<Page>

                                                                    EXHIBIT 10.2

                                                                  EXECUTION COPY

                                        FIRST AMENDMENT dated as of October 16,
                           2000 (this "AMENDMENT"), to the Credit Agreement (the
                           "CREDIT AGREEMENT") dated as of July 7, 2000, among
                           WASHINGTON GROUP INTERNATIONAL, INC. (f/k/a Morrison
                           Knudsen Corporation), a Delaware corporation (the
                           "BORROWER"); the lenders party thereto (the
                           "LENDERS"); BANK OF MONTREAL, as Syndication Agent;
                           and CREDIT SUISSE FIRST BOSTON, a bank organized
                           under the laws of Switzerland, as administrative
                           agent (in such capacity, the "ADMINISTRATIVE AGENT"),
                           as collateral agent (in such capacity, the
                           "COLLATERAL AGENT") and as an issuer of Letters of
                           Credit.

              The Borrower has requested that the Lenders amend certain
provisions of the Credit Agreement to permit the Borrower to obtain Letters of
Credit (such term and each other capitalized term used and not otherwise defined
herein having the meaning assigned to it in Section 1.01 of the Credit Agreement
as amended hereby) denominated in one or more Designated Foreign Currencies. The
Lenders are willing so to amend the Credit Agreement on the terms and subject to
the conditions set forth herein.

              Accordingly, in consideration of the mutual agreements herein
contained and other good and valuable consideration, the sufficiency and receipt
of which are hereby acknowledged, the parties hereto agree as follows:

              SECTION 1. AMENDMENT OF CREDIT AGREEMENT. The Credit Agreement is
hereby amended, effective as of the Amendment Effective Date, as follows:

              (a) AMENDMENT OF SECTION 1.01. (i) The following definitions are
         hereby added to Section 1.01 of the Credit Agreement in their proper
         alphabetical order:

              "BORROWER PERCENTAGE" means, as to any Special Letter of Credit,
         the percentage of each reimbursement obligation in respect of a drawing
         under such Letter of Credit for which the Borrower is responsible.

              "DESIGNATED FOREIGN CURRENCY" means, as to any Issuing Bank, any
         currency other than dollars that (a) is available to banks, freely
         transferable and freely convertible into dollars, in each case in the
         London interbank market, and (b) has been approved by such Issuing Bank
         in a notice delivered to the Borrower and the Administrative Agent.

              "DOLLAR EQUIVALENT" means, on any date of determination, with
         respect to any amount denominated in any Designated Foreign Currency,
         the equivalent in dollars of such amount, determined by the applicable
         Issuing Bank using the Exchange Rate with respect to such Designated
         Foreign Currency in effect on such date.

              "EXCHANGE RATE" means on any day, with respect to any amount
         denominated in any Designated Foreign Currency, the rate at which
         dollars may be exchanged into such Designated Foreign Currency, as set
         forth at approximately 11:00 a.m., London time, on such day on the
         Reuters World Currency Page for such Designated Foreign Currency. In
         the event that such rate does not appear on any Reuters World Currency
         Page, the Exchange Rate shall be determined by reference to such other
         publicly available service for displaying exchange rates as may be
         agreed upon by the applicable Issuing Bank and the Borrower, or, in the
         absence of such agreement, such Exchange Rate shall instead be the
         arithmetic average of the spot rates of exchange of the applicable
         Issuing Bank in the market where its foreign currency exchange
         operations in respect of such Designated Foreign Currency are then
         being conducted, at or about 10:00 a.m., local time, on such date for
         the purchase of such Foreign Currency for delivery on such day;
         PROVIDED that if at the time of any such determination, for any reason,
         no such spot rate is being
<Page>

                                                                               2


         quoted, the applicable Issuing Bank, after consultation with the
         Borrower, may use any reasonable method it, in good faith, deems
         appropriate to determine such rate, and such determination shall be
         presumed correct absent manifest error.

