<PAGE>

                                                                  Exhibit 10.25

                             AMENDMENT NO. 1 TO REVOLVING
                          CREDIT LOAN AND SECURITY AGREEMENT


          THIS AMENDMENT NO. 1 TO REVOLVING CREDIT LOAN AND SECURITY 
AGREEMENT (this "Amendment") is entered into as of March 25, 1998, by and 
between (i) UNAPIX ENTERTAINMENT, INC., a Delaware corporation ("Unapix"), 
and MIRAMAR IMAGES, INC., a Washington corporation ("Miramar"; and together 
with Unapix, collectively the "Borrowers"), and (ii) IMPERIAL BANK, a 
California chartered bank (the "Bank"), with respect to the following facts:

     A.   Pursuant to the terms of that certain Revolving Credit Loan and 
Security Agreement dated as of April 16, 1997 (the "Loan Agreement"), by and 
among the Borrowers, A Pix Entertainment, Inc., a New York corporation ("A 
Pix"), and the Bank, the Bank has heretofore made available to the Borrowers 
and A Pix a revolving credit facility in an aggregate amount not to exceed 
$7,000,000.  Capitalized terms not expressly defined herein shall have the 
respective meanings ascribed thereto in the Loan Agreement.

     B.   A Pix has heretofore merged with and into Unapix; and as a result 
thereof Unapix has (1) succeeded to all assets and properties of A Pix 
subject to the security interests of the Bank therein pursuant to the Loan 
Documents, and (ii) assumed all liabilities and obligations of A Pix 
(including, without limitation, all Obligations of A Pix to the Bank pursuant 
to and/or in connection with the Loan Documents).

     C.   The Borrowers have requested the Bank to (i) increase the amount of 
the Commitment from $7,000,000 to $10,000,000, (ii) change the Tier 1 
Borrowing Base Component and Tier 4 Borrowing Base Component percentages, and 
(iii) formally consent to the issuance by Unapix (a) during the fourth 
calendar quarter of 1997, of $1,300,000 of certain convertible notes, and (b) 
on February 19, 1998, of $5,250,000 of certain convertible subordinated notes.

     D.   The Bank is willing to agree to the foregoing subject to the terms 
and conditions contained herein.

          NOW, THEREFORE, in consideration of the above facts and the mutual 
covenants and agreements contained herein, the parties hereto hereby agree as 
follows:

          1.   AMENDMENTS

               1.1. Definitions.  Section 1 of the Loan Agreement is hereby
     amended by adding thereto the following definition:


                                          1
<PAGE>



                    "`1998 Convertible Notes' shall mean the 10% Convertible 
                    Subordinated Notes in an aggregate principal amount not 
                    to exceed $5,250,000, due June 30, 2003, issued by 
                    Unapix, the terms of which have been reviewed and 
                    approved in writing by the Bank."

               1.2  Increase In Committment.  Section 2.1.1 of the Loan
     Agreement is hereby amended and restated to read in its entirety as
     follows:

                    "2.1.1    Commitment.  To the Borrower, in the form of 
                Advances and Letters of Credit by way of a revolving credit 
                facility (the "Facility) in the aggregate sum owing hereunder 
                of up to Ten Million Dollars ($10,000,000) (the "Commitment") 
                from time to time during the period (the "Availability 
                Period") commencing on the execution date hereof and expiring 
                on September 30, 1998; provided, however, that subject to 
                Section 2.1.2 hereof, at no time shall the sum of all 
                Advances and all undrawn amounts under all Letters of Credit 
                at any time outstanding under the Facility exceed the lesser 
                of (i) the Commitment, or (ii) the then current amount of the 
                Borrowing Base; provided, further, however, that the 
                aggregate sum of all undrawn amounts under Standby Letters of 
                Credit shall not at any time exceed the Standby Letters of 
                Credit Sublimit.  Subject to the terms and conditions of this 
                Agreement, the Borrowers may borrow, repay and reborrow 
                amounts constituting the Commitment.  Notwithstanding 
                anything herein to the contrary, no Letter of Credit shall 
                remain outstanding after the Final Repayment Date."

               1.3  Promissory Note.  

                    1.3.1     The first sentence of Section 2.6 of the Loan 
                Agreement is hereby amended and restated to read in its 
                entirety as follows:

                    "The Principal (and Interest thereon) owing to the Bank 
                     under the Facility shall be evidenced by an Amended and 
                     Restated Promissory Note (hereinafter the 'Note') 
                     executed by the Borrowers and payable to the Bank in the 
                     face amount of the Commitment."

