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                                                                  EXHIBIT 10(h)

                              SEVENTH AMENDMENT TO
                        FINANCING AND SECURITY AGREEMENT


         THIS SEVENTH AMENDMENT TO FINANCING AND SECURITY AGREEMENT, dated as
of July 30, 1999, is by and among FIRST UNION COMMERCIAL CORPORATION
("Lender"), ELLETT BROTHERS, INC. ("Ellett"), LEISURE SPORTS MARKETING, INC.
("Leisure"), EVANS SPORTS, INC., ("Evans"), SAFESPORT MANUFACTURING COMPANY
("Safesport"), and VINTAGE EDITIONS, INC. ("Vintage") (hereinafter Ellett,
Leisure, Evans, Safesport and Vintage may be referred to collectively as the
"Borrower").

RECITAL

         A.       The Lender and the Borrower have entered into that certain
Financing and Security Agreement, dated June 10, 1994, as amended (the
"Financing Agreement").

         B.       The Borrower and the Lender have agreed to amend the
Financing Agreement as set forth herein.

         NOW, THEREFORE, the parties hereto agree as follows:

                  1.       Section 2.A. is amended in its entirety so that such
         Section now reads as follows:

                  2.A.     "Applicable Margin" means for any calendar quarter,
         the following margins for the following Loans based upon the Leverage
         Ratio of Borrower as of the last day of the prior calendar quarter and
         the net income of Borrower for the four fiscal quarterly periods
         ending as of the last day of the prior calendar quarter:

<TABLE>
<CAPTION>
                                                                  Applicable                Applicable
                                        Applicable                Margins for               Margins for
                                        Margins for               Loans Based               Loans Based
                                        Loans Based               on One Month              on Three Month
                                        the Prime Rate            LIBOR Rate                LIBOR Rate
                                        --------------            ------------              -------------

Category 1
----------

<S>                                     <C>                       <C>                       <C>
Net income is equal to
or less than $3,000,000.00
or the Leverage Ratio is
equal to or greater than
3.0 to 1.0                                  .375%                     2.25%                   2.25%
</TABLE>


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<TABLE>

Category 2
----------

<S>                                         <C>                      <C>                    <C>
Net income is greater than
$3,000,000.00 but equal to or less than
$3,500,000.00 and the Leverage Ratio is
less than 3.0 to 1.0 but greater than
or equal to 2.25 to 1.0                     .125%                     2.0%                   2.0%

Category 3
----------

Net income is greater than
$3,500,000.00 but equal to or less than
$4,000,000.00 and the Leverage Ratio is
less than 2.25 to 1.0 but greater than
or equal to 1.5 to 1.0                       0.0%                    1.75%                  1.75%

Category 4
----------

Net income is greater than
$4,000,000.00 but equal to or less than
$5,000,000.00 and the Leverage Ratio is
less than 1.5 to 1.0 but greater than
or equal to 1.0 to 1.0                       0.0%                    1.50%                  1.50%

Category 5
----------

Net income is greater than
$5,000,000.00 and the Leverage Ratio is
less than 1.0 to 1.0
                                             0.0%                    1.25%                  1.25%
</TABLE>

                  2.       This Seventh Amendment may be executed in any number
         of counterparts, each of which when so executed and delivered shall be
         deemed an original, and it shall not be necessary in making proof of
         this Seventh Amendment to produce or account for more than one
         counterpart.


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                  3.       THIS SEVENTH AMENDMENT AND THE OTHER DOCUMENTS AND
         AGREEMENTS EXECUTED IN CONNECTION HEREWITH (UNLESS SPECIFICALLY
         STIPULATED TO THE CONTRARY IN SUCH DOCUMENT OR AGREEMENT), AND THE
         RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER AND THEREUNDER, SHALL
         BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE
         LAWS OF THE STATE OF NORTH CAROLINA WITHOUT REGARD TO CONFLICTS OF
         LAWS PRINCIPLES.


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         IN WITNESS WHEREOF, the parties hereto have caused this Seventh
Amendment to be executed by their duly authorized corporate officers as of the
day and year first above written.



                         ELLETT BROTHERS, INC.

                         By: /s/ George E. Loney/Chief Financial Officer
                            ---------------------------------------------------
                                                      (Title)



                         EVANS SPORTS, INC., a South
                         Carolina corporation

                         By: /s/ George E. Loney/Chief Financial Officer
                            ---------------------------------------------------
                                                      (Title)



                         LEISURE SPORTS MARKETING, INC., a
                         South Carolina corporation

                         By: /s/ George E. Loney/Chief Financial Officer
                            ---------------------------------------------------
                                                      (Title)



                         SAFESPORT MANUFACTURING COMPANY, a
                         South Carolina corporation

                         By: /s/ George E. Loney/Chief Financial Officer
                            ---------------------------------------------------
                                                      (Title)



                         VINTAGE EDITIONS, INC., a
                         South Carolina corporation

                         By: /s/ George E. Loney/Chief Financial Officer
                            ---------------------------------------------------
                                                      (Title)



                         FIRST UNION COMMERCIAL CORPORATION

                         By: /s/ Bruce K. Rhodes/Vice President
                            ---------------------------------------------------
                                                      (Title)


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