Exhibit 10(h)

WAIVER AND SEVENTH AMENDMENT
TO AMENDED AND RESTATED CREDIT AGREEMENT

        THIS WAIVER AND SEVENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “ Amendment ”) dated as of November 9, 2004, is by and among CLARION TECHNOLOGIES, INC., a Delaware corporation (the “ Company ”), and its subsidiaries party hereto (the Company and its subsidiaries are collectively referred to herein as the “ Loan Parties ” and individually referred to herein as a “ Loan Party ”), the financial institutions that are or may from time to time become parties hereto (together with their respective successors and assigns, the “ Banks ”), and BANK ONE, NA, a national banking association with its main office in Chicago, Illinois, as agent on behalf of the Banks (in such capacity, the “ Agent ”).

RECITALS

        A.        The Loan Parties, the Banks, and the Agent are parties to that certain Amended and Restated Credit Agreement dated as of April 14, 2003 (as amended, modified, restated, or replaced from time to time, the “Credit Agreement ”), pursuant to which the Banks agreed, subject to the terms thereof, to extend credit to the Loan Parties. For purposes hereof, the term “Loan Documents” shall mean such term as defined in the Credit Agreement, plus this Amendment, and any documents executed and delivered in conjunction with this Amendment.

        B.        The Loan Parties have advised the Agent that prior to the date hereof an Event of Default has occurred under the terms of the Credit Agreement on account of the Loan Parties’ failure to comply with the provisions of Section 10.6.3 of the Credit Agreement as of the fiscal quarter ending on or about September 30, 2004, and have requested that the Agent and the Banks waive such Event of Default The Agent and the Banks are willing to provide the waiver requested by the Loan Parties on the terms set forth herein.

        C.        The parties hereto further desire to amend the Credit Agreement as set forth herein.

TERMS

        In consideration of the premises and of the mutual agreements herein contained, the parties hereto agree as follows:

        ARTICLE I. WAIVER AND AMENDMENT . Upon the conditions set forth in Article III being fulfilled, (a) the Agent and the Banks waive any Event of Default arising under the Credit Agreement on account of the Loan Parties failure to comply with the terms of Section 10.6.3 of the Credit Agreement as of the end of the fiscal quarter ending on or about September 30, 2004, and (b) the Credit Agreement shall be amended as follows:

         1.1        Section 10.6.2 of the Credit Agreement is amended and restated in full, to read as follows:

         1.2        Section 10.6.3 of the Credit Agreement is amended and restated in full, to read as follows:

         1.3        Section 10.6.4 of the Credit Agreement is amended and restated in full, to read as follows:

        ARTICLE II. REPRESENTATIONS AND WARRANTIES . Each of the Loan Parties represents and warrants to the Agent and the Banks that:

        2.1        The execution, delivery, and performance of this Amendment is within its powers, has been duly authorized by all necessary corporate or company action, as the case may be, and is not in contravention of any law, rule, or regulation, or any judgment, decree, writ, injunction, order or award of any arbitrator, court or governmental authority, or of the terms of its Certificate of Incorporation or Articles of Organization, as the case may be, or By-laws or Operating Agreement, as the case may be, or of any contract or undertaking to which it is a party or by which it or its properties is or may be bound.

        2.2        This Amendment is the legal, valid, and binding obligation of each Loan Party, enforceable against it in accordance with the respective terms hereof.

        2.3        After giving effect to the amendments herein contained, except as set forth on Schedule 2.3 hereof, the representations and warranties contained in Section 9 of the Credit Agreement are true on and as of the date hereof with the same force and effect as if made on and as of the date hereof.

2.4 No Event of Default or Unmatured Event of Default exists or has occurred or is continuing on the date hereof.

2

        ARTICLE III. CONDITIONS OF EFFECTIVENESS . This Amendment shall not become effective until each of the following has been satisfied:

         3.1        This Amendment shall have been executed by the Loan Parties, the Agent, and the Banks.

        3.2        The Loan Parties shall furnish to the Agent such certified copies of the resolutions of the Board of Directors or the members, as the case may be, of the Loan Parties as requested by the Agent approving this Amendment, and of all documents evidencing other necessary corporate or company action, as the case may be, and governmental approvals, if any, with respect to this Amendment.

        3.3        The Loan Parties shall furnish to the Agent such other approvals, opinions, or documents as the Agent may reasonably request.

        3.4        The Loan Parties shall have paid all out of pocket fees and disbursements of the Agent, including all unpaid fees and disbursements of Dickinson Wright PLLC due and owing as of the date of this Amendment.

       &nb