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                                                                      EXHIBIT 10





                       FIRST AMENDMENT TO CREDIT AGREEMENT


       This First Amendment to Credit Agreement dated as of August 31st, 1998 by
and between TALON AUTOMOTIVE GROUP, INC., a Michigan corporation ("TAG'), VELTRI
METAL PRODUCTS CO, a Nova Scotia corporation ("Veltri") (Veltri, called together
with TAG, the "Borrowers"), the Banks party hereto, and COMERICA BANK, a
Michigan banking corporation, as agent for the Banks (in such capacity,
"Agent").

       WHEREAS, Borrowers, Agent and the Banks entered into a certain Credit
Agreement dated as of April 28, 1998 ("Agreement"), pursuant to which Borrowers
incurred certain indebtedness and obligations and granted the Agent, on behalf
of the Banks, certain security for such indebtedness and obligations; and

       WHEREAS, Borrowers, Agent and Banks desire to amend certain provisions of
the Agreement on the terms and conditions hereof:

       NOW, THEREFORE, it is agreed:

A.     DEFINITIONS

       1.   Capitalized terms used herein and not defined to the contrary have
          the meanings given them in the Agreement.

B.     AMENDMENT

       1.   Clause (a) of Section 1.11 of the Agreement is hereby amended and
            restated as follows:

            (a)  in the case of the Swing Loan, the Prime-based Rate, or such
                 other rate of interest that the Agent or Canadian Swingline
                 Lender (as applicable) in its sole discretion quotes to TAG or
                 Veltri for the relevant Advance for such period as Agent or the
                 Canadian Swingline Lender is willing (in its sole discetion) to
                 offer such rate of interest for such Advance."

       2.   Section 1.12 of the Agreement is hereby amended by deleting
            therefrom, the last sentence thereof, which presently reads as
            follows:
                 
                 "Notwithstanding anything to the contrary herein, the
                 Applicable Margin shall be based on a Level III Leverage Ration
                 until it is adjusted based on the financial statements of
                 Borrowers for the Borrower's fiscal quarter ending October 3,
                 1998.

       3.   Section 1.16 of the Agreement is hereby amended and restated in its
entirety as follows:


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            "1.16  'Borrowing Base' shall mean, as of any date, the sum of:

                    (a)   eighty five percent (85%) of the value of Eligible
                          Accounts Receivable, plus

                    (b)   fifty percent (50%) of the value of Eligible
                          Inventory, plus

                    (c)   the lesser of Fifteen Million Dollars ($15,000,000) or
                          fifty percent (50%) of the Eligible Tooling Invoices,
                          plus

                    (d)   seventy five percent (75%) of the fair market value of
                          Eligible Real Estate, to the extent Agent has obtained
                          an appraisal in form and content satisfactory to Agent
                          for such Eligible Real Estate, plus

                    (e)   the greater of (i) seventy five percent (75%) of the
                          orderly liquidation value of eligible Equipment, to
                          the extent Agent has obtained (within 24 months of the
                          date of calculation of such amount) an appraisal in
                          form and content satisfactory to Agent for such
                          Eligible Equipment, or (ii) sixty five percent (65%)
                          of the net book value (adjusted quarterly upon the
                          delivery of financial statements) of Eligible
                          Equipment for which (y) Agent has not obtained an
                          appraisal satisfactory to Agent, or (z) Agent has an
                          appraisal that is (as of the date of calculation of
                          the Borrowing Base) greater than twenty-four (24)
                          months old; provided, however that with respect to
                          Eligible Equipment acquired in connection with a
                          Permitted Acquisition, (A) only fifty percent (50%) of
                          the net book value thereof shall be included in the
                          Borrowing Base until Agent has obtained an appraisal
                          thereof in form and content satisfactory to Agent, (B)
                          the net book value of such assets will be the higher
                          of the net book value immediately prior to such
                          Permitted Acquisition or immediately after such
                          Permitted Acquisition, and (C) so long as the value is
                          determined by reference to the net book value of such
                          assets, the Borrowers shall depreciate such assets in
                          accordance with GAAP."

