FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT

Exhibit 10-1

FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT

     This Amendment, dated effective as of September 30, 2008, is made by and between Zareba Systems, Inc., a Minnesota corporation (“Systems”) and Zareba Security, Inc., a Minnesota corporation (“Security”) (Systems and Security are individually and collectively referred to herein as the “Borrower”), and JPMorgan Chase Bank, N.A., a national banking association (the “Lender”).

RECITALS

     The Borrower and the Lender have entered into a Credit and Security Agreement dated as of August 29, 2007 (the “Credit Agreement”). Capitalized terms used in these recitals have the meanings given to them in the Credit Agreement unless otherwise specified.

     The Borrower has requested that certain amendments be made to the Credit Agreement, which the Lender is willing to make pursuant to the terms and conditions set forth herein.

     NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements herein contained, it is agreed as follows:

      1. Defined Terms . Capitalized terms used in this Amendment which are defined in the Credit Agreement shall have the same meanings as defined therein, unless otherwise defined herein. In addition, Section 1.1 of the Credit Agreement is amended by adding or amending, as the case may be, the following definitions:

“Applicable Margin” means the percentages set forth below, calculated based on the Cash Flow Leverage Ratio for the most recently ended period of four consecutive fiscal quarters:

Notwithstanding the foregoing, the Applicable Margin shall initially be 1.75% for LIBOR Advances and -.75% for Base Rate Advances until and including September 30,

2007. Commencing September 30, 2007, the Applicable Margin shall be adjusted once each fiscal quarter effective as of the date 45 days after the end of each fiscal quarter based on the Cash Flow Leverage Ratio for the period of four consecutive fiscal quarters as reported in the quarterly or annual financial statements delivered by such times, as certified by the Borrower’s financial officer. In the event that such financial statements are not delivered as required by Section 5.1(a) or 5.1(b) , the Applicable Margin shall be the percentage in effect for the preceding quarter set forth above until such time as such financial statements are delivered, after which time the Applicable Margin shall be readjusted retroactive to the 45 ^th day following the previous quarter end to the rate applicable to the Cash Flow Leverage Ratio applicable to such statements.

“Debt Service Coverage Ratio” means, for any period, the ratio of (i) the sum of (A) domestic EBITDA, minus (B) unfinanced domestic Capital Expenditures, minus (C) domestic dividends, distributions, repurchases of capital stock, stock options or warrants, minus (D) cash advances or investments in Subsidiaries or Affiliates permitted pursuant to Section 6.4(d) of this Agreement minus (E) domestic taxes (excluding tax payments applicable to extraordinary gains/losses and discontinued operations) to (ii) the sum of (A) domestic Interest Expense, plus (B) required principal payments on any domestic Indebtedness, computed and calculated in all cases in accordance with GAAP on a rolling four quarter basis for the four quarter period ending as of the Measurement Date.

“EBITDA” means for any period of determination, the Net Income for such period plus, to the extent deducted from revenues in determining Net Income, (i) Interest Expense paid or accrued, (ii) expenses for taxes paid or accrued, (iii) depreciation, (iv) non cash losses incurred as a result of currency exchange rates, (v) amortization, (vi) non-cash compensation expenses recorded pursuant to FAS 123(R), (vii) extraordinary cash and non cash losses incurred other than in the ordinary course of business, and (viii) losses from discontinued operations, minus (i) to the extent included in Net Income for such period, extraordinary cash and non cash gains incurred other than in the ordinary course of business, (i