Exhibit 10.1

                    AMENDMENT TO LOAN AND SECURITY AGREEMENT



                  This Amendment to Loan and Security  Agreement is entered into
this 30th day of January, 1996 between Elexsys International,  Inc. ("Borrower")
and Foothill Capital Corporation ("Foothill") with respect to the following:

                  A.  Borrower and Foothill  have  previously  entered into that
certain Loan and Security  Agreement dated December 17, 1993  ("Agreement"),  as
amended  from  time to time.  Capitalized  terms are used in this  Amendment  as
defined in the Agreement, unless otherwise noted.

                  B. Borrower has requested  certain  revisions to its Agreement
with  Foothill as more fully set forth  below.  Foothill is willing to amend the
Agreement  on the  terms  and  subject  to the  conditions  set  forth  in  this
Amendment. Borrower is entering into this Amendment with the understanding that,
except as specifically provided herein, none of Foothill's rights or remedies as
set forth in the Agreement is being waived or modified by this Amendment.

<PAGE>

                  NOW,  THEREFORE,  in  consideration  of the  foregoing and the
terms and conditions hereof, the parties hereto agree as follows:

                  1. The  definitions  set forth in Section 1.1 of the Agreement
are hereby  amended and  supplemented  as set forth  herein in their  respective
alphabetical order:

                  "Advances" - "Equipment Purchase Advances" is
deleted therefrom.

                  "Average Unused Portion  of  Maximum Revolving Loan Amount" is
 amended to add the following:

                           "less (c) L/C's and L/C Guaranties"

                  "Eligible   Accounts"  (i)  is  hereby   amended  by  deleting
"twenty-five  percent (25%)" (with respect to Northern Telecom) and substituting
"thirty percent (30%) in lieu thereof.

                  "Eligible Accounts" is further amended by adding the following
in the seventh line thereof following the words "Symtron Eligible Accounts;" the
following:

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<PAGE>

                  Accounts on which Tellabs is the Account Debtor, to the extent
its total obligations to Borrower and Symtron exceed  twenty-five  percent (25%)
of the aggregate amount of all Eligible Accounts and Symtron Eligible Accounts;"

                  "Equipment Purchase Advance" is deleted.

                  "Equipment Purchase Line Amount" is deleted.

                  "Equipment Purchase Note" is deleted.

                  "L/C" has the meaning set forth in Section 2.1 (d).

                  "L/C Guaranty" has the meaning set forth in Section 2.1 (d).

                  "Maximum  Revolving Loan Amount" is amended by deleting "Seven
Million Five Hundred Thousand Dollars  ($7,500,000)"  therefrom and substituting
"Fifteen Million Dollars ($15,000,000)" in lieu thereof.

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<PAGE>


                  "Obligations"  is  amended  to  add the following after "lease
                  payments" in the fifth line thereof:

                                    "L/C's and L/C Guaranties"

                  "Periodic Payments"  -  "Equipment Purchase  Notes" is deleted
                   therefrom.

                  "Symtron Equipment Purchase Advances" is deleted.

                  The definition of  "Obligations"  is hereby amended to add the
         following after "lease payments" in the fifth line thereof:
                                    "L/C's and L/C Guaranties"

                  2.  Section  2.1 of the  Agreement is  hereby  deleted and the
following substituted in lieu thereof:

                  "2.1  Revolving  Advances.   (a)  Subject  to  the  terms  and
         conditions  of  this  Agreement,  Foothill  agrees  to  make  revolving
         advances to Borrower  in an amount at any one time  outstanding  not to
         exceed the Borrowing  Base less the undrawn or  unreimbursed  amount of
         L/Cs and L/C  Guarantees 
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<PAGE>

         outstanding hereunder. For purposes of this Agreement, "Borrowing Base,
         as of any date of  determination,  shall  mean the sum of (i) an amount
         equal to the  lesser  of:  (y)  eighty  percent  (80%) of the amount of
         Eligible  Accounts,  and (z) an amount equal to one-half of  Borrower's
         cash collections with respect to accounts for the immediately preceding
         ninety (90) day period; (ii) the amount of credit availability  created
         by  Section   2.1(a)(i)   above,   and  (z)  Fifteen   Million  Dollars
         ($15,000,000).