        4.   Section 1.29 of the Agreement is hereby amended and restated in its
             entirety as follows:

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            "1.29 "EBITDA" shall mean, as the last day of any fiscal quarter,
            Net Income plus the aggregate amounts deducted in determining Net
            Income for such period in respect of taxes based on income, Michigan
            single business tax, interest expense and depreciation and
            amortization, all determined in accordance with GAAP determined in
            the following described manner during the periods mentioned below:

                    (i)   with respect to any calculation of EBITDA as of April
                          4, 1998, by multiplying EBITDA calculated for the
                          quarter then ended by four (4);

                   (ii)   with respect to any calculation of EBITDA as of the
                          end of the fiscal quarter of Borrower ending July 4,
                          1998, by multiplying two (2) by the sum of (x) EBITDA
                          for the two quarter period then ended plus (y) in each
                          case, other than for the determination of the Leverage
                          Ratio for the purpose of establishing the Applicable
                          Margin, the amount of One Million Six Hundred Thousand
                          Dollars ($1,600,000);

                  (iii)   with respect to any calculation of EBITDA as of the
                          end of the fiscal quarter of Borrower ending October
                          3, 1998, by multiplying four thirds (4/3) by the sum
                          of (x) EBITDA for the three quarters then ended plus
                          (y) in each case, other than for the determination of
                          the Leverage Ratio for the purpose of establishing the
                          Applicable Margin, the amount of Three Million Seven
                          Hundred Thousand Dollars (3,700,000);

                   (iv)   with respect to any calculation of EBITDA as of the
                          end of the fiscal quarter of Borrowers ending December
                          31, 1998 by adding (x) the EBITDA for the rolling four
                          quarter period then ended and (y) in each case, other
                          than for the determination of the Leverage Ratio for
                          the purpose of establishing the Applicable Margin,
                          Three Million One Hundred Thousand Dollars
                          ($3,100,000);


                    (v)   with respect to any calculation  of EBITDA as of the
                          end of the fiscal quarter of Borrowers ending April 3,
                          1999 by adding (x) EBITDA for the rolling four quarter
                          period then ended and (y) in each case, other than for
                          the determination of the Leverage Ratio for the
                          purpose of establishing the Applicable Margin, Two
                          Million Five Hundred Thousand Dollars ($2,500,000);

                   (vi)   with respect to any calculation of EBITDA as of the
                          end of the fiscal quarter of Borrowers ending July 3,
                          1999 by 


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                          adding (x) EBITDA for the rolling four quarter period
                          then ended and (y) in each case, other than for the
                          determination of the Leverage Ratio for the purpose of
                          establishing the Applicable Margin, One Million Nine
                          Hundred thousand Dollars ($1,900,000), and 

                    (vii) with respect to any subsequent determination thereof,
                          on a rolling four quarter basis,

                    provided, however, solely for the purpose of calculating
                    Leverage Ratio during any four quarter period during which a
                    Permitted Acquisition has occurred (x) EBITDA determined for
                    the entity or business acquired in such Permitted
                    Acquisition (without any annualization pursuant to clauses
                    (i) through (iii) above) shall be included in the
                    calculation hereof, as if such Permitted Acquisition
                    occurred on the first day of such four quarter period, and
                    (y) any Permitted Adjustments related to a Permitted
                    Acquisition shall be added back during the rolling four
                    quarter period which includes the date of the Permitted
                    Acquisition."

       5.   The following subsection is hereby added to Section 1.61 of the
            Agreement immediately after subsection (b) thereof:

                    "(c)  in the case of any Swing Loan made pursuant to a
                          quoted rate and interest period offered a Borrower by
                          Agent or the Canadian Swingline Lender (as applicable)
                          such period offered by Agent or the Canadian Swingline
                          Lender therefore (in its sole discretion)."

      6.    Section 1.82 of the Agreement is hereby amended and restated in its
            entirety as follows:

                    "1.82 'Net Income' shall mean, for any period of any
                    determination thereof the net income before extraordinary
                    items (reduced by the amount of any dividend paid during
                    the period of determination pursuant to clause (b) of
                    Section 10.5 hereof) all determined in accordance with
                    GAAP; provided, however, with respect to any calculation of
                    Net Income which includes the fiscal quarter ended July 4,
                    1998, there shall be added back to Net Income: (i) the
                    special deferred compensation charge in the amount of One
                    Million Three Hundred Fifty Nine Thousand Dollars
                    ($1,359,000), and (ii) the deferred foreign exchange loss
                    in the amount of Six Hundred Five Thousand Dollars
                    ($605,000) in each case, as shown on the Borrower's
                    financial statements for such fiscal quarter."







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       7.   Section 1.84 of the Agreement is hereby amended and restated as
            follows:

                    "1.84 'Net Worth' shall mean, as of any date, the amount of
                    any capital stock, paid in capital or similar equity
                    accounts plus (or minus in the case of a deficit) the
                    capital surplus and retained earnings of such Person
                    (excluding the effect of any foreign currency translation
                    adjustments) less treasury stock, all as determined in
                    accordance with GAAP."