              "NON-BORROWER PERCENTAGE" means, as to any Special Letter of
         Credit, the percentage of each reimbursement obligation in respect of a
         drawing under such Letter of Credit for which a person or persons other
         than the Borrower are responsible.

              "SPECIAL LETTER OF CREDIT" means a Letter of Credit issued for the
         account of a joint venture which is an Affiliate of the Borrower or in
         which the Borrower is a participant and as to which responsibility for
         the reimbursement of L/C Disbursements is to be shared on a several
         basis by the Borrower and one or more other persons, with each such
         person being responsible for the reimbursement of a specified
         percentage of any drawings under such Letter of Credit.

                      (ii) The definition of "L/C Exposure" contained in Article
                  I of the Credit Agreement is hereby replaced with the
                  following:

              "L/C EXPOSURE" means at any time the sum of (a) the aggregate
         undrawn amount of all outstanding Letters of Credit denominated in
         dollars at such time, (b) the aggregate Dollar Equivalents of the
         undrawn amounts of all outstanding Letters of Credit denominated in
         Designated Foreign Currencies at such time, (c) the aggregate amount of
         all L/C Disbursements denominated in dollars that have not yet been
         reimbursed by or on behalf of the Borrower at such time and (d) the
         aggregate Dollar Equivalents of the amounts of all L/C Disbursements
         denominated in Designated Foreign Currencies that have not yet been
         reimbursed by or on behalf of the Borrower at such time; PROVIDED, that
         in the case of any Special Letter of Credit, only the Borrower
         Percentage of such Letter of Credit and of the unreimbursed L/C
         Disbursements thereunder shall be taken into account in determining the
         L/C Exposure. The L/C Exposure of any Revolving Credit Lender at any
         time shall be such Lender's Pro Rata Percentage of the aggregate L/C
         Exposure at such time.

                      (iii) The following proviso is hereby added to the end of
                  the definition of "Consolidated EBITDA" contained in Article I
                  of the Credit Agreement:

                  "; PROVIDED that, for purposes of determining Consolidated
                  EBITDA for any period including one or more of the Borrower's
                  fiscal quarters ending on December 3, 1999, March 3, 2000,
                  June 2, 2000 or September 1, 2000, Consolidated EBITDA for any
                  such fiscal quarter shall be deemed to be $70,000,000."

              (b) AMENDMENT TO SECTION 2.14. Section 2.14 of the Credit
         Agreement is hereby amended by inserting the following new paragraph
         at the end thereof:

                      "(l) If on any date, after giving effect to all Revolving
                  Loans, Letters of Credit and Swingline Loans and all
                  repayments and prepayments to occur on such date, and based on
                  the Exchange Rate then in effect for each Letter of Credit
                  denominated in a Designated Foreign Currency, the
                  Administrative Agent determines that the Aggregate Revolving
                  Credit Exposure hereunder shall have exceeded for more than
                  three consecutive Business Days an amount equal to 100% of the
                  total Revolving Credit Commitments of the Lenders hereunder,
                  the Administrative Agent shall notify the Borrower of such
                  occurrence and the Borrower shall on the next succeeding
                  Business Day prepay Revolving Loans or Swingline Loans in an
                  aggregate amount sufficient to eliminate such excess."
<Page>

                                                                               3


              (c) AMENDMENTS TO SECTION 2.23. Section 2.23 of the Credit
              Agreement is hereby amended as follows:

                      (i) The words "or, in the case of a Special Letter of
                  Credit, for the account of the applicable joint venture or
                  Affiliate" are inserted after the words "for its own account"
                  in Section 2.23(a).

                      (ii) The following sentence is inserted after the second
                  sentence of Section 2.23(a):

                           "Each Letter of Credit will be denominated in dollars
                           or in a Designated Foreign Currency."

                      (iii) The phrase "(excluding the Non-Borrower Percentage
                  of any Special Letter of Credit)" is inserted after the phrase
                  "Letters of Credit" in each of subclause (A) and subclause (B)
                  of clause (ii) of the third sentence of Section 2.23(a).

