FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT

EXHIBIT 10.1.1

FIRST AMENDMENT TO  

REVOLVING CREDIT AGREEMENT

THIS FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT (this “ Amendment ”), is made and entered into as of April 10, 2007, by and among HAVERTY FURNITURE COMPANIES, INC., a Maryland corporation (the “ Borrower ”), the several banks and other financial institutions from time to time party hereto (the “ Lenders ”), and SUNTRUST BANK, in its capacity as administrative agent for the Lenders (the “ Administrative Agent ”), as issuing bank (the “ Issuing Bank ”) and as swingline lender (the “ Swingline Lender ”).

W I T N E S S E T H :

WHEREAS, the Borrower, the Lenders and the Administrative Agent are parties to a certain Revolving Credit Agreement, dated as of August 26, 2005 (as amended, restated, supplemented or otherwise modified from time to time, the “ Credit Agreement ”; capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Credit Agreement), pursuant to which the Lenders have made certain financial accommodations available to the Borrower;

WHEREAS, the Borrower has requested that the Lenders and the Administrative Agent amend certain provisions of the Credit Agreement, and subject to the terms and conditions hereof, the Lenders are willing to do so;

NOW, THEREFORE, for good and valuable consideration, the sufficiency and receipt of all of which are acknowledged, the Borrower, the Lenders and the Administrative Agent agree as follows:

a.            Section 1.1 of the Credit Agreement is hereby amended by replacing the definition of “Consolidate Fixed Charges” in its entirety with the following:

“ Consolidated Fixed Charges ” shall mean, for the Borrower and its Subsidiaries for any period, the sum (without duplication) of (a) Consolidated Interest Expense for such period, (b) scheduled principal payments made on Consolidated Total Debt during such period, and (c) Consolidated Lease Expense for such period; provided , however , for purposes of calculating the Fixed Charge Coverage Ratio as of June 30, 2009, Consolidated Fixed Charges shall be reduced by $6,418,451, which amount is one half of the scheduled amortization and balloon payments to be made on Indebtedness of the “SB Trust” (a Variable Interest Entity referenced on Schedule 7.1 (Existing Indebtedness) of the Credit Agreement, consolidated by the Borrower under FIN 46) during the Fiscal Quarter ending June 30, 2009; provided , further , however , that no such reduction will be made when calculating the Fixed Charge Coverage Ratio

as of the last day of any other Fiscal Quarter, including the Fiscal Quarters ending September 30, 2009, December 31, 2009 and March 31, 2010.

b.            Section 6.1 of the Credit Agreement is hereby amended by replacing such Section in its entirety with the following:

Section 6.1 Fixed Charge Coverage Ratio . The Borrower and its Subsidiaries shall maintain on a consolidated basis, as of the end of each Fiscal Quarter, commencing with the Fiscal Quarter ending September 30, 2005, a Fixed Charge Coverage Ratio of not less than:

prior to March 31, 2007

March 31, 2007 and on or prior to

December 31, 2008

December 31, 2008.

2.             Conditions to Effectiveness of this Amendment . Notwithstanding any other provision of this Amendment and without affecting in any manner the rights of the Lenders hereunder, it is understood and agreed that this Amendment shall not become effective, and the Borrower shall have no rights under this Amendment, until the Administrative Agent shall have received (i) an amendment fee in the amount of 0.05% of the Commitments, to be applied pro rata among the Lenders, (ii) such other fees as the Borrower has previously agreed to pay the Administrative Agent or any of