Exhibit 10.3

Loan No. 0426195000

SECOND AMENDMENT TO

REVOLVING LINE OF CREDIT LOAN AGREEMENT

This Second Amendment to Revolving Line of Credit Loan Agreement (this “Amendment”) is entered into by and between American AgCredit, FLCA, successor in interest to Pacific Coast Farm Credit Services, ACA (“Lender”) and Maui Land & Pineapple Company, Inc., a Hawaii corporation (“Borrower”) to be effective as of September 30, 2008 (the “Effective Date”).

RECITALS

A.                                    Borrower and Lender entered into a Revolving Line of Credit Loan Agreement dated September 1, 2005 (the “Original Credit Agreement”), whereby Lender converted a term loan agreement to a revolving line of credit pursuant to the terms and conditions set forth in the Original Credit Agreement and evidenced by a promissory note dated June 1, 1999 in the amount of Fifteen Million Dollars ($15,000,000.00) (the “Original Note”).

B.                                      The Original Credit Agreement and the Original Note were subsequently modified and amended by that First Amendment to Revolving Line of Credit Loan Agreement dated December 4, 2006 (the “First Amendment to Credit Agreement”, and together with the Original Credit Agreement, the “Credit Agreement”), and the first amendment to Promissory Note dated December 4, 2006 (the “Amended Note”, and together with the Original Note, the “Note”) whereby Borrower and Lender agreed to, among other things, increase the total line of credit as evidenced by the Original Note and governed by the Original Credit Agreement to $25,000,000, and to extend the draw period and extend the maturity date.

C.                                      Lender is willing to modify Section 12(j) of the Credit Agreement to allow the Indebtedness for Borrowed Money restriction to increase from $122,000,000 to $150,000,000, subject to and in accordance with the terms, covenants, conditions and provisions of this Amendment.

Accordingly the parties agree as follows:

1.                                        Conditions Precedent.  The modification provided for herein is hereby granted provided that the following conditions precedent are satisfied by no later than October 15, 2008:

1.1                                  Execution and delivery to Lender of this Amendment to be executed and, where applicable, acknowledged by Borrower and Guarantors.

1.2                                  No Default or Event of Default shall have occurred and be continuing under the Note.

1.3                                  All of the representations and warranties contained in the Credit Agreement shall continue to be true and correct and remain in full force and effect as of the date of this Amendment.

2.                                        Amendments .  Provided that the conditions specified in Section 1 of this Amendment have been satisfied, the Credit Agreement shall be amended as follows:

2.1                                  Increase Restriction on Indebtedness for Borrowed Money .   Section 12(j) of the Credit Agreement is hereby deleted in its entirety and replaced with the following:

Indebtedness for Borrowed Money .  Incur any Indebtedness for Borrowed Money if after such Indebtedness for Borrowed Money is incurred the aggregate amount of all such Indebtedness for Borrowed Money of the Borrower and its Subsidiaries shall exceed One Hundred Fifty Million Dollars ($150,000,000.00).

3.                                        Representations and Warranties of Borrower .  Borrower represents, warrants and covenants to Lender that:

3.1                                  Borrower knows of no Default or Event of Default under the terms and conditions of the Loan Documents.

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