                  (b)  Anything  to  the   contrary  in  Section   2.1(a)  above
         notwithstanding,  Foothill  may reduce  its  advance  rates  based upon
         Eligible   Accounts  without  declaring  an  Event  of  Default  if  it
         determines,  in its  reasonable  discretion,  that  there is a material
         impairment  of the  prospect of  repayment of all or any portion of the
         Obligations  or a  material  impairment  of the  value or  priority  of
         Foothill's security interests in the Collateral.

                  (c)      Foothill  shall  have  no obligation to make advances
         hereunder to the extent they would cause the outstanding

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<PAGE>


         Obligations  to exceed  the  lesser of:  (i)  Fifteen  Million  Dollars
         ($15,000,000) ("Maximum Amount").

                  (d)  Subject to the terms and  conditions  of this  Agreement,
         Foothill  agrees to issue  commercial or standby  letters of credit for
         the account of Borrower (each, an "L/C") or to issue standby letters of
         credit  or  guarantees  of  payment  (each  such  letter  of  credit or
         guaranty,  an "L/C  Guaranty)  with  respect to  commercial  or standby
         letters of credit issued by another  Person for the account of Borrower
         in an  aggregate  face  amount  not to exceed  the  lesser  of: (i) the
         Borrowing Base less the amount of advances outstanding pursuant to this
         Section  2.1  and  (ii)  One  Million  Dollars  ($1,000,000).  Borrower
         expressly understands and agrees that Foothill shall have no obligation
         to arrange for the issuance by other financial  institutions of letters
         of credit  that are to be the subject of L/C  Guarantees.  Each L/C and
         each letter of credit that is the subject of an L/C Guaranty shall have
         an expiry date no later than sixty (60) days prior to the date on which
         this  Agreement is scheduled  to terminate  under  Section 3.2 (without
         regard to any potential  renewal term) and all such 

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<PAGE>

         L/Cs and letters of credit (and the applicable L/C Guarantees) shall be
         in form and substance  acceptable  to Foothill in its sole  discretion.
         Foothill  shall not have any obligation to issue L/Cs or L/C Guarantees
         to the  extent  that the face  amount of all  outstanding  L/Cs and L/C
         Guarantees,  plus the amount of advances  outstanding  pursuant to this
         Section  2.1,  would  exceed the Maximum  Amount.  The L/Cs and the L/C
         Guarantees  issued under this Section 2.1(d) shall be used by Borrower,
         consistent  with  this  Agreement,  for  its  general  working  capital
         purposes  or to  support  its  obligations  with  respect  to  workers'
         compensation  premiums  or other  similar  obligations.  If Foothill is
         obligated to advance funds under an L/C or L/C Guaranty,  the amount so
         advanced  immediately shall be deemed to be an advance made by Foothill
         to Borrower  pursuant to this Section 2.1 and,  thereafter,  shall bear
         interest at the rates then applicable under Section 2.5.

                  (e) Borrower  hereby agrees to indemnify,  save,  defend,  and
         hold Foothill  harmless  from any loss,  cost,  expense,  or liability,
         including payments made by Foothill, expenses, and reasonable attorneys
         fees incurred by Foothill arising

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<PAGE>

         out of or in  connection  with  any  L/Cs or L/C  Guarantees.  Borrower
         agrees   to  be   bound  by  the   issuing   bank's   regulations   and
         interpretations  of any letters of credit  guarantied  by Foothill  and
         opened to or for Borrower's account or by Foothill's interpretations of
         any L/C issued by Foothill to or for  Borrower's  account,  even though
         this  interpretation may be different from Borrower's own, and Borrower
         understands and agrees that Foothill shall not be liable for any error,
         negligence,  or  mistakes,   whether  of  omission  or  commission,  in
         following Borrower's instructions or those contained in the L/Cs or any
         modifications,  amendment, or supplements thereto. Borrower understands
         that the L/C Guarantees  may require  Foothill to indemnify the issuing
         bank for certain costs or liabilities arising out of claims by Borrower
         against such issuing bank.  Borrower hereby agrees to indemnify,  save,
         defend,  and hold  Foothill  harmless  with respect to any loss,  cost,
         expense (including  attorneys' fees), or liability incurred by Foothill
         under any L/C Guaranty as a result of Foothill's indemnification of any
         such issuing bank.

