Exhibit 4 (b)
AMENDMENT NO. 1
AMENDMENT NO. 1 dated as of December 20, 1993 between
CROWN CENTRAL PETROLEUM CORPORATION, a corporation duly organized
and validly existing under the laws of the State of Maryland (the
"Company"); each of the lenders that is a signatory hereto
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(individually, a "Bank" and, collectively, the "Banks"); and THE
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CHASE MANHATTAN BANK (NATIONAL ASSOCIATION), a national banking
association, as agent and letter of credit agent for the Banks
(in such capacity, together with its successors in such capacity,
the (Agent").
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The Company, the Banks and the Agent are parties to a
Credit Agreement dated as of May 10, 1993 (as heretofore modified
and supplemented and in effect on the date hereof, the "Credit
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Agreement"), providing, subject to the terms and conditions
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thereof, for extensions of credit (by making loans and issuing
letters of credit) to be made by said Banks to the Company in an
aggregate principal or face amount not exceeding $125,000,000.
The Company, the Banks and the Agent wish to amend the Credit
Agreement in certain respects and, accordingly, the parties
hereto hereby agree as follows:
Section 1. Definitions. Except as otherwise defined
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in the Amendment No. 1, terms defined in the Credit Agreement are
used herein as defined therein.
Section 2. Amendment. Subject to the satisfaction of
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the conditions precedent specified in Section 3 below, but
effective as of the date hereof, Section 8.10(h) of the Credit
Agreement shall be amended by deleting the words "purchase money"
therefrom.
Section 3. Conditions Precedent. As provided in
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Section 2 above, the amendment to the Credit Agreement set forth
in said Section 2 shall become effective, as of the date hereof,
upon the execution and delivery of this Amendment No. 1 by the
Company, the Majority Banks and the Agent.
Section 4. Miscellaneous. Except as herein provided,
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the Credit Agreement shall remain unchanged and in full force and
effect. This Amendment No. 1 may be executed in any number of
counterparts, all of which taken together shall constitute one
and the same amendatory instrument and any of the parties hereto
may execute this Amendment No. 1 by signing any such
counterpart. This Amendment No. 1 shall be governed by, and
construed in accordance with, the law of the State of New York.
Amendment No. 1
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IN WITNESS WHEREOF, the parties hereto have caused this
Amendment No. 1 to be duly executed and delivered as of the day
and year first above written.
CROWN CENTRAL PETROLEUM CORPORATION
By s/ --- Edward L. Rosenberg
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Senior Vice President
Finance and Administration
THE CHASE MANHATTAN BANK
(NATIONAL ASSOCIATION)
By /s/ --- Caryn E. Cosentini
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Vice President
THE FIRST NATIONAL BANK OF MARYLAND
By /s/--- Theodore K. Oswald
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Vice President
SIGNET BANK/MARYLAND
By /s/ --- Janice E. Godwin
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Vice President
FIRST NATIONAL BANK OF BOSTON
By /s/ --- Stefen Breuer
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Vice President
TEXAS COMMERCE BANK NATIONAL
ASSOCIATION
By /s/ --- Martha Gerwit
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Vice President
YASUDA BANK AND TRUST COMPANY (U.S.A.)
By /s/--- Rohn Laudenschlager
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First Vice President
BANK OF NOVA SCOTIA
By /s/ --- J. Alan Edwards
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Vice President
NATIONSBANK OF TEXAS, N.A.
By /s/ --- Beverly J. Anderson
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Vice President
MARYLAND NATIONAL BANK
By /s/ --- Michael Heredia
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Vice President
THE CHASE MANHATTAN BANK
(NATIONAL ASSOCIATION),
as Agent and Letter of Credit Agent
By /s/ --- Caryn E. Cosentini
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Vice President