       8.   Subsection (c) of Section 10.4 of the Agreement is hereby amended
            and restated in its entirety as follows:

                    "(c)  the Net Worth to be less than the sum of (i) negative
                          One Million Five Hundred Thousand Dollars
                          (-$1,500,000) plus (ii) fifty percent (50%) of Net
                          Income for each quarter of Borrowers in which Net
                          Income is positive amount commencing the quarter ended
                          April 4, 1998, plus (iv) one hundred percent (100%) of
                          Net Proceeds of the Initial Public Offering."

       9.   Subsection (a) of Section 10.5 of the Agreement is hereby amended
            and restated in its entirety as follows:

                    "(a)  dividends payable during TAG's 1998 fiscal year, in
                          aggregate amount not in excess of Eleven Million Five
                          Hundred Sixty Two Thousand Dollars ($11,562,000)."

       10.  Section 11.11 of the Agreement is hereby amended and restated in its
            entirety as follows:

                          "11.11 Exercise of Remedies.  If an Event of Default
                          has occurred and is continuing hereunder:

                          (a)  Agent may, and upon the written direction of the
                               Majority Banks, Agent shall, terminate Banks'
                               commitment to make Advances and Agent's
                               commitment to issue Letters of Credit;

                          (b)  Agent may and upon the written direction of
                               the Majority Banks, Agent Shall: (i) declare
                               the entire unpaid balance of the indebtedness
                               hereunder, including the Notes, immediately due
                               and payable, without presentment, notice or
                               demand, all of which are hereby expressly
                               waived by Borrower, and/or (ii) require the
                               payment by Borrowers into a restricted demand
                               deposit account with Agent of an



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                                amount equal to the undrawn face amount of
                                any outstanding Letters of Credit; and

                          (c)   Immediately and automatically upon the
                                occurrence of any Event of Default specified in
                                Subsection 11.6 above, and notwithstanding the
                                lack of any declaration by Agent under preceding
                                clause (b), the entire unpaid principal of the
                                Loans and other indebtedness hereunder,
                                including the Notes, shall become automatically
                                due and payable;

                          (d)   Agent may, and upon the written direction of the
                                Majority Banks, Agent shall, on behalf of all
                                Banks, exercise any remedy permitted by this 
                                Agreement, the other Documents or law.

       11.  Section 12.11 of the Agreement is hereby amended and restated in its
            entirety as follows:

                    "12.11 Authority of Agent to Enforce Notes And This
                    Agreement. Each Bank, subject to the terms and conditions of
                    this Agreement, authorizes the Agent with full power and
                    authority as attorney-in-fact to institute and maintain
                    actions, suits or proceedings for the collections and
                    enforcement of the Notes, this Agreement and the Documents
                    (or any of them) and to file such proofs of debt or other
                    documents as may be necessary to have the claims of the
                    Banks allowed in any proceeding relative to the Borrowers or
                    its creditors or affecting its properties, and to take
                    such other actions which Agent considers to be necessary or
                    desirable for the protection, collection and enforcement of
                    the Notes, this Agreement or the Documents (or any of them).
                    The Banks hereby agree to indemnify Agent for any and all
                    actions taken by Agent at the direction of the Majority
                    Banks."

       12.  Subsection (a) of Section 13.8 of the Agreement is hereby amended by
            adding the following subparagraph (vi):

                    "(vi) change the definition of "Majority Banks" or
                    otherwise change the Percentage required to take or
                    authorize any action hereunder;"

       13.  Subsection (i) if Section 13.10 of the Agreement is hereby amended
            and restated in its entirety as follows:

                    "(i) the aggregate of all consideration which constitutes
                    interest under applicable law that is contracted for, taken,
                    reserved,



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                    charged or received by Agent or such Bank under the Notes
                    payable to Agent or such Bank, this Agreement, the Documents
                    or under any other agreement entered into in connection with
                    or as security for or guaranteeing this Agreement or such
                    Notes or Documents shall under no circumstances exceed the
                    Highest Lawful Rate and any excess shall be credited
                    automatically, if therefore paid, on the principal amount of
                    Loans owed to such Agent or Bank or, if it has no Loans
                    outstanding, shall be refunded to Borrower by such Bank,"

C.     REPRESENTATIONS

       Borrowers hereby represents and warrants that:

       1.   Execution, delivery and performance of this Amendment and any other
            documents and instruments under this Amendment or the Agreement are
            within Borrowers' powers have been duly authorized, are not in
            contravention of law or the terms of Borrowers' Articles of
            Incorporation or Bylaws, and do not require the consent or approval
            of any governmental body, agency, or authority.

