##### 



Exhibit 10.2
 
 AMENDED AND RESTATED LOAN AGREEMENT
 Between
 CRAFTMADE INTERNATIONAL, INC.
    
    
    
    THE FROST NATIONAL BANK650 South Royal Lane
    
    and
    
    P.O. Box 1600Coppell, Texas 75019
    
    
    
    San Antonio, Texas 78205
  THIS AMENDED AND RESTATED LOAN AGREEMENT Loan Agreement Borrower Lender
 Credit Facilities;Interest Rate Options Loan Documents Credit Facilities
 Borrowing
Base Line of Credit provided however Borrowing Base
Line of Credit




---



##### 



Revolving Borrowing Base
 provided however
 Borrowing Base Advance Facility provided however Borrowing Base Advance Facility
 Advancing Borrowing Base
 provided however
   Eligible Accounts
 2




---



##### 



Eligible Inventory
  Interest Rate
 3




---



##### 



Percentage
    
    Debt to Worth Ratio2.75%
    
    >3.00 to 1.002.25%
    
    >=2.50 to 1.00 or <=3.00 to 1.001.75%
    
    >2.00 to 1.00 or <2.50 to 1.001.50%
    
    <=2.00 to 1.00
 Libor
Rate
 Interest Period The Wall Street Journal
 Increased Cost
 4




---



##### 



Promissory Notes Notes
 Collateral Collateral
   Collateral
 Guarantors Guarantys
 5




---



##### 



Representations and Warranties
 Existence
 Binding Obligations
 No Consent
 Financial Condition
 Litigation
 Taxes; Governmental Charges
 6




---



##### 



Conditions Precedent to Advances
 Affirmative Covenants
 Accounts and Records
 Right of Inspection
 Right to Additional Information
 Compliance with Laws
 Taxes
 7




---



##### 



Insurance
 Notice of Indebtedness
 Notice of Litigation
 Notice of Material Adverse Change
 Additional Documentation
 Negative Covenants
 Nature of Business
 Liquidations, Mergers, Consolidations
 Sale of Assets
 Liens
 8




---



##### 



Indebtedness
 Change in Management
 Loans
 Transactions with Affiliates Affiliate
 Financial Covenants
 Debt to Worth Ratio
 Fixed Charge Coverage Ratio
 9




---



##### 



Tangible Net Worth less Subordinated Debt
 Reporting Requirements
 Interim Financial Statements
 Annual Financial Statements
 Compliance Certificate
 Borrowing Base Report
 10




---



##### 



Accounts Aging
 10K Filings
 10Q Filings
 Additional Information
 Events of Default Event of
Default
       11




---



##### 



Applicable
Bankruptcy Law
   Obligated Party
 Remedies Section 16 Section 16
 12




---



##### 



Rights Cumulative
 Waiver and Agreement
 Benefits
 Notices
 Construction, Venue
 13




---



##### 



Invalid Provisions
 Expenses
 Participation of the Loans
 Conflicts
 Counterparts
 Facsimile Documents and Signatures fax
  NOTICE TO COMPLY WITH STATE LAW
  14




---



##### 



THIS WRITTEN AGREEMENT REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE
CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE
PARTIES.
 THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.
 BORROWER
    
    LENDER:CRAFTMADE INTERNATIONAL, INC.,
    
    THE FROST NATIONAL BANK,a Delaware corporation
    
    a national banking associationBy:
    
    /s/ James R. Ridings
    
    By:
    
    /s/ D. Michael RandallJames R. Ridings, President
    
    
    
    D. Michael Randall, Senior Vice President
 GUARANTORS
 DUROCRAFT INTERNATIONAL, INC.,
a Texas corporationBy:
    /s/ Brad HeimannBrad Heimann, Secretary TRADE SOURCE INTERNATIONAL, INC.,
a Delaware corporationBy:
    /s/ Brad HeimannBrad Heimann, Secretary DESIGN TRENDS, LLC,
a Delaware limited liability companyBy:
    Craftmade International, Inc., 
a Delaware corporation, its ManagerBy:
    /s/ Brad HeimannBrad Heimann, Executive Vice President C/D/R INCORPORATED,
a Delaware corporationBy:
    /s/ Clifford CrimmingsClifford Crimmings, V.P. Marketing 15