes Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: WINGED FOOT FUNDING TRUST By: /s/ Diana M. Himes Name: Diana M. Himes Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: JUPITER FUNDING TRUST By: /s/ Diana M. Himes Name: Diana M. Himes Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: TRANSAMERICA BUSINESS CAPITAL CORP. By: /s/ Stephen Goetschius Name: Stephen Goetschius Title: Senior Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: AERIES FINANCE-II LTD. By: Patriarch Partners X, LLC, its Managing Agent By: /s/ Lynn Tilton Name: Lynn Tilton Title: Manager SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: CERES II FINANCE LTD. By: Patriarch Partners IX, LLC, its Managing Agent By: /s/ Lynn Tilton Name: Lynn Tilton Title: Manager SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: CALLIDUS DEBT PARTNERS CLO FUND II, LTD. By: Its Collateral Manager, Callidus Capital Management, LLC By: /s/ Wayne Mueller Name: Wayne Mueller Title: Managing Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: LONGHORN CDO (CAYMAN) LTD. By: Merrill Lynch Investment Managers, L.P. as Investment Advisor By: /s/ Anthony Heyman Name: Anthony Heyman Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: LONGHORN CDO II, LTD. By: Merrill Lynch Investment Managers, L.P. as Investment Advisor By: /s/ Anthony Heyman Name: Anthony Heyman Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: LONGHORN CDO III, LTD. By: Merrill Lynch Investment Managers, L.P. as Investment Advisor By: /s/ Anthony Heyman Name: Anthony Heyman Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: MASTER SENIOR FLOATING RATE TRUST By: /s/ Anthony Heyman Name: Anthony Heyman Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: MERRILL LYNCH PRIME RATE PORTFOLIO By: Merrill Lynch Investment Managers, L.P. as Investment Advisor By: /s/ Anthony Heyman Name: Anthony Heyman Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: MERRILL LYNCH GLOBAL INVESTMENT SERIES: BANK LOAN INCOME PORTFOLIO By: Merrill Lynch Investment Managers, L.P. as Investment Advisor By: /s/ Anthony Heyman Name: Anthony Heyman Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: GENERAL ELECTRIC CAPITAL CORPORATION By: /s/ Thomas Lauer Name: Thomas Lauer Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: BRAYMOOR & CO. By: Bear Stearns Asset Management, Inc. as its attorney-in-fact By: /s/ Niall D. Rosenzweig Name: Niall D. Rosenzweig Title: Associate Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: GALLATIN FUNDING I LTD. By: Bear Stearns Asset Management, Inc. as its Collateral Manager By: /s/ Niall D. Rosenzweig Name: Niall D. Rosenzweig Title: Associate Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: GRAYSTON CLO 2001-01 LTD. By: Bear Stearns Asset Management, Inc. as its Collateral Manager By: /s/ Niall D. Rosenzweig Name: Niall D. Rosenzweig Title: Associate Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: COLUMBUS LOAN FUNDING, LTD. TRAVELERS ASSET MANAGEMENT INTERNATIONAL COMPANY LLC By: /s/ John O'Connell Name: John O'Connell Title: SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: CITIGROUP INVESTMENTS CORPORATE LOAN FUND INC. TRAVELERS ASSET MANAGEMENT INTERNATIONAL COMPANY LLC By: /s/ John O'Connell Name: John O'Connell Title: SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: ARCHIMEDES FUNDING IV (CAYMAN), LTD. By: ING Capital Advisors LLC, as Collateral Manager By: /s/ Philip C. Robbins Name: Philip C. Robbins Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: BALANCED HIGH YIELD FUND II, LTD. By: ING Capital Advisors LLC, as Asset Manager By: /s/ Philip C. Robbins Name: Philip C. Robbins Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: ORYX CLO, LTD. By: ING Capital Advisors LLC, as Collateral Manager By: /s/ Philip C. Robbins Name: Philip C. Robbins Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: NEMEAN CLO, LTD. By: ING Capital Advisors LLC, as Investment Manager By: /s/ Philip C. Robbins Name: Philip C. Robbins Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: SEQUILS-ING I (HBDGM), LTD. By: ING Capital Advisors LLC, as Collateral Manager By: /s/ Philip C. Robbins Name: Philip C. Robbins Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: OAK HILL CREDIT PARTNERS I, LIMITED By: Oak Hill CLO Management I, LLC as Investment Manager By: /s/ Scott D. Krase Name: Scott D. Krase Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: OAK HILL CREDIT PARTNERS II, LIMITED By: Oak Hill CLO Management II, LLC as Investment Manager By: /s/ Scott D. Krase Name: Scott D. Krase Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: OAK HILL CREDIT PARTNERS III, LIMITED By: Oak Hill CLO Management III, LLC as Investment Manager By: /s/ Scott D. Krase Name: Scott D. Krase Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: GALAXY