EXHIBIT 4e SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT (FACILITY A) THIS SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT (FACILITY A) (this "Amendment") dated as of May 24, 1996 is among TANDY CORPORATION, a --------- Delaware corporation (the "Company"), and the banks and other financial ------- institutions listed on the signature pages under the heading Banks ("Banks"), and TEXAS COMMERCE BANK NATIONAL ASSOCIATION, as agent (in such ----- capacity, the "Agent") for the Banks. ----- PRELIMINARY STATEMENT --------------------- (a) The Company, certain of the Banks, BARCLAYS BANK PLC ("Barclays") -------- and the Agent entered into a Revolving Credit Agreement (FACILITY A) (the "Original Credit Agreement") dated as of May 27, 1994. ------------------------- (b) The Company, the Banks, Barclays and the Agent entered into the Agreement and First Amendment To Revolving Credit Agreement (FACILITY A) ("First Amendment") dated as of May 26, 1995 modifying the Original Credit --------------- Agreement (the Original Credit Agreement as amended by the First Amendment being the "Credit Agreement"), which inter alia added CITICORP USA, INC. ---------------- ("Citicorp"), and COMMERZBANK AKTIENGELLSCHAFT, ATLANTA AGENCY -------- ("Commerzbank"), as Banks under the Credit Agreement, retired Barclays as a ----------- Bank thereunder, modified the Commitment amount for each Bank and amended the definition of "Maturity Date". (c) There are no outstanding loan balances or any advances owed by the Company to any of the Banks pursuant to the Credit Agreement. (d) The Company has requested that the definition of the term "Maturity Date" be amended. (e) All capitalized terms defined in the Credit Agreement and not otherwise defined herein shall have the same meanings herein as in the Credit Agreement. NOW, THEREFORE, in consideration of the premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties hereto, the Company, the Banks and the Agent hereby agree as follows: SECTION 1. Amendment to Section 1.01 of the Credit Agreement. The ------------------------------------------------- definition of the term "Maturity Date" contained in Section 1.01 of the Credit Agreement is hereby amended in its entirety to read as follows: "'Maturity Date' means July 31, 1996, or the earlier termination of the Commitments pursuant to Section 7.01." ------------ SECTION 2. Conditions to Effectiveness. This Amendment shall become --------------------------- effective when, and only when, the following conditions have been fulfilled: (a) the Company and the Banks shall have executed a counterpart of this Amendment; (b) the Agent shall have executed a counterpart of this Amendment and shall have received counterparts of this Amendment executed by the Company and the Banks; and (c) the Agent shall have received from the Company a certificate of the Secretary or Assistant Secretary of the Company certifying that attached thereto is (i) a true and complete copy of the general borrowing resolutions of the Board of Directors of the Company authorizing the execution, delivery and performance of the Credit Agreement, as amended hereby, and (ii) the incumbency and specimen signature of each officer of the Company executing this Amendment. SECTION 3. Representations and Warranties True; No Default or Event -------------------------------------------------------- of Default. The Company hereby represents and warrants to the Agent and ---------- the Banks that after giving effect to the execution and delivery of this Amendment (a) the representations and warranties set forth in the Credit Agreement are true and correct on the date hereof as though made on and as of such date and (b) no Default or Event of Default has occurred and is continuing. SECTION 4. Reference to the Credit Agreement and Effect on the Notes. --------------------------------------------------------- (a) Upon the effectiveness of this Amendment, each reference in the Credit Agreement to "this Agreement", "hereunder", "herein" or words of like import shall mean and be a reference to the Credit Agreement, as amended and affected hereby. (b) Upon the effectiveness of this Amendment, each reference in the Notes to "the Credit Agreement" shall mean and be a reference to the Credit Agreement, as amended and affected hereby. (c) Upon the effectiveness of this Amendment, each reference in the Credit Agreement and the Notes to the "Maturity Date" shall mean and be a reference to such term as modified pursuant to Section 1. --------- (d) The Credit Agreement and the Notes, as amended and affected hereby, shall remain in full force and effect and are hereby ratified and confirmed. SECTION 5. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND ------------- CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF TEXAS AND APPLICABLE FEDERAL LAW AND SHALL BE BINDING UPON THE COMPANY, THE BANKS AND THE AGENT AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS. SECTION 6. Descriptive Headings. The section headings appearing in -------------------- this Amendment have been inserted for convenience only and shall be given no substantive meaning or significance whatever in construing the terms and provisions of this Amendment. SECTION 7. FINAL AGREEMENT OF THE PARTIES. THE CREDIT AGREEMENT ------------------------------ (INCLUDING THE EXHIBITS AND SCHEDULE THERETO), AS AMENDED HEREBY, THE NOTES, THE AGENT'S LETTER AND THE OTHER LOAN DOCUMENTS, CONSTITUTE A "LOAN AGREEMENT" AS DEFINED IN SECTION 26.02(a) OF THE TEXAS BUSINESS AND COMMERCE CODE, AND REPRESENT THE FINAL AGREEMENT AMONG THE PARTIES RESPECTING THE SUBJECT MATTER HEREOF AND THEREOF AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES RESPECTING THE SUBJECT MATTER HEREOF AND THEREOF. SECTION 8. Execution in Counterparts. This Amendment may be executed ------------------------- in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed effective as of the date first stated herein, by their respective officers thereunto duly authorized. TANDY CORPORATION By: /s/ Loren K. Jensen ------------------------------ Name: Loren K. Jensen Title: Vice President-Treasurer TEXAS COMMERCE BANK NATIONAL ASSOCIATION, as Agent By: /s/ B.B. Wuthrich ------------------------------ Name: B.B. Wuthrich Title: Vice President Commitment: Banks ---------- ----- $15,000,000 BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION By: /s/ W. Thomas Barnett ------------------------------ Name: W. Thomas Barnett Title: Vice President Commitment: Banks ---------- ----- $15,000,000 THE BANK OF NEW YORK By: /s/ Charlotte Sohn ------------------------------ Name: Charlotte Sohn Title: Vice President Commitment: Banks ---------- ----- $7,500,000 BANK ONE, TEXAS, N.A. By: /s/ John D. Hudgens ------------------------------ Name: John D. Hudgens Title: Vice President Commitment: Banks ---------- ----- $10,000,000 THE BANK OF TOKYO TRUST COMPANY By: /s/ J. Bruce Meredith ------------------------------ Name: J. Bruce Meredith Title: Senior Vice President and Manager Commitment: Banks ---------- ----- $7,500,000 THE CHASE MANHATTAN BANK, N.A. By: /s/ Ellen L. Gertzog ------------------------------ Name: Ellen L. Gertzog Title: Vice President Commitment: Banks ---------- ----- $15,000,000 CONTINENTAL BANK N.A. By: /s/ ------------------------------ Name: Title: REPLACED BY COMBINED BANK OF AMERICA Commitment: Banks ---------- ----- $15,000,000 CREDIT LYONNAIS NEW YORK BRANCH By: /s/ Robert Ivosevich ------------------------------ Name: Robert Ivosevich Title: Senior Vice President Commitment: Banks ---------- ----- $10,000,000 THE FIRST NATIONAL BANK OF BOSTON By: /s/ Judith C. E. Kelly ------------------------------ Name: Judith C. E. Kelly Title: Vice President Commitment: Banks ---------- ----- $7,500,000 FIRST UNION NATIONAL BANK OF NORTH CAROLINA By: /s/ Jane W. Workman ------------------------------ Name: Jane W. Workman Title: Senior Vice President Commitment: Banks ---------- ----- $10,000,000 MELLON BANK, N.A. By: /s/ Marc T. Kennedy ------------------------------ Name: Marc T. Kennedy Title: Assistant Vice President Commitment: Banks ---------- ----- $15,000,000 NATIONAL WESTMINSTER BANK, Plc New York Branch By: /s/ Marilyn A. Windsor ------------------------------ Name: Marilyn A. Windsor Title: Vice President NATIONAL WESTMINSTER BANK, Plc Nassau Branch By: /s/ Marilyn A. Windsor ------------------------------ Name: Marilyn A. Windsor Title: Vice President Commitment: Banks ---------- ----- $15,000,000 NATIONSBANK OF TEXAS, N.A. By: /s/ Todd Shipley ------------------------------ Name: Todd Shipley Title: Senior Vice President Commitment: Banks ---------- ----- $10,000,000 SOCIETE GENERALE, SOUTHWEST AGENCY By: /s/ Louis P. Laville, III ------------------------------ Name: Louis P. Laville, III Title: Vice President Commitment: Banks ---------- ----- $7,500,000 THE SUMITOMO BANK, LIMITED HOUSTON AGENCY By: /s/ Harumitsu Seki ------------------------------ Name: Harumitsu Seki Title: General Manager Commitment: Banks ---------- ----- $20,000,000 TEXAS COMMERCE BANK NATIONAL ASSOCIATION By: /s/ B.B. Wuthrich ------------------------------ Name: B.B. Wuthrich Title: Vice President Commitment: Banks ---------- ----- $10,000,000 TORONTO DOMINION (TEXAS), INC. By: /s/ Diane Bailey ------------------------------ Name: Diane Bailey Title: Vice President Commitment: Banks ---------- ----- $5,000,000 CITICORP USA, INC. By: /s/ Marjorie Futornick ------------------------------ Name: Marjorie Futornick Title: Vice President Commitment: Banks ---------- ----- $5,000,000 COMMERZBANK, AKTIENGESELLSCHAFT, ATLANTA AGENCY By: /s/ Andreas K. Bremer ------------------------------ Name: Andreas K. Bremer Title: Senior Vice President & Manager By: /s/ Harry P. Yergey ------------------------------ Name: Harry P. Yergey Title: Vice President