                      (iv) The following new sentence is inserted at the end of
                  Section 2.23(a):

                           "Notwithstanding any other provision of this Section,
                           (i) any Special Letter of Credit requested by the
                           Borrower shall be issued at the good faith, sole
                           discretion of the Issuing Bank requested to issue the
                           same and only after the Borrower and the other
                           persons to be responsible for the reimbursement of
                           L/C Disbursements thereunder shall have delivered to
                           such Issuing Bank documentation satisfactory to it
                           (which may include reimbursement undertakings,
                           guarantees, back-to-back letters of credit or
                           security agreements) providing for and, if
                           applicable, securing, such reimbursement obligations,
                           (ii) the Revolving Credit Lenders shall participate
                           only in the Borrower Percentage of any Special Letter
                           of Credit, and the Non-Borrower Percentage of any
                           Special Letter of Credit and all reimbursement
                           obligations in respect of drawings thereunder shall
                           be solely for the account and risk of such Issuing
                           Bank, and (iii) the Borrower shall have no
                           reimbursement obligations in respect of drawings to
                           the extent they relate to the Non-Borrower Percentage
                           of any Special Letters of Credit."

                      (v) The words "and currency" are inserted after the words
                  "the amount" wherever such words appear in Section 2.23(b).
                  The words "and, in the case of a Special Letter of Credit, the
                  Borrower Percentage thereof" are inserted after the words
                  "issued by it" in the second sentence of Section 2.23(b). The
                  following new sentence is inserted at the end of Section
                  2.23(b):

                  "The Dollar Equivalent of each Letter of Credit denominated in
                  a Designated Foreign Currency shall be determined or
                  redetermined, as applicable, on the date of issuance, increase
                  or extension of such Letter of Credit and on the last day of
                  each month thereafter, and each Issuing Bank shall promptly
                  notify the Administrative Agent of the determination thereof."

                      (vi) The proviso in Section 2.23(c) is amended to read
                  as follows:

                  "PROVIDED that the portion of the L/C Exposure attributable to
                  Non-Financial Letters of Credit expiring in more than three
                  years shall at no time exceed $250,000,000".
<Page>

                                                                               4

                      (vii) The following parenthetical is inserted at the end
                  of the second sentence of Section 2.23(d):

                           "(converted, in the case of any L/C Disbursement made
                           in a Designated Foreign Currency, to dollars as
                           provided in paragraph (e) below)".

                      (viii) The words "(in the case of a Letter of Credit
                  denominated in a Designated Foreign Currency, an amount in
                  dollars (or, if acceptable to the Borrower and such Issuing
                  Bank, in such foreign currency) equal to such L/C Disbursement
                  based on the applicable Exchange Rate on the date of payment)"
                  are inserted after the words "equal to such L/C Disbursement"
                  in Section 2.23(e).

                      (ix) The following new sentence is inserted at the end of
                  Section 2.23(e):

                  "If the Borrower shall fail to reimburse any L/C Disbursement
                  in respect of a Letter of Credit denominated in a Designated
                  Foreign Currency by the time specified in the preceding
                  sentence, the Borrower's obligation under this paragraph in
                  respect of such L/C Disbursement shall at that time be
                  automatically converted into an obligation denominated in
                  dollars at the Exchange Rate in effect on the date of such
                  conversion. The Borrower agrees to indemnify each Issuing Bank
                  against any loss or expense determined by such Issuing Bank in
                  good faith to have resulted from any conversion pursuant to
                  the preceding sentence by reason of the inability of such
                  Issuing Bank to convert the dollar amount received from the
                  Borrower (or from the Revolving Credit Lenders pursuant to
                  Section 2.03(f) into an amount in the currency of such Letter
                  of Credit equal to the amount of such L/C Disbursement)."