                    1.3.2     As soon as practicable following the Borrowers' 
                compliance with each of the conditions precedent set forth in 
                Section 3 hereof, the Bank shall return to the Borrowers the 
                existing $7,000,000 Promissory Note dated April 

                                          2
<PAGE>

                16, 1997, previously executed by the Borrowers in favor of the 
                Bank.

               1.4  Tier 1 Borrowing Base Component.  Section 3.1.1 of the Loan
     Agreement is hereby amended by changing the Tier 1 Borrowing Base Component
     percentage from "55%" to "65%."

               1.5  Tier 4 Borrowing Base Component.  Section 3.1.4 of the Loan
     Agreement is hereby amended by (i) changing the Tier 4 Borrowing Base
     Component percentage from "50%" to "75%", and (ii) adding the following
     proviso at the end of said Section:  "provided, however, that in no event
     shall the aggregate amount of the Tier 4 Borrowing Base Component exceed
     $3,000,000;".

               1.6  Commitment Fees.  Section 4.3 of the Loan Agreement is
     hereby amended and restated to read in its entirety as follows:

                    "4.3 Commitment Fees.  The Borrowers shall pay to the
                    Bank a non-refundable commitment fee (the "Commitment
                    Fee") equal to one-half percent (1/2%) per annum on the
                    greater of (i) the average unused portion of the first
                    $7,000,000 of the Commitment, and (ii) the average
                    unused portion of the Borrowing Base (i.e. that portion
                    of the Borrowing Base which is not used to borrow
                    Advances or issue Letters of Credit).  The Commitment
                    Fee shall be calculated and payable quarterly in
                    arrears on the first Business Day of each calendar
                    quarter and on the Final Repayment Date.  For purposes
                    of calculation of the Commitment Fee, the aggregate
                    undrawn amount of all outstanding Letters of Credit
                    shall be considered part of the used portions of the
                    Commitment."

               1.7  Permitted Indebtedness.  

                    1.7.1     Section 10.3.8 of the Loan Agreement is hereby
               amended by changing the dollar amount "$1,000,000" to
               "$2,300,000".


                                          3
<PAGE>


                    1.7.2     Section 10.3 of the Loan Agreement is hereby
               amended by adding thereto a new Subsection 10.3.17 which shall
               read in its entirety as follows:

                              "10.3.17 the Indebtedness evidenced by the 1998
                    Convertible Notes."

               1.8  Modification Covenant.  Section 10.9 of the Loan Agreement
     is hereby amended and restated to read in its entirety as follows:

                              "10.9     Prohibition of Modifications.  Modify or
                    permit or suffer to occur any Modification (i) to any
                    License Agreement underlying any receivable included in the
                    Borrowing Base, (ii) to the Variable Rate Notes, the 1996
                    Convertible Notes, the 1997 Convertible Notes, or the 1998
                    Convertible Notes, or (iii) to any other agreement to which
                    any Borrower is a party or which requires the consent or
                    approval of any Borrower to Modify that would materially and
                    adversely (a) affect the condition (financial or otherwise)
                    of any Borrower, (b) lessen the ability of any Borrower to
                    perform its obligations under any Loan Document, (c) lessen
                    any of the rights granted to the Bank under any Loan
                    Document, (d) affect the Collateral, and/or (e) affect the
                    Bank's interest in any of the Collateral."

               1.9  Restricted Payments Covenant.  Section 10.17 of the Loan
     agreement is hereby amended as follows:

                    1.9.1     Sections 10.17.2 and 10.17.3 of the Loan Agreement
               are hereby amended by adding the phrase "and 1998 Convertible
               Notes" immediately following the phrase" and 1997 Convertible
               Notes" appearing in each of said Sections; and 

                    1.9.2     The last paragraph of Section 10.17 of the Loan
               Agreement is hereby amended by adding the phrase "and 1998
               Convertible Notes" immediately following each phrase "and 1997
               Convertible Notes" appearing in said paragraph.

