Exhibit 10.2

                    SEVENTH AMENDMENT TO AMENDED AND RESTATED
                         CREDIT AND SECURITY AGREEMENT

     This  Amendment,  dated as of March 9, 2001,  is made by and between  ROYAL
GRIP,  INC., a Nevada  corporation,  and ROYAL GRIP HEADWEAR  COMPANY,  a Nevada
corporation  (collectively,  jointly and severally,  the "Borrower"),  and WELLS
FARGO BUSINESS CREDIT, INC., a Minnesota corporation (the "Lender").

                                    Recitals

     The Borrower  and the Lender have  entered  into that  certain  Amended and
Restated  Credit and Security  Agreement dated as of October 9, 1998, as amended
by that  certain  Amendment  to an Amended  and  Restated  Credit  and  Security
Agreement  and  Waiver of  Defaults  dated  March 16,  1999,  as amended by that
certain Second  Amendment to Amended and Restated Credit and Security  Agreement
and Waiver of Defaults  dated April 13,  1999 as amended by that  certain  Third
Amendment to Credit and Security  Agreement  dated November 10, 1999, as amended
by that certain Fourth  Amendment to Amended and Restated Credit Agreement dated
March 24,  2000,  and as amended by that certain  Fifth  Amendment to Credit and
Security  Agreement  dated  August 3, 2000,  as amended  by that  certain  Sixth
Amendment to Amended and Restated  Credit and Security  Agreement dated November
8, 2000 (collectively, the "Credit Agreement").  Capitalized terms used in these
recitals  have  the  meanings  given  to them  in the  Credit  Agreement  unless
otherwise specified.

     The Borrower has  requested  that certain  amendments be made to the Credit
Agreement,  which  the  Lender  is  willing  to make  pursuant  to the terms and
conditions set forth herein.

     NOW,  THEREFORE,  in  consideration  of the  premises  and  of  the  mutual
covenants and agreements herein contained, it is agreed as follows:

     1. DEFINED TERMS. Capitalized terms used in this Amendment which are
defined in the Credit Agreement shall have the same meanings as defined therein,
unless otherwise defined herein.

     2. AMENDMENTS. The Credit Agreement is hereby amended as follows:

          (a) The definition of "Maturity  Date" contained in Section 1.1 of the
Credit Agreement is hereby deleted and replaced as follows:

     "Maturity Date" means September 30, 2004.

          (b) Effective  March 1, 2001,  the  definition of "Revolving  Floating
Rate"  contained in Section 1.1 of the Credit  Agreement was hereby  deleted and
replaced as follows:

     "Revolving  Floating  Rate"  means an annual  rate  equal to the sum of the
     Prime Rate plus one and one-quarter of one percent  (1.25%).  The Revolving
     Floating Rate shall automatically be reduced to an annual rate equal to the
     sum of the Prime Rate plus  one-quarter of one percent (0.25%) on the first
     day of the first full month following Lender's receipt of Borrower's 2001

                                       1
<PAGE>
     fiscal year audited  financial  statements  complying  with Section  6.1(a)
     below,  if but  only if (i) said  financial  statements  indicate  that the
     Borrower  and the  Covenant  Entities  have  achieved  a Net Income for the
     Borrower's  2001  fiscal  year of not  less  than  $250,000.00,  (ii)  said
     financial  statements  indicate that the Borrower and the Covenant Entities
     increased their  aggregate Net Worth during  Borrower's 2001 fiscal year by
     not less than $250,000.00,  and (iii) there is not a then existing Event of
     Default or Default Period. If but only if said reduction is not achieved as
     provided above, the Revolving Floating Rate shall automatically be adjusted
     on the first day of the first  full  month  following  Lender's  receipt of
     Borrower's audited financial statements complying with Section 6.1(a) below
     in any year  subsequent to  Borrower's  2001 fiscal year, to an annual rate
     equal to the sum of the Prime Rate plus  one-quarter of one percent (0.25%)
     in the event that (i) said financial  statements indicate that the Borrower
     and the Covenant  Entities  have  achieved a Net Income for any such fiscal
     year of not less than $600,000.00,  (ii) said financial statements indicate
     that the Borrower and the Covenant  Entities  increased their aggregate Net
     Worth during any such fiscal year by not less than  $600,000.00,  and (iii)
     there is not a then  existing  Event of  Default  or  Default  Period.  The
     Revolving Floating Rate shall change when and as the Prime Rate changes.

