Exhibit 10
                                                                      05/14/97-1

                               NINTH AMENDMENT TO
                           LOAN AND SECURITY AGREEMENT

          THE NINTH AMENDMENT TO LOAN AND SECURITY AGREEMENT ("Ninth
Amendment") is made as of the 16th day of May, 1997 by and among Morgan Products
Ltd., a Delaware  corporation  having its chief  executive  office at 469 McLaws
Circle,  Williamsburg,  Virginia 23185 ("Borrower I), the lenders who are or who
may from time to time become  signatories  hereto ("Lenders") arid Fleet Capital
Corporation,  a Connecticut corporation having an office at 20800 Swenson Drive,
Waukesha, Wisconsin 53186 ("FCC") which is the successor-in-interest to Barclays
Business  Credit,  Inc., as agent for the Lenders ("FCC," in such capacity being
"Agent").

                              W I T N E S S E T H:

          WHEREAS, FCC, as Agent and Lender, and Borrower entered into a certain
Loan  and  Security  Agreement  dated as of July 14,  1994 as  amended  by (i) a
certain First Amendment to Loan and Security Agreement ("First Amendment") dated
as of September 30, 1994 by and among Agent, Borrower and the lender signatories
thereto, (ii) a certain Second Amendment to Loan and Security Agreement ("Second
Amendment")  dated as of October 20, 1994 by and among  Agent,  Borrower and the
lender  signatories  thereto,  (iii) a certain First (sic) Amendment to Loan and
Security  Agreement dated as of March 29, 1995 by and among Agent,  Borrower and
the lender  signatories  thereto,  (iv) a certain  Fourth  Amendment to Loan and
Security Agreement dated as of October 30, 1995 by and among Agent, Borrower and
the  lender  signatories  thereto  (v) a  certain  Fifth  Amendment  to Loan and
Security  Agreement  dated as of June 30, 1996 by and among Agent,  Borrower and
the lender  signatories  thereto,  (vi) a certain  Sixth  Amendment  to Loan and
Security Agreement dated as of August 30, 1996 by and among Agent,  Borrower and
the Lender signatories  thereto,  (vii) a certain Seventh Amendment to Loan arid
Security Agreement dated as of October 22, 1996 by and among Agent, Borrower and
the Lender signatories thereto and (viii) a certain Eighth Amendment to Loan and
Security  Agreement dated as of March 13, 1997 by and among Agent,  Borrower and
the Lender signatories  thereto.  Said Loan and Security  Agreement,  as amended
from time to time, is hereinafter referred to as the "Loan Agreement"; and

          WHEREAS,  Borrower,  Lenders  and Agent  desire  to amend  and  modify
certain provisions of the Loan Agreement.

          NOW THEREFORE,  in consideration of the premises, the mutual covenants
and agreements herein contained, and any extension of credit heretofore,  now or
hereafter made by Lenders and Agent to Borrower, the parties hereto hereby agree
as follows:

1.  Definitions.  Except as  otherwise  specifically  provided  for herein,  all
capitalized  terms used herein without  definition shall have the meanings given
to them in the Loan Agreement.

2.  Specific  Financial  Covenants.  Sections  9.3(B)  and  9.3(D)  of the  Loan
Agreement are hereby deleted arid the following are inserted in their stead:

     "9.3. Specific Financial Covenants.  During the Term of this Agreement, and
thereafter  for so long as there  are any  Obligations  to Agent or any  Lender,
Borrower  covenants that,  unless otherwise  consented to by Required Lenders in
writing, it shall:

                                      * * *

(B) Total Liabilities to Tangible Net Worth Ratio. Have at the end of each month
within the Term hereof,  a ratio of  Indebtedness  (computed in accordance  with
GAAP) to Tangible  Net Worth equal to or less than the ratio set forth  opposite
such month in the following schedule:


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            Month                                                   Ratio
Each Month within Fiscal Year 1994                                  1.85 to 1
Each Month within Fiscal Year 1995                                  1.50 to 1
January, February and March, 1996                                   1.50 to 1
April, May, June and July, 1996                                     1.60 to 1
August, September, October and November, 1996                       1.90 to 1
December, 1996 and January and February, 1997                       1.80 to 1
March, April and May, 1997                                          1.97 to 1
June, July and August, 1997                                         1.85 to 1
September, October and November, 1997                               1.70 to 1
December, 1997 arid each month thereafter                           1.60 to 1

                                      * * *

     9.3(D) Minimum Excess Revolving Credit Loan  Availability or Minimum Excess
Collateral  Availability.  Maintain as of any of the  following  dates,  average
Excess Revolving Credit Loan  Availability for the date of determination and the
immediately  previous  twenty-nine(29)days  of: no  minimum  from July 14,  1994
through  October 29,  1995;  $3,000,000  or more from  October 30, 1995  through
October 20, 1996;  $5,000,000 or more from October 21, 1996 through November 30,
1996;  $8,000,000  or more from  December 1, 1996 through  April 17,  1997;  and
$8,000,000  or more from August 3, 1997 and  thereafter."  Maintain as of any of
the following dates, average "Excess Collateral Availability" (as defined below)
for the date of determination and the immediately previous twenty-nine (29) days
of: Seven Million Five Hundred Thousand Dollars  ($7,500,000) or more from April
18, 1997 through April 25, 1997; and Eight Million Dollars  ($8,000,000) or more
from April 26, 1997 through  August 2, 1997.  "Excess  Collateral  Availability"
shall mean as of any date the amount, if any, by which the "Collateral Base" (as
defined  below)  exceeds  the  aggregate  outstanding  principal  balance of the
Revolving  Credit  Loans.  Collateral  Base  shall  mean,  as  at  any  date  of
determination thereof, an amount equal to:

(a)  an amount equal to:

     (i)  eighty-five  percent  (85%) or such lesser  percentage as Agent in its
reasonable discretion deems appropriate,  of the net amount of Eligible Accounts
outstanding at such date:

                                      PLUS

     (ii) the  lesser of (A) Forty  Million  Dollars  ($40,000,000)  and (B) the
Inventory  Percentage of the value of Eligible Inventory at such date consisting
of raw  materials  and finished  goods,  calculated on the basis of the lower of
cost or market,  as  determined by Agent,  in its  reasonable  discretion,  on a
first-in, first-out ("FIFO") basis;

                     MINUS (subtract from clause (a) above)

(b) an amount equal to the sum of (x) the face amount of all LC  Guaranties  and
Letters of Credit issued by Agent or Bank and outstanding at such date, plus (y)
any amounts  which Agent  and/or  Lenders may then be  obligated  to pay for the
account of Borrower under this Agreement.

3.  Continuing  Effect  Except as  otherwise  specifically  set out herein,  the
provisions of the Loan Agreement shall remain in full force and effect.



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          IN WITNESS WHEREOF,  this Ninth Amendment has been duly executed as of
the day and year specified at the beginning hereof.


                      MORGAN PRODUCTS LTD. ("Borrower")



                      By:
                      ---------------------------------
                      Name:  Dawn E. Neuman
                      Title: Treasurer

                      FLEET CAPITAL CORPORATION
                      ("Agent" and "Lender")



                      By:
                      ---------------------------------
                      Name:  Sandra Evans
                      Title: Vice President

                      HARRIS TRUST AND SAVINGS BANK
                      ("Lender")



                      By:
                      ---------------------------------
                      Name:  Lee A. Vandermyde
                      Title: Vice President

                      BANK OF AMERICA ILLINOIS ("Lender")



                      By:
                      ---------------------------------
                      Name: Richard J. Kerbis
                      Title: Vice President


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