               1.10.     Events of Default.  Section 11.4 of the Loan Agreement
     is hereby amended and restated to read in its entirety as follows:

                                 "11.4     A default or breach (without 
                         regard to any notice or period of cure) with respect 
                         to the 

                                          4
<PAGE>


                    payment of any indebtedness for borrowed money of any
                    Borrower to any third party (including, the Variable Rate
                    Notes, the 1996 Convertible Notes, the 1997 Convertible
                    Notes, and the 1998 Convertible Notes) when due or in the
                    performance of any other obligation incurred in connection
                    with any such indebtedness for borrowed money by any
                    Borrower which accelerates (or permits the acceleration of)
                    any such indebtedness in an amount not less than $250,000 or
                    would have a material adverse effect upon the Collateral or
                    any Borrower's ability to fully and timely perform all of
                    its obligations under the Loan Documents."

          2.   REPRESENTATIONS AND WARRANTIES.

               2.1  Representations and Warranties.  For the purpose of inducing
     the Bank to enter into this Amendment, the Borrowers hereby jointly and
     severally represent and warrant to the Bank that as of the date hereof and
     as of each Drawdown Date including, without limitation, as of the date of
     each Advance under the increased Commitment (except to the extent that any
     such representation or warranty expressly relates to an earlier date):

                    2.1.1     Each of the representations and warranties of the
          Borrowers contained in the Loan Agreement and in any and all other
          Loan Documents is or was (as the case may be) true and correct on and
          as of the date given with the effect as though such representations
          and warranties had been made on and as of such date;

                    2.1.2     No Event of Default or Potential Event of Default
          has occurred and is continuing;

                    2.1.3     Each of the Borrowers is duly authorized to enter
          into this Amendment, the Note (i.e. the Amended and Restated
          Promissory Note to be executed by the Borrowers pursuant to Section
          3.1.1 hereof) and consummate the transactions herein contemplated and
          has the requisite power, authority and legal right to execute, deliver
          and perform this Amendment, such Note and the other documents and
          transactions contemplated herein, and has taken all necessary action
          to authorize it's execution, delivery and performance of this
          Amendment, such Note and such other documents and transactions as
          contemplated herein; and




                                          5
<PAGE>

                    2.1.4     The consummation of the transactions herein
          contemplated and the fulfillment of the terms hereof and the
          compliance by the Borrowers with all of the terms and conditions of
          this Amendment and the other documents herein provided will not result
          in any breach of any of the terms, conditions or provisions of, or
          constitute a default under, or violate, any indenture, bank loan,
          credit agreement or other agreement or instrument, or existing law or
          judgment, to which either or both of the Borrowers is a party or by
          which they or any of their assets is bound, nor will it result it in
          the creation of any Encumbrance upon any of their properties or assets
          pursuant to the provisions of any such indenture, bank loan, credit
          agreement or other agreement or instrument, nor are any of the
          Borrowers prohibited by their articles of incorporation, by-laws or
          any indenture or other agreement, nor does it require any approval or
          consent of any Person that has not otherwise been obtained as of the
          date hereof; and that this Amendment, the Note and each additional
          instrument and document required hereunder when executed and delivered
          by the Borrowers will constitute the legal, valid and binding
          obligation of the Borrowers enforceable against them in accordance
          with its terms.


               2.2  Survival of Representations and Warranties.

               All warranties and representations herein shall survive the
     execution of this Amendment and the consummation of the transactions
     contemplated herein.

          3.   CONDITIONS PRECEDENT.

               3.1  The provisions of Section 1 hereof shall not become
     effective, and the Bank shall not be under any obligation to make any
     Advances under the contemplated increase in the Commitment until the
     Borrowers shall have complied with each of the following conditions
     precedent to the satisfaction of the Bank in its sole and absolute
     discretion, unless otherwise waived by the Bank in writing in its sole and
     absolute discretion:

                    3.1.1     Amended and Restated Note.

                    Delivery to the Bank of the Note duly executed by each
          Borrower in the form of Exhibit 1 attached hereto;

                    3.1.2     Supporting Documents of Borrowers.


                                          6
<PAGE>

                    Delivery to the Bank of a certificate of a senior executive
          officer of each Borrower acceptable to the Bank in substance and form
          satisfactory to the Bank (including, without limitation, certification
          by such officer of each Borrower that attached thereto is a true and
          correct complete copy of resolutions of the Board of Directors or the
          Executive Committee thereof (and if applicable, the shareholders) of
          such Borrower approving and authorizing the execution, delivery and
          performance of this Amendment and the other documents and transactions
          contemplated herein, including, but not limited to, the Amended and
          Restated Note);