          (c) Effective  March 1, 2001,  the  definition of "Term Floating Rate"
contained in Section 1.1 of the Credit Agreement was hereby deleted and replaced
as follows:

     "Term  Floating  Rate"  means an annual  rate equal to the sum of the Prime
     Rate plus one and three-quarters of one percent (1.75%).  The Term Floating
     Rate shall  automatically  be reduced to an annual rate equal to the sum of
     the Prime Rate plus  three-quarters of one percent (0.75%) on the first day
     of the first full month  following  Lender's  receipt  of  Borrower's  2001
     fiscal year audited  financial  statements  complying  with Section  6.1(a)
     below,  if but  only if (i) said  financial  statements  indicate  that the
     Borrower  and the  Covenant  Entities  have  achieved  a Net Income for the
     Borrower's  2001  fiscal  year of not  less  than  $250,000.00,  (ii)  said
     financial  statements  indicate that the Borrower and the Covenant Entities
     increased their  aggregate Net Worth during  Borrower's 2001 fiscal year by
     not less than $250,000.00,  and (iii) there is not a then existing Event of
     Default or Default Period. If but only if said reduction is not achieved as
     provided above,  the Term Floating Rate shall  automatically be adjusted on
     the  first  day of the first  full  month  following  Lender's  receipt  of
     Borrower's audited financial statements complying with Section 6.1(a) below
     in any year  subsequent to  Borrower's  2001 fiscal year, to an annual rate
     equal to the sum of the  Prime  Rate  plus  three-quarters  of one  percent
     (0.75%) in the event that (i) said financial  statements  indicate that the
     Borrower and the Covenant Entities have achieved a Net Income for any such

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<PAGE>
     fiscal year of not less than  $600,000.00,  (ii) said financial  statements
     indicate  that the  Borrower  and the  Covenant  Entities  increased  their
     aggregate  Net  Worth  during  any  such  fiscal  year  by  not  less  than
     $600,000.00,  and (iii)  there is not a then  existing  Event of Default or
     Default  Period.  The Term Floating Rate shall change when and as the Prime
     Rate changes.

          (d) Subsection (d) of Section 2.9 of the Credit Agreement is hereby
deleted and replaced as follows:

               (d) AUDIT FEES. The Borrower hereby agrees to pay the Lender,  on
     demand,  audit fees of $75.00 per hour (or Lender's then  applicable  rate)
     per auditor in connection  with any audits or  inspections by the Lender of
     any collateral or the operations or business of the Borrower, together with
     all actual out-of-pocket costs and expenses incurred in conducting any such
     audit or inspection (collectively,  "Out-of-Pockets").  So long as there is
     not any then existing Event of Default or Default  Period,  such audit fees
     shall not exceed $2,500.00 per audit plus all applicable Out-of-Pockets and
     audits shall be performed  not more  frequently  than four times per annum.
     Lender  shall send to  Borrower an invoice  applicable  to such audit fees,
     out-of-pocket costs and expenses,  provided, however, any failure of Lender
     to send such invoices shall not relieve  Borrower of its obligations  under
     this Section 2.9(d).

          (e) Sections 2.13(a) and 2.13(b) of the Credit Agreement are hereby
deleted and replaced as follows:

               (a)  TERMINATION  AND LINE REDUCTION FEES. If the Credit Facility
               is terminated for any reason as of a date other than the Maturity
               Date,  or the  Borrower  reduces the Maximum  Line,  the Borrower
               shall pay the Lender a fee in an amount equal to a percentage  of
               the  Maximum  Line  (or the  reduction,  as the  case  may be) as
               follows:  (i) three percent (3%) if the  termination or reduction
               occurs on or before  September 30, 2001, (ii) two percent (2%) if
               the termination or reduction  occurs after September 30, 2001 but
               on or before September 1, 2002, and (iii) one percent (1%) if the
               termination or reduction occurs after September 30, 2002.

