FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT

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                                                                    EXHIBIT 99.1

                                                                  EXECUTION COPY

                                FIRST AMENDMENT

                                        TO

                           REVOLVING CREDIT AGREEMENT

      This FIRST AMENDMENT (this "Amendment"), dated as of May 18, 2005, to that

certain Revolving Credit Agreement, dated as of May 19, 2004 (as modified and

supplemented and in effect from time to time, the "Credit Agreement"), among The

Yankee Candle Company, Inc., a corporation organized under the laws of

Massachusetts (the "Borrower"), Citizens Bank of Massachusetts and the other

lending institutions from time to time party thereto (collectively, the

"Lenders") and Citizens Bank of Massachusetts as agent for itself and such other

lending institutions (the "Administrative Agent").

      WHEREAS, the Borrower has requested that the Administrative Agent and the

Lenders agree to amend certain of the terms and provisions of the Credit

Agreement, as specifically set forth in this Amendment.

      NOW, THEREFORE, in consideration of the foregoing, and for other good and

valuable consideration, the receipt and sufficiency of which are hereby

acknowledged, the parties hereby agree as follows:

      1. DEFINITIONS. Capitalized terms used herein without definition shall

have the meanings assigned to such terms in the Credit Agreement.

      2. AMENDMENTS TO DEFINITIONS. Section 1.1 of the Credit Agreement is

hereby amended as follows:

      (a) The definition of "Applicable Margin" is hereby amended by deleting

the table contained therein and substituting in lieu thereof the following:

<TABLE>

<CAPTION>

                                      PRIME          TRANCHE A        LETTER OF      TRANCHE A

           TOTAL CAPITALIZATION         RATE           LIBOR           CREDIT       COMMITMENT

LEVEL              RATIO                LOANS         RATE LOANS         FEES           FEE

-----              -----                 -----         ----------         ----           ---

<S>       <C>                           <C>           <C>              <C>           <C>

  I       Greater than 0.40:1.00        0.00%           0.850%          0.850%         0.200%

  II       Less than or equal to

         0.40:1.00 but

         greater than or equal

         to 0.25:1.00                  0.00%           0.625%          0.625%         0.150%

III       Less than 0.25:1.00           0.00%           0.500%          0.500%         0.125%

</TABLE>

      (b) The definition of "Fee Letter" is hereby deleted and replaced with the

following:

            "Fee Letter. The fee letter dated as of April 25, 2005, as amended

            and in effect from time to time, among the Borrower, Citizens and

            RBS Securities Corporation, which fee letter replaces and supercedes

            the fee letter dated as of March 25, 2004, as amended, between the

            Borrower and Citizens."

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      (c) The definition of "Permitted Acquisitions" is hereby amended by

deleting clause (xii) contained therein and substituting in lieu thereof the

following::

            "(xii) the aggregate amount of the purchase price for all Permitted

            Acquisitions consummated on or after the First Amendment Effective

            Date shall not exceed $65,000,000."

      (d) The definition of "Tranche A Loan Maturity Date" is hereby amended by

deleting the date "May 19, 2007" contained therein and substituting in lieu

thereof the date "May 18, 2010".

      (e) The following definitions are hereby added to Section 1.1 of the

Credit Agreement and inserted in correct alphabetical order:

            "First Amendment Effective Date. May 18, 2005.

            Lead Arranger and Bookrunner. RBS Securities Corporation."

      (f) The following definitions are hereby deleted from Section 1.1 of the

Credit Agreement and all references to such defined terms contained in the

Credit Agreement are hereby deleted: "Total Tranche B Commitment"; "Tranche B

Commitment"; "Tranche B Commitment Fee"; "Tranche B LIBOR Rate Loans"; "Tranche

B Loans"; "Tranche B Loan Maturity Date"; "Tranche B Loan Request"; "Tranche B

Notes"; and "Tranche B Note Record".

      3. AMENDMENTS TO NEGATIVE COVENANTS.

      (a) Section 9.3(h) of the Credit Agreement is hereby amended by deleting

the proviso contained therein and substituting in lieu thereof the following:

            "provided that the consideration paid by the Borrower or any of its

            Subsidiaries in all such transactions on and after the First

            Amendment Effective Date does not exceed in the aggregate

            $65,000,000"

      (b) Section 9.4(b) of the Credit Agreement is hereby amended by deleting

the text "for such Fiscal Year" contained therein and substituting in lieu

thereof the text "for the prior Fiscal Year"

      4. AMENDMENTS TO FINANCIAL COVENANTS.

      (a) Section 10.1 of the Credit Agreement is hereby deleted and replaced

with the following:

            "10.1. LEVERAGE RATIO. The Borrower shall not permit the Leverage

            Ratio as of the end of any Reference Period to exceed 2.25:1.00."

      (b) Section 10.3 of the Credit Agreement is hereby deleted and replaced

with the following:

            "10.3. CONSOLIDATED NET WORTH. The Borrower will not permit

            Consolidated Net Worth to be less than $1.00 at any time."

      5. AMENDMENT TO OTHER AGENTS. Section 14.12 of the Credit Agreement is

hereby amended by deleting the text "sole arranger" contained therein and

substituting in lieu thereof the text "Lead Arranger and Bookrunner".

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      6. GLOBAL AMENDMENT TO CREDIT AGREEMENT. The text contained in Sections

2.1.2, 2.2.2, 2.3.2, 2.4.2, 2.5(c), 2.6.2, 3.1.2 and 3.2.2 of the Credit

Agreement (including all section headings contained therein) is hereby deleted

and replaced, in each case, with the text "INTENTIONALLY OMITTED."

      7. AMENDMENT TO SCHEDULES. (a) Schedule 1 to the Credit Agreement is

hereby deleted and replaced with Schedule 1 attached hereto and (b) Schedule 9.3

to the Credit Agreement is hereby deleted and replaced with Schedule 9.3

attached hereto.

      8. AMENDMENT TO FACING PAGE. The facing page of the Credit Agreement is

hereby amended by deleting the text "and sole lead arranger" and inserting the

following text at the end of the facing page:

            "and RBS SECURITIES CORPORATION, as Lead Arranger and Bookrunner".

      9. AFFIRMATION AND ACKNOWLEDGMENT. The Borrower hereby ratifies and

confirms all of its Obligations to the Lenders, including, without limitation,

the Loans, the Notes and the other Loan Documents, and the Borrower hereby

affirms its absolute and unconditional promise to pay to the Lenders all

Obligations under the Credit Agreement as amended hereby.

      10. REPRESENTATIONS AND WARRANTIES. The Borrower hereby represents and

warrants to the Lenders as follows:

      (a) The execution and delivery by the Borrower of this Amendment, and the

performance by the Borrower of its obligations and agreements under this

Amendment and the Credit Agreement as amended hereby, are within the corporate

authority of the Borrower and, have been duly authorized by all necessary

corporate proceedings on behalf of the Borrower, and do not contravene any

provision of law, statute, rule or regulation to which the Borrower is subject

or the Borrower's charter, other incorporation papers, by-laws or any stock

provision or any amendment thereof or of any agreement or other instrument

binding upon the Borrower.

      (b) This Amendment and the Credit Agreement as amended hereby constitute

legal, valid and binding obligations of the Borrower, enforceable in accordance

with their respective terms, except as limited by bankruptcy, insolvency,

reorganization, moratorium or other laws relating to or affecting generally the

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