                    3.1.3     Good Standing Certificates.

                    Delivery to the Bank of a good standing certificate, dated
          as of a recent date, issued by the Office of the Secretary of State of
          (i) the jurisdiction of incorporation of each Borrower, and (ii) each
          additional State where any Borrower is qualified to transact business
          as a foreign corporation (or the failure to so qualify could have a
          material adverse effect on any Borrower or any of the Collateral);

                    3.1.4     Payment of Loan Fee.

                    The Borrowers shall pay to the Bank in consideration of the
               increase in the Commitment provided for herein, a non-refundable
               loan fee of $25,000;

                    3.1.5     Closing Costs.

                    The Borrowers shall have paid to the Bank all Costs incurred
          by the Bank in connection with the negotiation, review and preparation
          of this Amendment, the Amended and Restated Note, any other Loan
          Documents and the various transactions contemplated herein and
          therein; and

                    3.1.6     Compliance.

                    The Borrowers shall have complied and then be in compliance
          with all terms, covenants and conditions of the Loan Agreement.

          4.   ACKNOWLEDGEMENTS.

          Each Borrower hereby acknowledges that (a) it has been advised by
counsel in the negotiation, execution and delivery of this Amendment and the
transactions contemplated hereby; (b) it has made an independent decision to 




                                          7
<PAGE>


enter into this Amendment without reliance on any representation, warranty or
covenant or undertaking by the Bank other than as expressly set forth in this
Amendment; and (c) should any shortfall occur between such Borrower's financing
needs and the Commitment, as amended by this Amendment, such shortfall shall be
the sole responsibility of such Borrower and such Borrower shall not make any
claim against the Bank based on any facts, events or circumstances now or
hereafter existing.

          5.   MISCELLANEOUS.

               5.1  All references in the Loan Agreement and in any other 
       Loan Document to the "Loan Agreement," "this Agreement", the "Note" 
       and/or "Loan Documents" (or words of similar import) shall be deemed a 
       reference to the Loan Agreement as amended by this Amendment and/or 
       shall include the Note to be executed by the Borrowers pursuant to 
       Section 3.1.1 hereof, as the case may be.

               5.2  Except as expressly modified, amended or restated by this 
       Amendment and the Amended and Restated Note, all of the terms and 
       conditions of the Loan Agreement, as so modified or amended and the 
       additional Loan Documents shall remain in full force and effect.

               5.3  This Amendment shall be subject to, construed in 
           accordance with and governed by the laws of the State of 
           California without giving effect to such state's conflicts of law 
           provisions.

               5.4  This Amendment may be executed in one or more 
           counterparts, each of which shall constitute an original 
           Amendment, but all of which together shall constitute one and the 
           same instrument.

               5.5  Section headings are included for the sake of convenience 
           only and shall not affect the interpretation of any provision of 
           this Amendment.

               5.6  This Amendment and the other documents referred to herein 
           are intended by the Borrowers and the Bank to be the final, 
           complete and exclusive expression of the agreement between them.  
           This Amendment supersedes any and all prior oral or written 
           agreements relating to the subject matter hereof.

               5.7  Whether or not the transactions contemplated herein shall 
           be consummated, the Borrowers jointly and severally agree to pay 
           all costs incurred by or on behalf of the Bank in connection with 
           the transactions hereby contemplated (including, without 
           limitation, 

                                          8
<PAGE>


          the performance of any due diligence by the Bank) and the preparation,
          negotiation, execution, delivery, waiver, Modification and/or
          administration of this Amendment, the Note and any other documentation
          contemplated hereby or thereby, the making of additional Advances
          and/or the enforcement or protection of the rights of the Bank in
          connection therewith, including, without limitation, any internally
          allocated audit costs and the fees and disbursements of Mitchell,
          Silberberg & Knupp LLP, counsel to the Bank.



                                          9
<PAGE>


          IN WITNESS WHEREOF the parties hereto have executed this Amendment as
of the date first above written.

                         IMPERIAL BANK,
                         a California chartered bank


                         By:________________________________

                         Its:_______________________________



                         UNAPIX ENTERTAINMENT, INC., 
                         a Delaware corporation

                         By:________________________________

                         Its:_______________________________



                         MIRAMAR IMAGES, INC.,
                         a Washington corporation

                         By:________________________________

                         Its:_______________________________




                                         S-1
<PAGE>








                         



                                         S-2