       2.   This Amendment, and the Agreement as amended by this Amendment, and
            any other documents and instruments required under this Amendment or
            the Agreement, when issued and delivered under this Amendment or the
            Agreement, will be valid and binding in accordance with their terms.


       3.   The continuing representations and warranties of Borrowers set forth
            in Sections 8.1 through 8.7 through 8.19 of the Agreement are true
            and correct on and as of the date hereof with the same force and
            effect as made on and as of the date hereof.

       4.   The continuing representations and warranties of Borrowers set forth
            in Section 8.8 of the Agreement are true and correct as of the date
            hereof with respect to the most recent financial statements
            furnished to Bank by Borrowers in accordance with Section 9.1 of the
            Agreement.

       5.   To the best of Borrowers' knowledge, no Event of Default, or
            condition or event which, with the giving of notice or the running
            of time, or both, would constitute an Event of Default under the
            Agreement, has occurred and is continuing as of the date hereof.

D.     MISCELLANEOUS

       1.   This Amendment may be executed in as many counterparts as
            Agent, Banks and Borrowers deem convenient and shall be deemed have
            become effective as of July 4, 1998 upon satisfaction of the
            following conditions:



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            (a) delivery to Agent of counterparts hereof executed by each of the
            parties; and (b) delivery by Borrowers to Agent, in form and
            substance satisfactory to Agent and the Banks, of each of the
            documents and instruments listed on the Checklist attached as
            Exhibit "A" hereto.

       2.   Borrowers, Agent and the Banks acknowledge and agree that, except as
            specifically amended and/or waived herein and hereby, all of the
            terms and conditions of the Agreement and the Loan Documents, remain
            in full force and effect in accordance with their original terms.

       3.   Borrowers shall pay all of Agent's legal costs and expenses
            (including attorneys' fees and expenses) incurred in the
            negotiation, preparation and closing hereof, including, without
            limitation, costs of all lien searches and financing statement
            filings.

       4.   Except as specifically set forth herein, nothing set forth in this
            Amendment shall constitute, or be interpreted or construed to
            constitute, a waiver of any right or remedy of Agent or the Banks,
            or of any default or Event of Default whether now existing or
            hereafter arising.

            WITNESS the due execution hereof as of the day and year first above
            written.


TALON AUTOMOTIVE GROUP, INC.              VELTRI METAL PRODUCTS CO.


By:  David J. Woodward                    By:  David J. Woodward

Its:   Vice President                     Its:   Vice President




COMERICA BANK, as Agent and Bank

By:  David Marvin

Its:   First Vice President



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                           ACKNOWLEDGEMENT AND CONSENT


     This acknowledgement and consent is executed and delivered by the
undersigned ("Guarantors") in connection with those certain Security Documents
and Guaranties executed by the undersigned, by which the undersigned have
guaranteed payment and performance of obligations and indebtedness under that
certain Credit Agreement dated April 28, 998 ("Agreement") between Talon
Automotive Group, Inc. ("TAG") and Veltri Metal Products Co. ("Veltri" together
with TAG, "Borrowers"), the Banks party thereto, and Comerica Bank, as Agent for
the Banks, and granted Agent, on behalf of the Banks, liens and security
interests as security for the undersigned's respective obligations under their
Guaranties.

      1.   The undersigned each hereby:

           (a)  acknowledge and consent to the execution, delivery and
                performance by Borrowers of that certain First Amendment to
                Credit Agreement of even date herewith between Borrowers,
                Banks and the Agent ("Amendment") and to the execution,
                delivery and performance of the other documents and
                transactions contemplated by the Amendment; and

           (b)  acknowledge and agree that their respective Security Documents
                and Guaranties mentioned above are and remain in full force
                and effect with respect to all liabilities under the Agreement
                (as amended by the Amendment), and the Documents.

      2.   Definitions. Capitalized terms used herein and not defined to the
      contrary have the meanings given them in the Agreement (as amended by the
      Amendment).



                  Executed as of the 31st day of August, 1998



                                    TALON AUTOMOTIVE GROUP, INC.

                                    By:  David J. Woodward

                                    Its:   Vice President


                                    VELTRI METAL PRODUCTS CO.


                                    By:  David J. Woodward

                                    Its: Vice President


                                    VELTRI HOLDINGS, INC.

                                    By:  David J. Woodward

                                    Its: Vice President


                                    VELTRI HOLDINGS USA, INC.