               (b)  PREPAYMENT  FEES.  If the Term Note is  prepaid as of a date
               other than the Maturity  Date for any reason except in accordance
               with Section  2.7, the Borrower  shall pay to the Lender a fee in
               an amount equal to a percentage of the amount prepaid as follows:
               (i)  three  percent  (3%)  if  prepayment  occurs  on  or  before
               September 30, 2001;  (ii) two percent (2%) if  prepayment  occurs
               after September 30, 2001 but on or before September 30, 2002; and
               (iii) one percent (1%) if prepayment  occurs after  September 30,
               2002.

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<PAGE>
          (f) Section 6.12 of the Credit Agreement is hereby deleted and
replaced as follows:

     DEBT SERVICE  COVERAGE  RATIO.  The Borrower  covenants that Royal Grip and
     Royal Headwear and the Covenant  Entities shall, as of the last day of each
     fiscal quarter, on and after May 31, 2001, maintain a consolidated  average
     minimum debt service coverage ratio (based upon the period set forth below)
     as follows:

     Quarter Ending                     Debt Service Coverage Ratio
     --------------                     ---------------------------
     May 31, 2001                       1.0 to 1 based upon the immediately
                                        preceding three month period, and
                                        excluding all payments made on or
                                        Subordinated Indebtedness owed to the
                                        Johnston Family Charitable Remainder
                                        Unitrust No. 3

     August 31, 2001 and each           1.0 to 1 based upon the immediately
     August 31 thereafter               preceding three month period

     November 30, 2001 and each         .75 to 1 based upon the immediately
     November 30 thereafter             preceding six month period

     February 28, 2002 and each         .75 to 1 based upon the immediately
     February 28 thereafter             preceding nine month period

     May 31, 2002 and each              1.05 to 1 based upon the immediately
     May 31 thereafter                  preceding twelve month period

          (g) Section 6.13 of the Credit Agreement is hereby deleted and
replaced as follows:

     Section 6.13 NET WORTH. The Borrower covenants that as of May 31, 2000, the
     aggregate  consolidated  Net Worth of Royal Grip,  Royal  Headwear  and the
     Covenant  Entities was  $14,411,226.36.  The Borrower  covenants  that said
     aggregate  consolidated  Net  Worth  as of the  end of each  future  fiscal
     quarter end shall  increase by not less than (or in the event a decrease is
     allowed, decrease by not more than) the amounts set forth below as measured
     from the immediately  preceding fiscal year ending  aggregate  consolidated
     Net Worth.

                                       4
<PAGE>
     Quarter Ending                     Net Worth Increase (Decrease)
     --------------                     -----------------------------
     February 28, 2001                  ($1,200,000.00)

     May 31, 2001                       ($200,000.00)

     August 31, 2001 and each
     August 31 thereafter               $0.00

     November 30, 2001 and each
     November 30 thereafter             ($300,000.00)

     February 28, 2002 and each
     February 28 thereafter             ($100,000.00)

     May 31, 2002 and each May 31
     thereafter                         $600,000.00

          (h) Section 6.14 of the Credit Agreement is hereby deleted in its
entirety and replaced as follows:

     Section 6.14 NET INCOME.  The  Borrower  covenants  that Royal Grip,  Royal
     Headwear and the Covenant Entities shall achieve an aggregate  consolidated
     Net  Income of at least (or,  in the event a Net Loss is  allowed  for such
     fiscal quarter, a Net Loss of not more than) the amount set forth below for
     each fiscal quarter as measured from the immediately  preceding fiscal year
     end.

