EXHIBIT 10.2

                     AMENDMENT NO. 2 TO THE CREDIT AGREEMENT

                                                        As of January 16, 2001

                  AMENDMENT  NO. 2 TO THE CREDIT  AGREEMENT  dated as of January
16, 2001 (this "Amendment") to the Credit Agreement dated as of May 26, 1999 (as
amended by Amendment  No. 1 to the Credit  Agreement  dated as of July 28, 2000,
and as further  amended,  supplemented or otherwise  modified from time to time,
the "Credit Agreement") between Desa International, Inc., a Delaware corporation
(the "Borrower"),  and Bank of America,  N.A. (formerly  NationsBank,  N.A.), as
Lender (the "Lender"). Capitalized terms not otherwise defined herein shall have
the same meanings as specified therefor in the Credit Agreement.

                             PRELIMINARY STATEMENTS

                  (1) The Borrower has requested  that the Lender agree to amend
the  Credit  Agreement  in order to extend  the  maturity  date under the Credit
Agreement to May 31, 2002.

                  (2) The Lender has indicated its  willingness to agree,  among
other things, to so amend the Credit Agreement.

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

                  SECTION  1.  Amendments  of Certain  Provisions  of the Credit
Agreement.  The Credit  Agreement is, upon the  occurrence of the Effective Date
(as  hereinafter  defined),   hereby  amended  by  amending  the  definition  of
"Termination  Date" set forth in Section 1.01 of the Credit Agreement to replace
the date "March 5, 2001" with the date "May 31, 2002".

                  SECTION 2.  Conditions  of  Effectiveness  of this  Amendment.
Section 1 of this  Amendment  shall  become  effective as of the first date (the
"Effective Date") on which each of the following conditions precedent shall have
been satisfied:

                  (a) The Lender  shall  have  received  a  counterpart  of this
         Amendment  duly  executed  by  the  Borrower  and  acknowledged  by the
         Guarantor.

                  (b) All of the consents,  approvals and authorizations of, and
         notices and filings to or with, and other actions by, any  governmental
         or  regulatory  authority or any other Person  necessary in  connection
         with any  aspect of this  Amendment  or any of the  other  transactions
         contemplated hereby shall have been obtained (without the imposition of
         any conditions  that are not  reasonably  acceptable to the Lender) and
         shall remain in full force and effect;  and no law,  rule or regulation
         shall be  applicable  in the  reasonable  judgment  of the Lender  that
         restrains,  prevents or imposes  materially adverse conditions upon any
         aspect of this Amendment or any of the other transactions  contemplated
         hereby.

                  (c) The representations and warranties contained in the Credit
         Agreement and in the Guaranty shall be correct in all material respects
         on and as of the Effective  Date, as though made on and as of such date
         (other  than any such  representations  or  warranties  that,  by their
         terms, refer to a specific date other than the Effective Date, in which
         case as of such specific date).

                  (d) No event  shall  have  occurred  and be  continuing,  that
         constitutes a Default.
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                  (e)  All  of the  accrued  fees  and  expenses  of the  Lender
         (including  the  accrued  fees and  expenses of counsel for the Lender)
         shall have been paid in full.

                  (f) The Lender shall have  received on or before the Effective
         Date the following,  each dated such date (unless otherwise specified),
         in form and substance satisfactory to the Lender:

                           (i) Certified  copies of the resolutions of the Board
                  of Directors of the Borrower  approving this Amendment and the
                  transactions   contemplated   hereby,  and  of  all  documents
                  evidencing  other necessary  corporate action and governmental
                  and third party  approvals and consents,  if any, with respect
                  to this Amendment and the transactions contemplated hereby and
                  thereby.

                           (ii) A  certificate  of the Secretary or an Assistant
                  Secretary  of the  Borrower  certifying  the  names  and  true
                  signatures of the officers of the Borrower  authorized to sign
                  this  Amendment  and  the  other  documents  to  be  delivered
                  hereunder.

                           (iii) Such other  opinions,  certificates,  documents
                  and information as the Lender may reasonably request.

                  The  effectiveness  of this  Amendment is further  conditioned
         upon the accuracy of all of the factual matters described herein.  This
         Amendment  is subject to the  provisions  of Section 6.01 of the Credit
         Agreement.

                  SECTION 3. Reference to and Effect on the LOC  Documents.  (a)
On and after the Effective Date, each reference in the Credit Agreement to "this
Agreement",  "hereunder",  "hereof"  or words of like  import  referring  to the
Credit  Agreement,  and each reference in the other LOC Documents to "the Credit
Agreement",  "thereunder",  "thereof"  or words of like import  referring to the
Credit  Agreement,  shall mean and be a reference  to the Credit  Agreement,  as
amended and otherwise modified hereby.

                  (b) The Credit  Agreement,  the Note and each of the other LOC
Documents,  except to the  extent  of the  amendments  and  other  modifications
specifically  provided  above,  are and shall  continue  to be in full force and
effect and are hereby in all respects ratified and confirmed.

                  (c)  The  execution,   delivery  and   effectiveness  of  this
Amendment shall not, except as expressly provided herein, operate as a waiver of
any right,  power or remedy of the Lender  under any of the LOC  Documents,  nor
constitute a waiver of any provision of any of the LOC Documents.

                  SECTION 4. Costs and Expenses.  The Borrower  hereby agrees to
pay,  upon  demand,  all costs and  expenses of the Lender  (including,  without
limitation,  the  reasonable  fees and  expenses  of counsel  for the Lender) in
connection   with  the   preparation,   execution,   delivery,   administration,
syndication,  modification  and  amendment  of  this  Amendment  and  the  other
documents,  instruments  and  agreements  to  be  delivered  hereunder,  all  in
accordance with the terms of Section 6.04 of the Credit Agreement.

                  SECTION 5.  Execution in  Counterparts.  This Amendment may be
executed  in any  number of  counterparts  and by  different  parties  hereto in
separate  counterparts,  each of which when so executed shall be deemed to be an
original  and all of which  taken  together  shall  constitute  one and the same
agreement.  Delivery of an  executed  counterpart  of a  signature  page to this
Amendment by  telecopier  shall be effective as delivery of a manually  executed
counterpart of this Amendment.
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                  SECTION 6. Governing Law. This Amendment shall be governed by,
and construed in accordance with, the laws of the State of New York.

                  IN WITNESS  WHEREOF,  the  parties  hereto  have  caused  this
Amendment to be executed by their respective officers thereunto duly authorized,
as of the date first above written.



                                   The Borrower

                                   DESA INTERNATIONAL, INC.


                                   By /s/ Rick Simpson
                                      Name:  Rick Simpson
                                      Title:  Vice President


                                   The Lender


                                   BANK OF AMERICA, N.A.


                                   By /s/ David H. Strickert
                                      Name:  David H. Strickert
                                      Title: Principal



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                                   Acknowledged by:

                                   The Guarantor

                                   UBS CAPITAL LLC

                                   By  /s/ Marc Unjer
                                      Name:  Marc Unjer
                                      Title: Attorney in Fact


                                   By  /s/ George  Duarte
                                      Name:  George  Duarte
                                      Title: Attorney in Fact