EXHIBIT 10.2


                                                    State Street Bank
                                                    Financial Markets Group
                                                    Global Trade Banking
                                                    225 Franklin Street
                                                    Boston, MA 02110



Mr. Michael Umana
Chief Financial Officer
Saucony, Inc.
13 Centennial Drive
Peabody, MA 01960

Re:   Amendment to Revolving Credit Agreement dated August 31, 1998 by and
      between State Street Bank and Trust Company, a Massachusetts trust
      company, as lender and Saucony, Inc. ("Saucony"), as borrower (the "Credit
      Agreement").


July 31, 2001

Dear Michael:

This letter is to confirm that the  Termination  Date (as defined in Section 1.1
of the Credit Agreement) shall be extended until October 1, 2001.

Saucony  agrees  that  the  Credit  Agreement  and  all  documents  executed  in
connection  therewith or pursuant  thereto remain in full force and effect after
giving effect to this letter amendment to Credit Agreement.

Please confirm that the foregoing  correctly sets forth our agreement by signing
and returning the duplicate copy of this letter agreement enclosed herewith.

Very truly yours,

STATE STREET BANK AND TRUST COMPANY

By: /s/ Jacqueline Kuss
Name:  Jacqueline Kuss
Title:  Vice President


BORROWER:

SAUCONY, INC.

By: /s/ Michael Umana
Name:  Michael Umana
Title:  Chief Financial Officer