     Quarter Ending                     Net Income (Loss)
     --------------                     -----------------
     February 28, 2001                  ($1,200,000.00)

     May 31, 2001                       ($200,000.00)

     August 31, 2001 and each
     August 31 thereafter               $0.00

     November 30, 2001 and each
     November 30 thereafter             ($300,000.00)

     February 28, 2002 and each
     February 28 thereafter             ($100,000.00)

     May 31, 2002 and each
     May 31 thereafter                  $600,000.00

          (i) Section 6.15 of the Credit Agreement is hereby deleted in its
entirety and replaced as follows:

     Section 6.15 MONTHLY NET  INCOME/NET  LOSS.  The  Borrower  covenants  that
     beginning with January 1, 2001,  and continuing for each month  thereafter,
     Royal Grip, Royal Headwear and the Covenant Entities shall achieve an

                                       5
<PAGE>
     aggregate  consolidated  Net Income of not less than (or in the event a Net
     Loss is allowed  for such  month,  a Net Loss of not more than) the amounts
     set  forth  below  for  each  month  as  measured  from the last day of the
     immediately preceding month.

     Month                                              Net Income/(Net Loss)
     -----                                              ---------------------
     January, 2001                                      $0.00

     February, 2001                                     $50,000.00

     March, 2001                                        $100,000.00

     April, 2001                                        $150,000.00

     May, 2001                                          $150,000.00

     June of each year                                  $0.00

     July of each year                                  $0.00

     August of each year                                ($300,000.00)

     September of each year                             ($150,000.00)

     October of each year                               ($200,000.00)

     November of each year                              ($100,000.00)

     December of each year                              ($350,000.00)

     January, 2002 and each January thereafter          ($50,000.00)

     February, 2002 and each February thereafter        $0.00

     March, 2002 and each March thereafter              $0.00

     April, 2002 and each April thereafter              $0.00

     May, 2002 and each May thereafter                  $0.00

          (j) Section 7.10 of the Credit Agreement is hereby deleted and
replaced as follows:

     CAPITAL EXPENDITURES. Royal Grip, Royal Headwear and the Covenant Entities
     will not incur or contract to incur Capital Expenditures in the aggregate
     of more than (i) $1,250,000.00 during Borrower's 2001 fiscal year, and (ii)

                                       6
<PAGE>
     $1,500,000.00 during any fiscal year thereafter.  In addition,  Royal Grip,
     Royal  Headwear  and the  Covenant  Entities  will not incur or contract to
     incur Capital  Expenditures  paid with working  capital in the aggregate of
     more than (i)  $800,000.00  during  Borrower's  2001 fiscal year,  and (ii)
     $900,000.00  during any fiscal year  thereafter.  In addition,  Royal Grip,
     Royal  Headwear  and the  Covenant  Entities  will not incur or contract to
     incur Capital  Expenditures in excess of $500,000.00 in any one transaction
     without  the prior  approval  of Lender  which  approval  can be granted or
     withheld in Lender's sole discretion.

     3. NO OTHER CHANGES. Except as explicitly amended by this Amendment, all of
the terms and conditions of the Credit Agreement shall remain in full force and
effect and shall apply to any advance or letter of credit thereunder.

     4. THE DEFAULTS. The Borrower is in default of the following provisions of
the Credit Agreement (collectively, the "Current Defaults"):

          (a) The  Borrower  has failed to achieve  the  required  Debt  Service
Coverage Ratio for the quarter  ending  November 30, 2000 as required by Section
6.12 of the Credit Agreement.

          (b) The Borrower and the Covenant  Entities have failed to achieve the
Net Worth for the quarter  ending  November 30, 2000 as required by Section 6.13
of the Credit Agreement.

          (c) The Borrower and the Covenant  Entities have failed to achieve the
Net Income for the quarter ending  November 30, 2000 as required by Section 6.14
of the Credit Agreement.

          (d) The Borrower and the Covenant  Entities  have exceeded the maximum
allowable Net Loss for the month of November,  2000 as set forth in Section 6.15
of the Credit Agreement.