                      (x) The following parenthetical is inserted at the end of
                  the first sentence of Section 2.23(h):

                           "(or, in the case of an L/C Disbursement under a
                           Letter of Credit denominated in a Designated Foreign
                           Currency, for each day prior to the conversion of the
                           Borrower's obligation in respect of such L/C
                           Disbursement into dollars as provided in paragraph
                           (e) above, at the rate determined by the Issuing Bank
                           in good faith to represent such Issuing Bank's cost
                           of overnight or short-term funds in the applicable
                           currency plus the ABR spread that would be used at
                           the time to determine interest on Revolving Loans)".

                      (xi) The following new paragraph is inserted at the end
                  of Section 2.23:

                               "(l) Any Letter of Credit denominated in a
                           Designated Foreign Currency may, at the election of
                           the applicable Issuing Bank, be issued by any non-US
                           branch, office, Affiliate or correspondent bank of
                           such Issuing Bank, and the times and places for
                           payments in respect of any such Letter of Credit may
                           be appropriately adjusted in good faith by the
                           Issuing Bank, by notice to the Borrower, to conform
                           to local customs and the practices of such branch or
                           Affiliate; PROVIDED, however, that the applicable
                           Issuing Bank will use reasonable efforts (which shall
                           not require such Issuing Bank to incur an
                           unreimbursed loss or expense or otherwise take any
                           action materially inconsistent with its internal
                           policies or legal or regulatory restrictions or
                           suffer any disadvantage or burden deemed by it to be
                           significant) as will best minimize or avoid the
                           incurrence of any loss or expense to under Sections
                           2.15, 2.16 and 2.21."
<Page>

                                                                               5

              (d) AMENDMENTS TO ARTICLE V. (i ) Article V of the Credit
         Agreement is hereby amended by inserting the phrase "(excluding the
         Non-Borrower Percentage of any Special Letter of Credit)" after the
         words (A) "Letters of Credit" and (B) "Issuing Banks and all amounts"
         in each place where such words appear in the introduction to such
         Article.

                      (ii) Section 5.03(b) of the Credit Agreement is hereby
                  amended by inserting the following proviso at the end of such
                  Section:

                  "PROVIDED that the Borrower shall have until October 27, 2000
                  to deliver the financial information and certification
                  required pursuant to this Section 5.03(b) with respect to the
                  Borrower's fiscal quarter ending September 1, 2000".

              (e) AMENDMENTS TO ARTICLE VI. Article VI of the Credit Agreement
         is hereby amended by inserting the phrase "(excluding the Non-Borrower
         Percentage of any Special Letter of Credit)" after the words (A)
         "Letters of Credit" and (B) "Issuing Banks and all amounts" in each
         place where such words appear in the introduction to such Article.

              (f) AMENDMENTS TO ARTICLE VII. Article VII of the Credit
         Agreement is hereby amended as follows:

                      (i) The phrase "(excluding the Non-Borrower Percentage of
                  any Special Letter of Credit)" is inserted after the words
                  "Letters of Credit" in clause (a) of such Article VII.

                      (ii) The phrase "(other than L/C Disbursements to the
                  extent that they relate to the Non-Borrower Percentage of any
                  Special Letter of Credit)" is inserted after the words "L/C
                  Disbursement" in each of clauses (b) and (c) of such Article
                  VII.

              (g) It is agreed that Borrowings under the Credit Agreement will
         continue to be available only in dollars.

                  SECTION 2. REPRESENTATIONS AND WARRANTIES. To induce the other
parties hereto to enter into this Amendment, the Borrower represents and
warrants to each of the Lenders, the Administrative Agent and the Collateral
Agent that, as of the Amendment Effective Date:

              (a) The representations and warranties set forth in Article III of
         the Credit Agreement are true and correct in all material respects on
         and as of the Amendment Effective Date with the same effect as though
         made on and as of the Amendment Effective Date, except to the extent
         such representations and warranties expressly relate to an earlier
         date.

