Exhibit 10.1

                            [Crestar Bank Letterhead]

Crestar Bank
P.O. Box 26665

Richmond, VA  23261-6665
(804) 782-5000

May 20, 1999

Mr. Thomas M. Mishoe, Jr.
Chief Financial Officer
Eskimo Pie Corporation
901 Moorefield Park Drive
Richmond, VA  23235

Dear Tom:

I am writing in reference to the Letter  Agreement dated March 20, 1998, and the
$10,000,000  Commercial  Note  of  the  same  date  (the  Letter  Agreement  and
Commercial Note collectively referred to as the "Loan Documents") between Eskimo
Pie Corporation (the "Company") and Crestar Bank (the "Bank").

The Bank hereby  agrees to modify and amend the  $10,000,000  Line of Credit and
supporting Loan Documents as follows:

Paragraph 3 of the Letter Agreement dated March 20, 1998, is hereby amended such
that the Interest rate will be equal to the Bank's  overnight  Money Market Rate
plus 1.00%;

Paragraph 6 of the Letter  Agreement  dated March 20, 1998, is hereby amended to
read that the expiration date is April 30, 2001.

All other terms and conditions set forth in the Loan Documents  shall remain the
same. If the  modifications  and amendments  specified  above are  satisfactory,
please  signify your  acceptance  by signing and  returning the enclosed copy of
this letter no later than May 28, 1999.

Sincerely,

CRESTAR BANK

By: /s/ T. Patrick Collins

T. Patrick Collins
Vice President

Accepted and agreed to this 21st day of May , 1999.

/s/ Thomas M. Mishoe, Jr

By: Thomas M. Mishoe, Jr.

Title: Chief Financial Officer