               The  Borrower  acknowledges  that  as a  result  of  the  Current
Defaults,  a Default  Period  exists and the  Default  Rate was  implemented  on
November 1, 2000. The Borrower further  acknowledges as of the date hereof,  the
amounts owed as a result of the implementation of the Default Rate have not been
paid (the "Default Interest").  Upon the terms and subject to the conditions set
forth in this  Amendment,  the Lender hereby waives the Current  Defaults.  This
waiver shall be effective  only in this  specific  instance and for the specific
purpose for which it is given, and this waiver shall not entitle the Borrower to
any other or further waiver in any similar or other circumstances.  The Borrower
further agrees that  notwithstanding  the above waiver,  the  Obligations  shall
continue to bear interest at the Default Rate.  The Borrower  shall pay one-half
of the past due Default Interest (which equals  $3,242.22) upon the execution of
this  Amendment.  The Borrower shall pay one-half of the Default  Interest going
forward monthly as required by the Credit Agreement.  The second one-half of the
past due Default  Interest and one-half of the Default  Interest  going  forward
(collectively the "Accrued Default Interest") shall continue to accrue and shall
be due and payable on the earlier of (i) the first day of the first full month

                                       7
<PAGE>
after Lender's receipt of Borrower's audited financial  statements for Borrowers
2001  fiscal  year  complying  with the terms of  Section  6.1(a) of the  Credit
Agreement  (the  "2001  Financials")  which  indicate  that there is an event of
default  existing  under the Credit  Agreement,  or (ii) the date after the date
hereof upon which any Event of Default occurs under the Credit Agreement. In the
event the Accrued Default Interest becomes due and payable, the Current Defaults
and the Default Period associated  therewith,  shall automatically be reinstated
retroactively to November 1, 2000. Notwithstanding the above, if but only if the
Accrued Default Interest has not previously  become due and payable and the 2001
Financial Statements indicate that the Borrower is in compliance with all of the
provisions  of the Credit  Agreement,  the Lender shall waive the payment of the
Accrued Default Interest and the Obligations shall cease to bear interest at the
Default Rate.

     5. CONDITIONS PRECEDENT. This Amendment shall be effective when the Lender
shall have received an executed original hereof, together with each of the
following, each in substance and form acceptable to the Lender in its sole
discretion:

          (a) The Acknowledgment and Agreement of Guarantor set forth at the end
of this Amendment, duly executed by the Guarantor.

          (b) A Certificate  of the  Secretary of the Borrower  certifying as to
(i) the  resolutions  of the board of directors of the  Borrower  approving  the
execution and delivery of this Amendment,  (ii) the fact that the certificate of
incorporation and bylaws of the Borrower,  which were certified and delivered to
the Lender pursuant to the Certificate of Authority of the Borrower's  secretary
or  assistant  secretary  dated as of  October  9, 1998 in  connection  with the
execution and delivery of the Credit Agreement continue in full force and effect
and have not been  amended  or  otherwise  modified  except  as set forth in the
Certificate to be delivered,  and (iii)  certifying that the officers and agents
of the  Borrower  who  have  been  certified  to  the  Lender,  pursuant  to the
Certificate  of Authority  of the  Borrower's  secretary or assistant  secretary
dated as of October 9, 1998, as being authorized to sign and to act on behalf of
the Borrower continue to be so authorized or setting forth the sample signatures
of each of the  officers and agents of the  Borrower  authorized  to execute and
deliver this Amendment and all other  documents,  agreements and certificates on
behalf of the Borrower.

          (c) Payment of the Default Interest as described in Paragraph 4(d).

          (d) An opinion of the  Borrower's  counsel as to the matters set forth
in  paragraph  6(a) and 6 (b) hereof and to such other  matters as Lender  shall
require.

          (e) Such other matters as the Lender may require.

     6. REPRESENTATIONS AND WARRANTIES. The Borrower hereby represents and
warrants to the Lender as follows:

          (a) The Borrower has all requisite power and authority to execute this
Amendment and to perform all of its  obligations  hereunder,  and this Amendment
has been duly executed and delivered by the Borrower and  constitutes the legal,
valid and binding obligation of the Borrower, enforceable in accordance with its
terms.

          (b) The  execution,  delivery and  performance by the Borrower of this
Amendment have been duly authorized by all necessary corporate action and do not
(i) require any authorization, consent or approval by any governmental

                                       8
<PAGE>
department,  commission,  board, bureau, agency or instrumentality,  domestic or
foreign,  (ii) violate any  provision of any law,  rule or  regulation or of any
order, writ,  injunction or decree presently in effect,  having applicability to
the Borrower, or the certificate of incorporation or by-laws of the Borrower, or
(iii) result in a breach of or  constitute a default under any indenture or loan
or credit  agreement or any other  agreement,  lease or  instrument to which the
Borrower is a party or by which it or its properties may be bound or affected.

