SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND CONSENT

Exhibit 10.1

SECOND AMENDMENT TO
AMENDED AND RESTATED CREDIT AGREEMENT
AND CONSENT

      THIS SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND CONSENT dated as of June 18, 2009 (this “ Amendment ”) relating to the Credit Agreement referenced below, is by and among COLEMAN CABLE, INC., a Delaware corporation (the “ Company ”), the Subsidiaries of the Company identified on the signature pages hereto as a Borrower (collectively referred to as the “ Subsidiary Borrowers ” or individually referred to as a “ Subsidiary Borrower ”) (hereinafter, the Company and the Subsidiary Borrowers collectively referred to as the “ Borrowers ” or individually referred to as a “ Borrower ”), each of the financial institutions identified as Lenders on the signature pages hereto (referred to individually as a “ Lender ” and, collectively, as the “ Lenders ”), and WACHOVIA BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, the “ Administrative Agent ” or the “ Agent ”).

W I T N E S S E T H

      WHEREAS, the Lenders have extended a revolving credit facility to the Borrowers pursuant to the terms of that certain Amended and Restated Credit Agreement dated as of April 2, 2007 (as amended, modified or otherwise supplemented from time to time, the “ Credit Agreement ”) among the Borrowers, the Lenders and the Administrative Agent; and

      WHEREAS, the Administrative Agent, the Lenders and the other parties hereto have agreed to amend the Credit Agreement, on the terms and conditions provided herein;

      WHEREAS, the Borrowers have requested that the Lenders consent to the use by the Borrower of up to $30,000,000 of its funds for the payment of principal, interest and premium (if any) in order to redeem, retire or repurchase Senior Note Debt (2004) and/or Senior Note Debt (2007) (the “ Senior Note Repurchase ”), notwithstanding the provisions of the Credit Agreement to the contrary: and

      WHEREAS, the Administrative Agent and the Lenders have agreed to consent to the Senior Note Repurchase on the terms and conditions set forth herein;

      NOW, THEREFORE, in consideration of these premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

PART 1
DEFINITIONS

     SUBPART 1.1 Certain Definitions . The following terms used in this Amendment, including its preamble and recitals, have the following meanings:

     “ Amended Credit Agreement ” means the Credit Agreement, as amended hereby and as further amended, supplemented or otherwise modified from time to time.

     “ Second Amendment Date ” is defined in Subpart 4.1 .

     SUBPART 1.2 Other Definitions . Unless otherwise defined herein or the context otherwise requires, terms used in this Amendment, including its preamble and recitals, have the meanings provided in the Amended Credit Agreement.

PART 2
AMENDMENTS TO CREDIT AGREEMENT

     SUBPART 2.1 Amendments to Section 1.1 .

     (a) The definition of “Applicable Percentage” in Section 1.1 of the Credit Agreement is hereby amended by deleting the table set forth therein and replacing it with the following:

     (b) The definition of “Applicable Percentage” in Section 1.1 of the Credit Agreement is hereby further amended by adding the following new sentence at the end thereof:

      For purposes of clarity, the parties hereto acknowledge and agree that the Applicable Percentages in effect immediately prior to the Second Amendment Date shall remain in effect until adjusted on the first Calculation Date subsequent to June 30, 2009.

     (c) The definition of “Unused Line Percentage” is hereby deleted in its entirety and replaced with the following:

           “ Unused Line Percentage ” shall mean 0.50%.

     (d) The following definition is hereby added to Section 1.1 of the Credit Agreement in appropriate alphabetical order:

      “ Second Amendment Date ” means June 18, 2009.

PART 3
CONSENT

     SUBPART 3.1 Consent . The Lenders hereby consent to the consummation of the Senior Note Repurchase notwithstanding the provisions of Section 7.13 or Section 9.13(d) to the contrary; provided that (i) no Default or Event of Default has occurred and is continuing at the time or would result from the consummation thereof and (ii) Excess Availability after giving effect to the Senior Note Repurchase shall be greater than $40,000,000.

PART 4
CONDITIONS TO EFFECTIVENESS

     SUBPART 4.1 Second Amendment Date . This Amendment shall be and beco