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                                                                     EXHIBIT 4.2

       AMENDMENT NO. 5 TO CREDIT AND SECURITY AGREEMENT

         This Amendment No. 5 to Credit and Security Agreement ("Amendment No.
5") dated effective as of the 25 day of March, 2003, by and between COHESANT
TECHNOLOGIES INC., a Delaware corporation (hereinafter referred to as
"Borrower"), and UNION PLANTERS BANK, N.A., a national banking association
(hereinafter referred to as "Bank").

                          W I T N E S S E T H :

         WHEREAS, the Borrower and the Bank are parties to that certain Credit
and Security Agreement dated as of the 15th day of May, 1998, as amended by that
certain Amendment No. 1 to Credit and Security Agreement dated April 13, 1999,
as further amended by that certain Amendment No. 2 to Credit and Security
Agreement dated April 17, 2000, as further amended by that certain Amendment No.
3 to Credit and Security Agreement dated April 1, 2001, and as further amended
by that certain Amendment No. 4 to Credit and Security Agreement dated April 29,
2002 (hereinafter referred to as "Agreement"); and

         WHEREAS, the Borrower desires to renew the financial accommodations
previously extended by the Bank; and

         WHEREAS, the Bank is willing to provide such financial accommodations
to the Borrower on the terms and subject to the conditions in the Agreement as
amended by the terms and conditions of this Amendment No. 5.

         NOW, THEREFORE, in consideration of the premises, the mutual covenants
hereinafter contained, and other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, the parties agree as follows:

         Section 1. Effect of this Amendment No. 5. This Amendment No. 5 shall
         not change, modify, amend or revise the terms, conditions and
         provisions of the Agreement, the terms and provisions of which are
         incorporated herein by reference, except as expressly provided herein
         and agreed upon by the parties hereto. This Amendment No. 5 is not
         intended to be nor shall it constitute a novation or accord and
         satisfaction of the outstanding instruments by and between the parties
         hereto. Borrower and Bank agree that, except as expressly provided
         herein, all terms and conditions of the Agreement shall remain and
         continue in full force and effect. The Borrower acknowledges and agrees
         that the indebtedness under the Agreement remains outstanding and is
         not extinguished, paid, or retired by this Amendment No. 5, or any
         other agreements between the parties hereto prior to the date hereof,
         and that Borrower is and continues to be fully liable for all
         obligations to the Bank contemplated by or arising out of the
         Agreement. Except as expressly provided otherwise by this Amendment No.
         5, the credit facilities contemplated by this Amendment No. 5 shall be
         made according to and pursuant to all conditions, covenants,
         representations and warranties contained in the Agreement.

         Section 2. Definitions. Terms defined in the Agreement which are used
         herein shall have the same meaning as set forth in the Agreement unless
         otherwise specified herein.

         Section 3. Amendment of Agreement. Subject to the satisfaction of the
         conditions precedent set forth in Section 5 herein, the Agreement is
         amended as follows:



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                  (a)      The first sentence of Subsection 2.1.1 of the
                           Agreement is hereby amended and replaced with the
                           following:

         2.1.1    The obligation of the Borrower to repay the Line of Credit
                  Loans shall be evidenced by the Line of Credit Note which
                  shall be repayable on or before May 1, 2004 ("Maturity").

                  (b)      Subsection 8.2.2 of the Agreement is hereby amended
                           and replaced with the following:

                  8.2.2 Except for mergers, acquisitions or other business
                  combinations involving aggregate consideration of less that
                  One Million Five Hundred Thousand Dollars ($1,500,000.00)(with
                  not more than One Million Dollars ($1,000,000.00) in cash or
                  cash equivalents) and provided that Borrower is the surviving
                  entity to such merger, acquisition or other business
                  combination, consolidate with, merge into, acquire or
                  otherwise combine with any other corporation or other business
                  entity or division.

         Section 4. Conditions Precedent. This Amendment No. 5 shall become and
         be deemed effective in accordance with its terms immediately upon the
         Bank receiving:

                  (a)      Two (2) copies of this Amendment No. 5 duly executed
                           by the authorized officers of the Borrower and the
                           Bank.

                  (b)      One (1) copy of the Line of Credit Note reflecting
                           the revised Maturity duly executed by an authorized
                           officer of the Borrower.

                  (c)      Two (2) copies of a Consent and Confirmation of
                           Guaranty executed by each of the Guarantors.

                  (d)      Certificates of Existence regarding Borrower and
                           Guarantors issued by the appropriate Secretary of
                           State's Office.

                  (e)      Two (2) copies of an Officer's Certificate regarding
                           Resolutions and Incumbency of Borrower.