              (b) After giving effect to the agreements and waivers herein, no
         Default or Event of Default has occurred and is continuing.

                  SECTION 3. EFFECTIVENESS. This Amendment shall become
effective on the date (the "AMENDMENT EFFECTIVE DATE") that the Administrative
Agent shall have received counterparts of this Amendment that, when taken
together, bear the signatures of the Borrower and the Required Lenders.
<Page>

                                                                               6


                  SECTION 4. EFFECT OF AMENDMENT. Except as expressly set forth
herein, this Amendment shall not by implication or otherwise limit, impair,
constitute a waiver of or otherwise affect the rights and remedies of the
Lenders, the Administrative Agent or the Collateral Agent under the Credit
Agreement or any other Loan Document, and shall not alter, modify, amend or in
any way affect any of the terms, conditions, obligations, covenants or
agreements contained in the Credit Agreement or any other provision of the
Credit Agreement or any other Loan Document, all of which are ratified and
affirmed in all respects and shall continue in full force and effect. Nothing
herein shall be deemed to entitle the Borrower to a consent to, or a waiver,
amendment, modification or other change of, any of the terms, conditions,
obligations, covenants or agreements contained in the Credit Agreement or any
other Loan Document in similar or different circumstances. This Amendment shall
apply and be effective only with respect to the provisions of the Credit
Agreement specifically referred to herein.

                  SECTION 5. 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 and delivered shall be deemed an original, but
all such counterparts together shall constitute but one and the same instrument.
Delivery of any executed counterpart of a signature page of this Amendment by
facsimile transmission shall be as effective as delivery of a manually executed
counterpart hereof.


                  SECTION 6. APPLICABLE LAW. THIS AMENDMENT SHALL BE GOVERNED
BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
<Page>

                                                                               7


                  SECTION 7. HEADINGS. The headings of this Amendment are for
purposes of reference only and shall not limit or otherwise affect the meaning
hereof.


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





                           WASHINGTON GROUP INTERNATIONAL, INC.,

                           by
                                  /s/ Frank S. Finlayson
                           -------------------------------------
                           Name:
                           Title:


                           CREDIT SUISSE FIRST BOSTON,
                           individually and as Administrative Agent,
                           Collateral Agent and Issuing Bank,

                           by
                                  /s/ Robert Heto
                           -------------------------------------
                           Name:      Robert Heto
                           Title:     Vice President

                           by
                                  /s/ Karl M. Studer
                           -------------------------------------
                           Name:      Karl M. Studer
                           Title:     Director



                           Acknowledged and Agreed:

                           EACH OF THE GUARANTORS
                           LISTED ON SCHEDULE  1.01
                           TO THE CREDIT AGREEMENT,
                           by
                                  /s/ Frank S. Finlayson
                           -------------------------------------
                           Name:      Frank S. Finlayson
                           Title:     Authorized Officer
<Page>

                           Bank Hapoalim B. M.

                           by
                                  /s/ Marc Bosc    /s/ Conrad Wagner
                           ------------------------------------------------
                           Name:      Marc Bosc        Conrad Wagner
                           Title:     Vice President   First Vice President



                           Bank of America, N.A.

                           by
                                  /s/ Charles F. Lilygren
                           -------------------------------------
                           Name:      Charles F. Lilygren
                           Title:     Managing Director



                           BANK ONE, NA.

                           by
                                  /s/ Stephanie A. Mack
                           -------------------------------------
                           Name:      Stephanie Mack
                           Title:     Commercial Banking Officer



                           First Security Bank, N.A.

