Exhibit 10.2
             

                                                                   June 26, 1996

Dennis Rubisch, CFO                               Steven Wolf, CFO
KPR Sports International                          RYKA, Inc.    
555 S. Henderson Road                             555 S. Henderson Road
King of Prussia, PA 19406                         King of Prussia, PA 19406

Gentlemen:

     As you are aware, Midlantic Bank, N.A. ("Bank") has, by letters to you of
June 12, 1996, provided certain waivers through June 30, 1996, with the
intent that the outstanding credit facilities for each of Ryka, Inc. and KPR
Sports International, Inc. will be repaid in full by that date. You have
advised that it is not likely that the subject credit facilities will be
repaid on or before June 30, 1996, but it is intended that the same will occur
on or prior to July 15, 1996.

     Accordingly, at your request, the Bank is agreeable to further extend 
the subject waivers through July 15, 1996, on the assumption that the
aubject credit facilities will be repaid on or before that date.

     In consideration of the subject extension, Ryka, Inc. and KPR Sports
International, Inc., jointly and severely, agree to pay to the Bank on the
earlier of July 9, 1996 or the date on which the subject credit facilities
are repaid in full, an extension fee of $25,000.00, failing which shall
constitute an Event Of Default for all purposes of the subject credit 
facilities.

     Additionally, by signing below, the parties agree that, effective as of
the date hereof, the Revolving Loan Limit, as defined in the Loan and
Security Agreement dated as of July 31, 1995 betweeb Bank And Ryka, Inc., 
is decreased to $1,500,000.




Dennis Rubisch, CFO
Steven Wolf, CFO
June 27, 1996
Page - 2 -


     Kindly evidence your agreement to the foregoing by siqning below.

                  MIDLANTIC BANK, N.A.
                  /S/ XXXXXXXXXXXXXXXXXXXXX
                  ---------------------------------

     The undersigned hereby agree to the foregoing:

RYKA, INC.                               KPR SPORTS INTERNATIONAL, INC.


By:                                      By: Dennis Rubisch
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