CLO 2003-1, LTD. By: AIG Global Investment Corp. as Investment Advisor By: /s/ W. Jeffrey Baxter Name: W. Jeffrey Baxter Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: SUNAMERICA LIFE INSURANCE COMPANY By: AIG Global Investment Corp. as Investment Advisor By: /s/ W. Jeffrey Baxter Name: W. Jeffrey Baxter Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: GALAXY CLO 1999-1, LTD. By: AIG Global Investment Corp. as Collateral Manager By: /s/ W. Jeffrey Baxter Name: W. Jeffrey Baxter Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: VENTURE II CDO 2002, LIMITED By: its investment advisor, MJX Asset Management, LLC. By: /s/ Kenneth Ostmann Name: Kenneth Ostmann Title: Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: VENTURE CDO 2002, LIMITED By: its investment advisor, MJX Asset Management, LLC. By: /s/ Kenneth Ostmann Name: Kenneth Ostmann Title: Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: PROTECTIVE LIFE INSURANCE COMPANY By: /s/ Diane S. Griswold Name: Diane S. Griswold Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: TRS ECLIPSE LLC By: /s/ Deborah O'Keeffe Name: Deborah O'Keeffe Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: MAPLEWOOD (CAYMAN) LIMITED By: David L. Babson & Company Inc. under delegated authority from Massachusetts Mutual Life Insurance Company as Investment Company as Investment Manager By: /s/ Glenn P. Duffy, CFA Name: Glenn P. Duffy, CFA Title: Managing Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY By: David L. Babson & Company Inc. as Investment Adviser By: /s/ Glenn P. Duffy, CFA Name: Glenn P. Duffy, CFA Title: Managing Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: NEWTON CDO LTD. By: David L. Babson & Company Inc. as Investment Manager By: /s/ Glenn P. Duffy, CFA Name: Glenn P. Duffy, CFA Title: Managing Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: SIMSBURY CLO, LIMITED By: David L. Babson & Company Inc. under delegated authority from Massachusetts Mutual Life Insurance Company as Collateral Manager By: /s/ Glenn P. Duffy, CFA Name: Glenn P. Duffy, CFA Title: Managing Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: SUFFIELD CLO, LIMITED By: David L. Babson & Company Inc. as Collateral Manager By: /s/ Glenn P. Duffy, CFA Name: Glenn P. Duffy, CFA Title: Managing Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: BILL & MELINDA GATES FOUNDATION By: David L. Babson & Company Inc. as Investment Manager By:/s/ Glenn P. Duffy, CFA Name: Glenn P. Duffy, CFA Title: Managing Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: ELC (CAYMAN) LTD. 2000-I TRYON CLO LTD. 2000-I By: David L. Babson & Company Inc. as Collateral Manager By: /s/ Glenn P. Duffy, CFA Name: Glenn P. Duffy, CFA Title: Managing Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FLAGSHIP CLO II By: Flagship Capital Management, Inc. By: /s/ Eric S. Meyer Name: Eric S. Meyer Title: Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FLAGSHIP CLO 2001-1 By: Flagship Capital Management, Inc. By: /s/ Eric S. Meyer Name: Eric S. Meyer Title: Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: AVALON CAPITAL LTD. By: INVESCO Senior Secured Management, Inc. as Portfolio Advisor By: /s/ Gregory Stoeckle Name: Gregory Stoeckle Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: AVALON CAPITAL LTD. 2 By: INVESCO Senior Secured Management, Inc. as Portfolio Advisor By: /s/ Gregory Stoeckle Name: Gregory Stoeckle Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: OASIS COLLATERALIZED HIGH INCOME PORTFOLIOS-1, LTD. By: INVESCO Senior Secured Management, Inc. as Sub-Advisor By: /s/ Gregory Stoeckle Name: Gregory Stoeckle Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: CHARTER VIEW PORTFOLIO By: INVESCO Senior Secured Management, Inc. as Investment Advisor By: /s/ Gregory Stoeckle Name: Gregory Stoeckle Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: DIVERSIFIED CREDIT PORTFOLIO LTD. By: INVESCO Senior Secured Management, Inc. as Investment Advisor By: /s/ Gregory Stoeckle Name: Gregory Stoeckle Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: AIM FLOATING RATE FUND By: INVESCO Senior Secured Management, Inc. as Sub-Advisor By: /s/ Gregory Stoeckle Name: Gregory Stoeckle Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: INVESCO EUROPEAN CDO I S.A. By: INVESCO Senior Secured Management, Inc. as Collateral Advisor By: /s/ Gregory Stoeckle Name: Gregory Stoeckle Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: INVESCO CBO 2000-1 LTD. By: INVESCO Senior Secured Management,Inc. as Portfolio Advisor By: /s/ Gregory Stoeckle Name: Gregory Stoeckle Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: SEQUILS-LIBERTY, LTD. By: INVESCO Senior Secured Management, Inc. as Collateral Manager By: /s/ Gregory Stoeckle Name: Gregory Stoeckle Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: SARATOGA CLO I, LIMITED By: INVESCO Senior Secured Management, Inc. as the Asset Manager By: /s/ Gregory Stoeckle Name: Gregory Stoeckle Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: SAGAMORE CLO LTD. By: INVESCO Senior Secured Management, Inc. as Collateral Manager By: /s/ Gregory Stoeckle Name: Gregory Stoeckle Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: OAK HILL CREDIT PARTNERS III, LIMITED (fka Dolphin Investment Co., Ltd.) By: Oak Hill CLO Management III, LLC as Investment Manager By: /s/ Scott D. Krase Name: Scott D. Krase Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: NATIONAL CITY By: /s/ Christopher J. Hetz Name: Christopher J. Hetz Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: ALLSTATE LIFE INSURANCE COMPANY By: /s/ Robert B. Bodett Name: Robert B. Bodett Title: Authorized Signatory By: /s/ Mark Cloghessy Name: Mark Cloghessy Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: AIMCO CDO SERIES 2000-A By: /s/ Robert B. Bodett Name: Robert B. Bodett Title: Authorized Signatory By: /s/ Mark Cloghessy Name: Mark Cloghessy Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: AIMCO CLO SERIES 2001-A By: /s/ Robert B. Bodett Name: Robert B. Bodett Title: Authorized Signatory By: /s/ Mark Cloghessy Name: Mark Cloghessy Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: SENIOR DEBT PORTFOLIO By: Boston Management and Research as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: EATON VANCE SENIOR INCOME TRUST By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: EATON VANCE INSTITUITIONAL LOAN FUND By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: OXFORD STRATEGIC INCOME FUND By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: EATON VANCE CDO III, LTD. By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: EATON VANCE CDO IV, LTD. By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: COSTANTINUS EATON VANCE CDO V, LTD. By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: EATON VANCE CDO VI LTD. By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: GRAYSON & CO. By: Boston Management and Research as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: BIG SKY SENIOR LOAN FUND, LTD. By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: EATON VANCE VT FLOATING-RATE INCOME FUND By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: EATON VANCE LIMITED DURATION INCOME FUND By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: TOLLI & CO. By: Eaton Vance Management as Investment Advisor By: /s/ Michael B. Botthof Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: SEQUILS - CENTURION V, LTD. By: American Express Asset Management Group Inc., as Collateral Manager By: /s/ Leanne Stavrakis Name: Leanne Stavrkais Title: Director - Operations SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: CENTURION CDO VI, LTD. By: American Express Asset Management Group Inc., as Collateral Manager By: /s/ Leanne Stavrakis Name: Leanne Stavrakis Title: Director - Operations SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: CENTURION CDO II, LTD. By: American Express Asset Management Group Inc., as Collateral Manager By: /s/ Leanne Stavrakis Name: Leanne Stavrakis Title: Director - Operations SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: AMERICAN EXPRESS CERTIFICATE COMPANY By: American Express Asset Management Group Inc., as Collateral Manager By: /s/ Yvonne Stevens Name: Yvonne Stevens Title: Senior Managing Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: IDS LIFE INSURANCE COMPANY By: American Express Asset Management Group Inc., as Collateral Manager By: /s/ Yvonne Stevens Name: Yvonne Stevens Title: Senior Managing Director SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: DRYDEN IV LEVERAGED LOAN CDO 2003 By: Prudential Investment Management, Inc., as attorney-in-fact By: /s/ Jill Baum Name: Jill Baum Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: CREDIT LYONNAIS NEW YORK BRANCH By: /s/ Alex Averbulch Name: Alex Averbulch Title: Vice President SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: KZH CYPRESSTREE-1 LLC By: /s/ Dorian Herrera Name: Dorian Herrera Title: Authorized Agent SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: KZH ING-2 LLC By: /s/ Dorian Herrera Name: Dorian Herrera Title: Authorized Agent SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: KZH SOLEIL-2 LLC By: /s/ Dorian Herrera Name: Dorian Herrera Title: Authorized Agent SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: KZH STERLING LLC By: /s/ Dorian Herrera Name: Dorian Herrera Title: Authorized Agent SIGNATURE PAGE TO AMENDMENT NO. 1 AND AGREEMENT DATED AS OF DECEMBER 17, 2003, NAME OF INSTITUTION: FIFTH THIRD BANK, EASTERN MICHIGAN By: /s/ Thomas J. Kesser Name: Thomas J. Kesser Title: Vice President