                           by
                                  /s/ Vicki V. Riga
                           -------------------------------------
                           Name:      Vicki V. Riga
                           Title:     Vice President



                           Fleet National Bank

                           by
                                  /s/ Michael J. Blake
                           -------------------------------------
                           Name:      Michael J. Blake
                           Title:     Managing Director



                           The Sumitomo Bank Limited

                           by
                                  /s/ Bob Granfelt
                           -------------------------------------
                           Name:      Bob Granfelt
                           Title:     Vice President & Manager
<Page>

                           U.S. BANK NATIONAL ASSOCIATION

                           by
                                  /s/ James W. Henken
                           -------------------------------------
                           Name:      James W. Henken
                           Title:     Vice President



                           ABA BANKING CORPORATION
                           FOR NEW YORK BRANCH

                           by
                                  /s/ Richard Whelan
                           --------------------------------------------
                           Name:      Richard Whelan
                           Title:     Chief Representative
                                      Los Angeles Representative Office



                           Bank of Montreal

                           by
                                  /s/  Cahal B. Carmody
                           -------------------------------------
                           Name:       Cahal B. Carmody
                           Title:      Director
<Page>

                           ARCHIMEDES FUNDING II, LTD.

                           BY:    ING Capital Advisors LLC,
                                  as Collateral Manager


                                  /s/  Helen Y. Rhee
                           ----------------------------------------------
                           Name:       Helen Y. Rhee
                           Title:      Vice President & Portfolio Manager


                           ARCHIMEDES FUNDING IV, LTD.

                           BY:    ING Capital Advisors LLC,
                                  as Collateral Manager


                                  /s/  Helen Y. Rhee
                           ----------------------------------------------
                           Name:       Helen Y. Rhee
                           Title:      Vice President & Portfolio Manager


                           NEMEAN CLO, LTD.

                           BY:    ING Capital Advisors LLC,
                                  as Collateral Manager


                                  /s/ Helen Y. Rhee
                           ---------------------------------------------
                           Name:      Helen Y. Rhee
                           Title:     Vice President & Portfolio Manager



                           SEQUILS-ING I (HBDGM), LTD.

                           BY:        ING Capital Advisors LLC,
                                      as Collateral Manager


                                  /s/ Helen Y. Rhee
                           ---------------------------------------------
                           Name:      Helen Y. Rhee
                           Title:     Vice President & Portfolio Manager


                           SWISS LIFE US RAINBOW LIMITED

                           BY:        ING Capital Advisors LLC,
                                      as Collateral Manager


                                  /s/ Helen Y. Rhee
                           ---------------------------------------------
                           Name:      Helen Y. Rhee
                           Title:     Vice President & Portfolio Manager

<Page>

                           Franklin Floating Rate Trust

                           by
                                  /s/ Chauncey Lufkin
                           -------------------------------------
                           Name:      Chauncey Lufkin
                           Title:     Vice President



                           MORGAN STANLEY DEAN WITTER
                           PRIME INCOME TRUST

                           by
                                  /s/ Sheila Finnerty
                           -------------------------------------
                           Name:      Sheila Finnerty
                           Title:     Senior Vice President



                           PILGRIM AMERICA HIGH INCOME
                            INVESTMENTS LTD.
                           By:    Pilgrim Investments, Inc.
                                  as its investment manager

                           by
                                  /s/ Charles E. Lemieux, CFA
                           -------------------------------------
                           Name:      Charles E. LeMieux, CFA
                           Title:     Vice President



                           PILGRIM CLO 1999-1 LTD.
                           By:  Pilgrim Investments, Inc.
                                  as its investment manager

                           by
                                  /s/ Charles E. Lemieux, CFA
                           -------------------------------------
                           Name:      Charles E. LeMieux, CFA
                           Title:     Vice President



                           SEQUILS PILGRIM 1, LTD.
                            By:  Pilgrim Investments, Inc.
                                  as its investment manager

                           by
                                  /s/ Charles E. Lemieux, CFA
                           -------------------------------------
                           Name:      Charles E. LeMieux, CFA
                           Title:     Vice President
<Page>

                           PILGRIM PRIME RATE TRUST

                           By:  Pilgrim Investments, Inc.
                                  as its investment manager

                           by
                                  /s/ Charles E. Lemieux, CFA
                           -------------------------------------
                           Name:      Charles E. LeMieux, CFA
                           Title:     Vice President



                           MLCLOXII PILGRIM AMERICA
                           (CAYMAN) LTD.