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<PAGE>

                  (f)  Borrower  hereby  authorizes  and  directs  any bank that
         issues a letter of credit guaranteed by Foothill to deliver to Foothill
         all instruments, documents, and other writings and property received by
         the issuing bank  pursuant to such letter of credit,  and to accept and
         rely upon  Foothill's  instructions  and agreements with respect to all
         matters  arising  in  connection  with such  letter  of credit  and the
         related  application.  Borrower  may or may not be the  "applicant"  or
         "account party" with respect to such letter of credit.

                  (g) Any and all service charges, commissions,  fees, and costs
         incurred by Foothill  relating to the letters of credit  guaranteed  by
         Foothill  shall be  considered  Foothill  Expenses for purposes of this
         Agreement  and  immediately   shall  be  reimbursable  by  Borrower  to
         Foothill.  On the first day of each month, Borrower will pay Foothill a
         fee equal to one percent (1%) per annum times the average Daily Balance
         of the  L/Cs  and L/C  Guarantees  that  were  outstanding  during  the
         immediately  preceding month. Service charges,  commissions,  fees, and
         costs may be charged to Borrower's 

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<PAGE>

         loan  account  at the  time  the  service  is  rendered  or the cost is
         incurred.

                  (h)  Immediately  upon  the  termination  of  this  Agreement,
         Borrower  agrees to either:  (i) provide cash  collateral to be held by
         Foothill  in an  amount  equal  to the  maximum  amount  of  Foothill's
         obligations   under  L/Cs  plus  the  maximum   amount  of   Foothill's
         obligations to any Person under  outstanding  L/C  Guarantees,  or (ii)
         cause  to be  delivered  to  Foothill  releases  of all  of  Foothill's
         obligations   under  its  outstanding  L/Cs  and  L/C  Guarantees.   At
         Foothill's discretion,  any proceeds of Collateral received by Foothill
         after the occurrence and during the continuation of an Event of Default
         may be held as the cash collateral required by this Section 2.1(h).

                  3. Section 2.2 (a) - "Equipment  Purchase  Advances" is hereby
deleted.

                  4.  Section  2.2 (b) -  "Equipment  Purchase  Notes" is hereby
deleted.


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<PAGE>

                  5.  Section 2.5 (a) -  "Interest  Rate" is amended by deleting
"three (3.00) percentage  points" and substituting "one (1.00) percentage point"
in lieu thereof.

                  6.  Section   2.5(b)  is  hereby  deleted  and  the  following
substituted in lieu thereof:

                  "(b) Default  Rate.  (i) All  Obligations,  except for undrawn
         L/Cs  and L/C  Guarantees  shall  bear  interest,  from and  after  the
         occurrence and during the continuation of an Event of Default, at a per
         annum  rate equal to four (4)  percentage  points  above the  Reference
         Rate. (ii) From and after the occurrence and during the continuation of
         an Event of  Default,  the fee  provided  in  Section  2.1(g)  shall be
         increased  to a fee  equal to four  percent  (4%) per  annum  times the
         average Daily Balance of the undrawn L/Cs and L/C Guarantees  that were
         outstanding during the immediately preceding month."

                  7.  Section  2.6 is  hereby  amended  by  deleting  "four  (4)
Business Days" and substituting "two (2) Business Days in lieu thereof.

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<PAGE>

                  8.  Section 2.8 (b) - "Unused Line Fee" is hereby deleted.

                  9. Section 2.8 (c) - "Annual  Facility Fee" is hereby  deleted
and the following substituted in lieu thereof:

                           "As of December 17, 1995,  an Annual  Facility Fee of
Twenty Five  Thousand  Dollars  ($25,000)  has been  charged  and fully  earned.
Thereafter,  an Annual  Facility  Fee in the  amount of Fifty Six  Thousand  Two
Hundred  fifty  Dollars  ($56,250)  shall  be  paid  and  fully  earned  on each
subsequent anniversary date.

                  10.  Section 2.8 (e) - "Servicing Fee" is hereby deleted.

                  11.  Section 3.1 is hereby amended to add a new Section 3.1(a)
to read as follows:

                  "3.1(a)  Conditions  Precedent to All L/Cs, or L/C Guarantees.
         The  following  shall  be  conditions  precedent  to all  L/Cs,  or L/C
         Guarantees hereunder.