                  (f)      Such other documents and items as the Bank may
                           reasonably request.

         Section 5. Representations and Warranties of the Borrower. The Borrower
         hereby represents and warrants, in addition to any other
         representations and warranties contained herein, in the Agreement, the
         Loan Documents (as defined in the Agreement) or any other document,
         writing or statement delivered or mailed to the Bank or its agent by
         the Borrower, as follows:

                  (a)      This Amendment No. 5 constitutes a legal, valid and
                           binding obligation of the Borrower enforceable in
                           accordance with its terms. The Borrower has taken all
                           necessary and appropriate corporate action for the
                           approval of this Amendment No. 5 and the
                           authorization of the execution, delivery and
                           performance thereof.

                  (b)      As of the date hereof, there is no Event of Default
                           or Default under the Agreement, the Amendment No. 5
                           or the Loan Documents.

                  (c)      The Borrower hereby specifically confirms and
                           ratifies its obligations, waivers and consents under
                           each of the Loan Documents.


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                  (d)      Except as specifically amended herein, all
                           representations, warranties and other assertions of
                           fact contained in the Agreement and the Loan
                           Documents continue to be true, accurate and complete.

                  (e)      There have been no changes to the Articles of
                           Incorporation, By-Laws, or the composition of the
                           Board of Directors of the Borrower since execution of
                           the Agreement.

                  (f)      Borrower acknowledges that the definition "Loan
                           Documents" shall include this Amendment No. 5 and all
                           the documents executed contemporaneously herewith.

         Section 6. Affirmative Covenants. By entering into this Amendment No.
         5, Borrower further specifically undertakes to comply with the
         obligations, terms and covenants as contained in the Agreement and
         agrees to comply therewith as such relate to the credit facilities and
         accommodations as provided to the Borrower pursuant to the terms of
         this Amendment No. 5.

         Section 7. Governing Law. This Amendment No. 5 has been executed and
         delivered and is intended to be performed in the State of Indiana and
         shall be governed, construed and enforced in all respects in accordance
         with the substantive laws of the State of Indiana.

         Section 8. Headings. The section headings used in this Amendment No. 5
         are for convenience only and shall not be read or construed as limiting
         the substance or generality of this Amendment No. 5.

         Section 9. Survival. All representations, warranties, and covenants of
         the Borrower herein or any certificate, agreement or other instrument
         delivered by or on its behalf under this Amendment No. 5 shall be
         considered to have been relied upon by the Bank and shall survive the
         making of the Loans and delivery to the Bank of the Line of Credit
         Note. All statements and any such certificate or other instrument shall
         constitute warranties and representations hereunder by the Borrower, as
         the case may be.

         Section 10. Counterparts. This Amendment No. 5 may be signed in one or
         more counterparts, each of which shall be considered an original, with
         the same effect as if the signatures were upon the same instrument.

         Section 11. Modification. This Amendment No. 5 may be amended,
         modified, renewed or extended only by written instrument executed in
         the manner of its original execution.

         Section 12. Waiver of Certain Rights. The Borrower waives acceptance or
         notice of acceptance hereof and agrees that the Agreement, this
         Amendment No. 5, the Line of Credit Note, and all of the other Loan
         Documents shall be fully valid, binding, effective and enforceable as
         of the date hereof, even though this Amendment No. 5 and any one or
         more of the other Loan Documents which require the signature of the
         Bank, may be executed by and on behalf of the Bank on other than the
         date hereof.

         Section 13. Waiver of Defenses and Claims. In consideration of the
         financial accommodations provided to the Borrower by the Bank as
         contemplated by this Amendment No. 5, Borrower hereby waives, releases
         and forever discharges the Bank from and against any and all rights,
         claims or causes of action against the Bank arising under the Bank's
         actions or inactions with respect to the Loan Documents or any security
         interest, lien or collateral in connection therewith as well as any and
         all rights of set off, defenses, claims, causes of action and any other
         bar to the enforcement of the Loan Documents which exist as of the date
         hereof.


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         IN WITNESS WHEREOF, COHESANT TECHNOLOGIES INC. and UNION PLANTERS BANK,
         N.A. have caused this Amendment No. 5 to Credit and Security Agreement
         to be executed by their respective duly authorized officers effective
         as of the 25 day of March, 2003.

                               COHESANT TECHNOLOGIES INC.

                               ("Borrower")


                               By:
                                  --------------------------------------
                               Printed:
                                       ---------------------------------
                               Title:
                                     -----------------------------------

                               UNION PLANTERS BANK, N.A.

                               ("Bank")


                               By:
                                  --------------------------------------
                                     Janet K. Carter, Vice President






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