EXHIBIT 10.1


                AMENDMENT NO. 9 TO LOAN AND SECURITY AGREEMENT
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                                                                   June 26, 1996


AM General Corporation
105 North Niles Avenue
South Bend, Indiana 46634-7725
Attn: Mr. Paul Schuchman


Gentlemen:

     Congress Financial Corporation ("Lender") and AM General Corporation 
("Borrower") have entered into financing arrangements pursuant to the Loan and 
Security Agreement, dated April 30, 1992 between Lender and Borrower (as this 
same has or may from time to time be amended or supplemented, the "Loan 
Agreement"). All capitalized terms used in this Amendment have the meaning 
assigned to them in the Loan Agreement.

     Amendment No. 2 to Loan and Security Agreement, dated October 27, 1992, 
between Lender and Borrower added a new Section 6.5(f) to the Loan Agreement to 
permit the repurchase by Borrower from a Floorplan Lender of Hummers repossessed
by the Floorplan Lender and the Indebtedness of Dealers to such Floorplan Lender
relating thereto.

     Pursuant to the request of Borrower, Borrower and Lender hereby agree that 
Section 6.5(f)(i) of the Loan Agreement is deleted in its entirety and the 
following substituted therefor:

          "(i) the aggregate amount of the total liability of Borrower and AMGSC
     to all Floorplan Lenders for the purchase of Hummers and, if applicable,
     such Indebtedness (whether contingent or otherwise) outstanding at one time
     shall not exceed $8,500,000; provided, that, subject to the written consent
     of Lender in each instance, the liability of Borrower and AMGSC to a
     Floorplan Lender in connection with any fleet sales may be excluded from
     such limit," 

     Except as modified pursuant hereto, no other changes or modifications to
the Financing Agreements are intended or implied and in all other respects the
Financing Agreements are hereby specifically ratified, restated and confirmed by
all parties hereto as of the date hereof.

     Upon receipt by Lender of an executed original of this Amendment duly 
authorized, executed and delivered by Borrower and 


 
its affiliates, this Amendment shall be effective as of the date set forth 
above.

                          Very truly yours,

                          CONGRESS FINANCIAL CORPORATION

                          /s/ Janet S. Last, V.P.
                              Janet S. Last
                              Vice President

ACKNOWLEDGED AND AGREED:

AM GENERAL CORPORATION

By: /s/ P. R. Schuchman
    ------------------------

Title: CFO
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AM GENERAL SALES CORPORATION 

By: /s/ P. R. Schuchman
    ------------------------

Title: Vice President
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