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<PAGE>

                  (a)  the  representations  and  warranties  contained  in this
         Agreement and the other Loan Documents shall be true and correct in all
         respects on and as of the date of such L/C, or L/C Guaranty,  as though
         made  on  and  as  of  such  date  (except  to  the  extent  that  such
         representations and warranties relate solely to an earlier date);

                  (b) no Event of  Default  or event  which  with the  giving of
         notice or passage of time would  constitute  an Event of Default  shall
         have  occurred  and be  continuing  on the  date  of such  L/C,  or L/C
         Guaranty, nor shall either result from the issuance thereof; and

                  (c) no injunction,  writ, restraining order, or other order of
         any nature  prohibiting,  directly or indirectly,  the issuance of such
         L/C or L/C  Guaranty  shall have been issued and remain in force by any
         governmental  authority  against  Borrower,  Foothill,  or any of their
         Affiliates."

                  Section 3.2 -"Term;  Automatic  Renewal" is hereby  amended by
deleting  "...three  (3) years from the Closing Date and 

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<PAGE>

shall  be   automatically   renewed  for   successive   two  (2)  year   periods
thereafter..."  and  substituting  "...four  (4) years from the Closing Date and
shall  be   automatically   renewed  for   successive   one  (1)  year   periods
thereafter..."

                  12.   Section  3.3  is  hereby   deleted  and  the   following
substituted in lieu thereof:

                  "3.3 Effect of Termination.  On the date of  termination,  all
         Obligations (including contingent  reimbursement  obligations under any
         outstanding  L/Cs or L/C Guarantees)  immediately  shall become due and
         payable  without notice or demand.  No  termination of this  Agreement,
         however,  shall  relieve or discharge  Borrower of  Borrower's  duties,
         Obligations, or covenants hereunder, and Foothill's continuing security
         interests  in  the   Collateral   shall  remain  in  effect  until  all
         Obligations  have been  fully and  finally  discharged  and  Foothill's
         obligations to provide  advances  hereunder is terminated.  If Borrower
         has sent a notice of termination  pursuant to the provisions of Section
         3.4,  but  fails to pay all  Obligations  on the date set forth in said
         notice,  then  Foothill  may,  but shall not be required to, 

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<PAGE>

         renew this Agreement for an additional term of one (1) year."

                  13.   Section  3.4  is  hereby   deleted  and  the   following
substituted in lieu thereof:

                  "3.4 Early Termination by Borrower.  The provisions of Section
         3.3 that allow  termination  of this  Agreement by Borrower only on the
         Renewal  Date  and  certain  anniversaries   thereof   notwithstanding,
         Borrower has the option, at any time upon sixty (60) days prior written
         notice to Foothill,  to terminate this Agreement by paying to Foothill,
         in cash, the Obligations  (including an amount equal to the full amount
         of the L/Cs or L/C  Guarantees),  together  with a premium  (the "Early
         Termination Premium") of Two Hundred Thousand Dollars ($200,000)."

                  14.  Section  7.11 -  "Capital  Expenditures"  is  amended  by
deleting  therefrom  the words  "Including,  without  duplication,  expenditures
financed with the proceeds of Equipment Line Advances..." and adding "(M)ake".

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<PAGE>

                  15. In  consideration  of all of the foregoing,  including but
not limited to, the increase in Maximum  Amount,  Borrower  shall pay the sum of
$50,000 to Foothill concurrently with the execution of this Amendment.

                  16.  Except as  amended  by the terms  hereof,  the  Agreement
remains in full force and effect. If there is any conflict between the terms and
provisions of the Agreement and this Amendment, the terms and provisions of this
Amendment shall govern.

                  17. This Amendment may be executed in  counter-parts,  each of
which shall be deemed an original but all of which together shall constitute one
and the same instrument.

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<PAGE>


                  18.  This  Amendment  shall be governed  by and  construed  in
accordance with the laws of the State of California.

                             ELEXSYS INTERNATIONAL, INC.
                             By: /s/ Michael S. Shimada
                             -----------------------------
                             Its     CFO                  
                                -----------------------


                             FOOTHILL CAPITAL CORPORATION
                             By: /s/ Kevin Coyle
                             -----------------------------
                             Its     Vice President
                                -----------------------


All of the foregoing is hereby
consented to by Guarantor
30th day of January, 1996.
SYMTRON ELECTRONICS, INC

By: /s/ Michael S. Shimada
-----------------------------
Its     CFO                  
   -----------------------



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