                                    By:  David J. Woodward

                                    Its: Vice President
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                         AMENDMENT TO SECURITY AGREEMENT


     This Amendment to Security Agreement is dated as of the 31st day of August,
1998, by and between Veltri Holdings (USA), Inc. ("Company") and Comerica Bank,
in its capacity as Agent ("Agent") under that certain Credit Agreement dates as
of April 28, 1998 by and between Talon Automotive Group, Inc. and certain other
borrowers, Agent and the lenders signatory thereto ("Credit Agreement").

     Whereas Company executed and delivered to Agent a guaranty of the payment
and performance of the obligations and indebtedness of the Borrower under the
Credit Agreement ("Guaranty").

     Whereas, to secure Company's obligations under the Guaranty, Company
executed and delivered to Agent that certain Security Agreement dates as of
April 28, 1998 ("Agreement"); and

     Whereas Company and Agent desire to amend certain provisions of the
Agreement on the terms and conditions hereof:

     NOW, THEREFORE, it is agreed:

     1.   Section 2.1 of the Agreement is hereby amended and restated in its
          entirety as follows:

          "2.1 The Collateral shall be security for the following described
          obligations of Company and all full or part extensions and renewals
          thereof (all of which is herein called "Indebtedness"):

     a.   all liabilities and obligations of Company under the Guaranty
          and all present and future amendments thereto:

     b.   any and all other present and future liabilities and obligations of
          Company to Agent or any of the Banks, howsoever evidenced, existing,
          arising, or acquired, whether direct or indirect, joint or several,
          absolute or contingent, due or to become due, now existing or
          hereafter arising; including without limitation all present or future
          amendments thereto; and

     c.   any and all of Agent's costs and expenses (including
          reasonable attorneys' fees and legal expenses) incurred in the
          preparations hereof, the filing or recording of any financing
          statement or other documents, and all of the costs and expenses of
          Agent and any of the Banks (including reasonable attorneys fees and
          legal expenses) incurred in the protection or preservation of the
          Collateral, the collection and/or repossession of the Collateral, or
          the enforcement of its rights hereunder.


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           Capitalized terms used herein and not defined to the contrary have
      the meanings given them in the Agreement.

           Except as specifically amended hereby, the Agreement remains in full
      force and effect in accordance with its original terms.




            VELTRI HOLDINGS (USA), INC.      COMERICA BANK, as Agent

            By:  David J. Woodward           By:  David Marvin

            Its: Vice President              Its: First Vice President





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                         AMENDMENT TO SECURITY AGREEMENT


     This Amendment to Security Agreement is dated as of the 31st day of August,
1998, by and between VS Holdings, Inc. ("Company") and Comerica Bank, in its
capacity as Agent ("Agent") under that certain Credit Agreement dates as of
April 28, 1998 by and between Talon Automotive Group, Inc. and certain other
borrowers, Agent and the lenders signatory thereto ("Credit Agreement").

     Whereas Company executed and delivered to Agent a guaranty of the payment
and performance of the obligations and indebtedness of the Borrower under the
Credit Agreement ("Guaranty").

     Whereas, to secure Company's obligations under the Guaranty, Company
executed and delivered to Agent that certain Security Agreement dates as of
April 28,1998 ("Agreement"); and

     Whereas Company and Agent desire to amend certain provisions of the
Agreement on the terms and conditions hereof:

     NOW, THEREFORE, it is agreed:

     2.   Section 2.1 of the Agreement is hereby amended and restated in its
          entirety as follows:

          "2.1 The Collateral shall be security for the following described
          obligations of Company and all full or part extensions and renewals
          thereof (all of which is herein called "Indebtedness"):

     a.   all liabilities and obligations of Company under the Guaranty
          and all present and future amendments thereto:

     b.   any and all other present and future liabilities and obligations of
          Company to Agent or any of the Banks, howsoever evidenced, existing,
          arising, or acquired, whether direct or indirect, joint or several,
          absolute or contingent, due or to become due, now existing or
          hereafter arising; including without limitation all present or future
          amendments thereto; and

     c.   any and all of Agent's costs and expenses (including
          reasonable attorneys' fees and legal expenses) incurred in the
          preparations hereof, the filing or recording of any financing
          statement or other documents, and all of the costs and expenses of
          Agent and any of the Banks (including reasonable attorneys fees and
          legal expenses) incurred in the protection or preservation of the
          Collateral, the collection and/or repossession of the Collateral, or
          the enforcement of its rights hereunder."


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           Capitalized terms used herein and not defined to the contrary have
      the meanings given them in the Agreement.

           Except as specifically amended hereby, the Agreement remains in full
      force and effect in accordance with its original terms.




              VS HOLDINGS, INC.              COMERICA BANK, as Agent

              By:  David J. Woodward         By:  David Marvin

              Its: Vice President            Its: First Vice President