Exhibit 4.2.5
FIFTH AMENDMENT TO THE REVOLVING
CREDIT AGREEMENT
THIS FIFTH AMENDMENT to the
REVOLVING CREDIT AGREEMENT, dated as of this 28 th day of August, 2006 (the “Fifth
Amendment”), is entered into in connection with and as an
amendment to that certain Revolving Credit Agreement, dated as of
March 10 th
, 2003 (the “Credit
Agreement”), as amended by that First Amendment, dated as of
August 31 st
, 2003, as further amended by that
Second Amendment, dated as of February 27 th , 2004,
as further amended by that Third Amendment, dated as of August
30 th , 2004, as further amended by that Fourth
Amendment, dated as of August 24 th , 2005,
and as further amended, restated or modified from time to time, by
and between First National Bank of Omaha (the “Bank”)
and Ballantyne of Omaha, Inc. (the “Borrower”).
All capitalized terms used but not otherwise defined herein shall
have their respective meanings as prescribed in the Credit
Agreement.
WHEREAS, the maturity date for the
Base Revolving Credit Facility pursuant to the Credit Agreement is
currently August 28 th
, 2006; and
WHEREAS, the Borrower and the Bank
desire to extend the maturity date of the Base Revolving Credit
Facility to August 27 th , 2007
and to make such other amendments as discussed below.