          (c) All of the representations  and warranties  contained in Article V
of the Credit  Agreement are correct on and as of the date hereof as though made
on and as of such  date,  except to the  extent  that such  representations  and
warranties relate solely to an earlier date.

     7. REFERENCES. All references in the Credit Agreement to "this Agreement"
shall be deemed to refer to the Credit Agreement as amended hereby; and any and
all references in the Security Documents to the Credit Agreement shall be deemed
to refer to the Credit Agreement as amended hereby.

     8. NO OTHER WAIVER.  Except as  specifically  set forth in Section 4 above,
the execution of this Amendment and  acceptance of any documents  related hereto
shall not be deemed to be a waiver of any Default or Event of Default or Default
Period under the Credit  Agreement or breach,  default or event of default under
any Security Document or other document held by the Lender, whether or not known
to the Lender and whether or not existing on the date of this Amendment.

     9. RELEASE. The Borrower,  and each Guarantor by signing the Acknowledgment
and  Agreement  of  Guarantor  set  forth  below,  each  hereby  absolutely  and
unconditionally  releases  and forever  discharges  the Lender,  and any and all
participants,   parent   corporations,   subsidiary   corporations,   affiliated
corporations,  insurers,  indemnitors,  successors and assigns thereof, together
with all of the present and former directors,  officers, agents and employees of
any of the  foregoing,  from any and all claims,  demands or causes of action of
any  kind,  nature  or  description,  whether  arising  in law or equity or upon
contract  or tort or under  any state or  federal  law or  otherwise,  which the
Borrower or such  Guarantor  has had,  now has or has made claim to have against
any such person for or by reason of any act,  omission,  matter,  cause or thing
whatsoever  arising from the beginning of time to and including the date of this
Amendment,  whether  such  claims,  demands  and causes of action are matured or
unmatured or known or unknown.

     10. COSTS AND EXPENSES.  The Borrower hereby  reaffirms its agreement under
the Credit  Agreement to pay or reimburse the Lender on demand for all costs and
expenses  incurred by the Lender in connection  with the Credit  Agreement,  the
Security  Documents  and all other  documents  contemplated  thereby,  including
without  limitation  all  reasonable  fees and  disbursements  of legal counsel.
Without  limiting the  generality of the  foregoing,  the Borrower  specifically
agrees  to pay all fees and  disbursements  of  counsel  to the  Lender  for the
services  performed by such counsel in connection  with the  preparation of this
Amendment and the  documents and  instruments  incidental  hereto.  The Borrower
hereby  agrees that the Lender may, at any time or from time to time in its sole
discretion and without further authorization by the Borrower, make a loan to the
Borrower under the Credit Agreement,  or apply the proceeds of any loan, for the
purpose of paying any such fees, disbursements, costs and expenses.

                                       9
<PAGE>
     11. PAYMENTS ON THE  SUBORDINATED  DEBT.  Notwithstanding  anything in that
certain  Subordination  Agreement  dated  December  7, 2000 (the  "Subordination
Agreement")  to the  contrary,  the  Borrower  agrees  that it shall  only  make
payments  on  the  Subordinated  Indebtedness  in  strict  accordance  with  the
following:

          (a) Payments may only be made on the following dates (or, in the event
any such date falls on a weekend or holiday,  the next  business day) in amounts
not to exceed the following amounts:

               (i) On the date hereof, $100,000.00;

               (ii) On March 31, 2001, $200,000.00;

               (iii) On April 30, 2001, $200,000.00; and

               (iv) On May 31, 2001, the balance of the Subordinated
          Indebtedness.

          (b) The amount of any payment  may not exceed the amount  equal to the
aggregate  Availability  under the Credit  Agreement and the FM Credit Agreement
minus Accounts more than 30 days past respective due date minus $500,000.00.

          (c)  With  respect  to the May 31,  2001  payment  only,  the  average
aggregate  excess  Availability  under the Credit Agreement and the FM Agreement
for  the  60  days  immediately   preceding  said  payment  was  not  less  than
$1,000,000.00, and

          (d) No  Event  of  Default  or  Default  Period  has  occurred  and is
continuing  or will  occur  as a result  of or  immediately  following  any such
payment.

