Exhibit 10.17 THIRD AMENDMENT TO CREDIT AGREEMENT THIS THIRD AMENDMENT TO CREDIT AGREEMENT ("Amendment") is entered into as of March 19, 1998 among BEAZER HOMES USA, INC., a Delaware corporation (the "Borrower"), BEAZER MORTGAGE CORPORATION, a Delaware corporation, BEAZER HOMES CORP., a Tennessee corporation, BEAZER HOMES SALES ARIZONA INC., a Delaware corporation, BEAZER REALTY CORP., a Georgia corporation, BEAZER SQUIRES REALTY, INC., a North Carolina corporation, PANITZ HINES REALTY, Inc., a Florida corporation, BEAZER HOMES HOLDING CORP., a Delaware corporation, BEAZER TEXAS HOLDINGS, INC., a Delaware corporation, and BEAZER HOMES TEXAS, L.P., a Delaware limited partnership (collectively, the "Guarantors") and THE FIRST NATIONAL BANK OF CHICAGO, BANKBOSTON, N.A. (formerly known as The First National Bank of Boston), BANK ONE, ARIZONA, N.A., GUARANTY FEDERAL BANK, F.S.B., BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION (successor by merger to Bank of America Illinois), AMSOUTH BANK, COMERICA BANK and SUNTRUST BANK (collectively, the "Banks") and THE FIRST NATIONAL BANK OF CHICAGO as Agent (the "Agent") for the Banks and as Issuing Bank under the Agreement (as hereinafter defined). W I T N E S S E T H: WHEREAS, the Borrower, the Guarantors, the Banks, the Agent and the Issuing Bank are party to that certain Credit Agreement dated as of October 22, 1996, as amended by First Amendment to Credit Agreement dated as of July 29, 1997 and Second Amendment to Credit Agreement dated as of December 10, 1997 (such Credit Agreement, as so amended, being herein referred to as the "Agreement") providing for certain loans to be made from time to time by the Banks to the Borrower not to exceed, at any time outstanding, the principal sum of $200,000,000; and WHEREAS, the parties desire to amend the Agreement to increase the Debt permitted under Section 6.02(B); NOW, THEREFORE, for good and valuable consideration, the Borrower, the Guarantors, the Banks, the Agent and the Issuing Bank hereby covenant and agree as follows: 1. Permitted Debt. Section 6.02(B) is hereby amended by deleting "$40,000,000" and inserting in lieu thereof "$125,000,000." 2. Ratification. The Agreement, as amended hereby, is hereby ratified and remains in full force and effect. 3. Counterparts. This Amendment may be executed in any number of counterparts and by the different parties to this Amendment 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 Amendment. IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers thereunto duly authorize, as of the date first written. BORROWER: BEAZER HOMES USA, INC. By: /s/ David S. Weiss David S. Weiss Executive Vice President and Chief Financial Officer GUARANTORS: BEAZER MORTGAGE CORPORATION By: /s/ David S. Weiss David S. Weiss Vice President BEAZER HOMES SALES ARIZONA INC. By: /s/ David S. Weiss David S. Weiss Vice President -2- BEAZER REALTY CORP. By: /s/ David S. Weiss David S. Weiss Vice President BEAZER/SQUIRES REALTY, INC. By: /s/ David S. Weiss David S. Weiss Vice President PANITZ HOMES REALTY INC. By: /s/ David S. Weiss David S. Weiss Vice President BEAZER HOMES HOLDINGS CORP. By: /s/ David S. Weiss David S. Weiss Vice President -3- BEAZER TEXAS HOLDINGS, INC. By: /s/ David S. Weiss David S. Weiss Vice President BEAZER HOMES TEXAS, L.P. By: BEAZER TEXAS HOLDINGS, INC. its general partner By: /s/ David S. Weiss David S. Weiss Vice President BANKS: THE FIRST NATIONAL BANK OF CHICAGO, as a Bank, the Agent and the Issuing Bank By: /s/ Gregory A. Gilbert Name: Gregory A. Gilbert Vice President BANK ONE, ARIZONA, N.A. By: ----------------------------- Name: --------------------------- Title: -------------------------- -4- GUARANTY FEDERAL BANK, F.S.B. By: /s/ Richard V. Thompson Name: Richard V. Thompson Title: Vice President BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION (successor by merger to Bank of America Illinois) By: /s/ Daniel E. Walsh Name: Daniel E. Walsh Title: Vice President BANKBOSTON, N.A. (formerly known as The First National Bank of Boston) By: /s/ Kevin C. Hake Name: Kevin C. Hake Title: Director AMSOUTH BANK By: Ronny Hudspeth Name: Ronny Hudspeth Title:Vice President -5- COMERICA BANK By: /s/ David J. Campbell Name: David J. Campbell Title: Vice President SUNTRUST BANK, ATLANTA By: /s/ R. Michael Dunlap Name: R. Michael Dunap Title: Vice President By: /s/ Jonathan H. James Name: Jonathan H. James Title: B.O. -6-