     Any payments received by the Subordinated  Creditor which are not permitted
hereby shall be handled in strict accordance with Section 5 of the Subordination
Agreement.  Nothing  contained  herein shall limit the Borrower from issuing its
shares of Common Stock to the Subordinated Creditor in accordance with the terms
of the Subordinated Indebtedness.

     12. MISCELLANEOUS. This Amendment and the Acknowledgment and Agreement of
Guarantor may be executed in any number of counterparts, each of which when so
executed and delivered shall be deemed an original and all of which
counterparts, taken together, shall constitute one and the same instrument.

                                       10
<PAGE>
     IN WITNESS  WHEREOF,  the parties  hereto have caused this  Amendment to be
duly executed as of the date first written above.


                                  WELLS FARGO BUSINESS CREDIT, INC.

                                  By  /s/ Clifton Moschnik
                                      -----------------------------------
                                  Its Assistant Vice President


                                  ROYAL GRIP, INC., a Nevada corporation

                                  By  /s/ Kevin Neill
                                      -----------------------------------
                                  Its Chief Financial Officer


                                  ROYAL GRIP HEADWEAR COMPANY,
                                  a Nevada corporation

                                  By  /s/ Kevin Neill
                                      -----------------------------------
                                  Its Chief Financial Officer

                                       11
<PAGE>
                    ACKNOWLEDGMENT AND AGREEMENT OF GUARANTOR

     The  undersigned,  a guarantor of the indebtedness of Royal Grip, Inc., and
Royal Grip Headwear Company, each Nevada corporations (collectively, jointly and
severally,  the "Borrowers") to Wells Fargo Business Credit, Inc. (the "Lender")
pursuant to a Guaranty dated as of October 9, 1998 (the "Guaranty"),  hereby (i)
acknowledges  receipt of the  foregoing  Amendment;  (ii)  consents to the terms
(including  without  limitation  the  release  set forth in  paragraph  9 of the
Amendment) and execution thereof;  (iii) reaffirms its obligations to the Lender
pursuant to the terms of its Guaranty; and (iv) acknowledges that the Lender may
amend,  restate,  extend, renew or otherwise modify the Credit Agreement and any
indebtedness or agreement of the Borrower, or enter into any agreement or extend
additional or other credit  accommodations,  without  notifying or obtaining the
consent  of  the  undersigned  and  without   impairing  the  liability  of  the
undersigned  under the  Guaranty  for all of the  Borrowers'  present and future
indebtedness to the Lender.

                                  ROYAL PRECISION, INC., a Delaware corporation

                                  By  /s/ Kevin Neill
                                      -----------------------------------
                                  Its Chief Financial Officer

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<PAGE>
                     ACKNOWLEDGMENT OF SUBORDINATED CREDITOR

     The undersigned has executed and delivered to Wells Fargo Business  Credit,
Inc., a Minnesota corporation,  ("Lender"), a Subordination Agreement applicable
to  amounts  owed  to  the  undersigned  by  the  Borrower,  FM  Precision  Golf
Manufacturing Corp., a Delaware corporation and FM Precision Golf Sales Corp., a
Delaware corporation. The Borrower has requested that the Lender enter into this
Seventh Amendment to Credit and Security Agreement.  The Lender has agreed to do
so if, but only if, the undersigned delivered to the Lender this acknowledgment.

     Accordingly,  as an  inducement to the Lender to entering into this Seventh
Amendment,  the undersigned  acknowledges that its Debt Subordination  Agreement
remains in full force and effect.

     The undersigned specifically consent to the provisions of Section 11 of the
Amendment.

     The Debt Subordination Agreement is in all respects ratified, confirmed and
approved.

Dated March 9, 2001.

                                          THE JOHNSTON FAMILY CHARITABLE
                                          REMAINDER UNITRUST NO. 3

Witness: /s/ Thomas A. Schneider          By /s/ Richard P. Johnston, as Trustee
         --------------------------          -----------------------------------

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