                           By:  Pilgrim Investments, Inc.
                                  as its investment manager

                           by
                                  /s/ Charles E. Lemieux, CFA
                           -------------------------------------
                           Name:      Charles E. LeMieux, CFA
                           Title:     Vice President



                           MLCLOXV PILGRIM AMERICA
                           (CAYMAN) LTD.

                           By:  Pilgrim Investments, Inc.
                                  as its investment manager

                           by
                                  /s/ Charles E. Lemieux, CFA
                           -------------------------------------
                           Name:      Charles E. LeMieux, CFA
                           Title:     Vice President



                           MLCLOXX PILGRIM AMERICA
                           (CAYMAN) LTD.

                           By:  Pilgrim Investments, Inc.
                                  as its investment manager

                           by
                                  /s/ Charles E. Lemieux, CFA
                           -------------------------------------
                           Name:      Charles E. LeMieux, CFA
                           Title:     Vice President
<Page>

                           Stanfield CLO Ltd.
                           By:  Stanfield Capital Partners LLC
                                  as its Collateral Manager

                           by
                                  /s/ Christopher A. Bondy
                           -------------------------------------
                           Name:      Christopher A. Bondy
                           Title:     Partner



                           Stanfield/RME Transaltlantic CDO Ltd.
                           By:  Stanfield Capital Partners LLC
                                  as its Collateral Manager

                           by
                                  /s/ Christopher A. Bondy
                           -------------------------------------
                           Name:      Christopher A. Bondy
                           Title:     Partner



                           SRF 2000 LLC

                           by
                                  /s/ Ann E. Morris
                           -------------------------------------
                           Name:      Ann E. Morris
                           Title:     Asst. Vice President



                           SRF TRADING, INC.

                           by
                                  /s/ Ann E. Morris
                           -------------------------------------
                           Name:      Ann E. Morris
                           Title:     Asst. Vice President



                           Liberty - Stein Roe Advisor Floating Rate
                           Advantage Fund by Stein Roe & Farnham
                           Incorporated, As Advisor

                           by
                                  /s/ Brian W. Good
                           -------------------------------------------------
                           Name:      Brian W. Good
                           Title:     Sr. Vice President & Portfolio Manager
<Page>

                           Stein Roe Floating Rate Limited Liability Company

                           by
                                  /s/ Brian W. Good
                           -------------------------------------------
                           Name:      Brian W. Good
                           Title:     Senior Vice President
                                  Stein Roe & Farnham Incorporated,
                                  As Advisor to the Stein Roe Floating
                                  Rate Limited Liability Company



                           Stein Roe & Farnham CLO I Ltd.,
                           by Stein Roe & Farnham Incorporated,
                           As Portfolio Manager

                           by
                                  /s/ Brian W. Good
                           -------------------------------------------------
                           Name:      Brian W. Good
                           Title:     Sr. Vice President & Portfolio Manager



                           VAN KAMPEN CLO I, LIMITED
                           BY:  VAN KAMPEN
                           MANAGEMENT INC.,
                           as Collateral Manager

                           by
                                  /s/ Darvin D. Pierce
                           -------------------------------------
                           Name:      Darvin D. Pierce
                           Title:     Vice President



                           VAN KAMPEN CLO II, LIMITED
                           BY:  VAN KAMPEN
                           MANAGEMENT INC.,
                           as Collateral Manager

                           by
                                  /s/ Darvin D. Pierce
                           -------------------------------------
                           Name:      Darvin D. Pierce
                           Title:     Vice President



                           VAN KAMPEN
                           SENIOR FLOATING RATE FUND
                           By:  Van Kampen Investment Advisory Corp.

                           by
                                  /s/ Darvin D. Pierce
                           -------------------------------------
                           Name:      Darvin D. Pierce
                           Title:     Vice President

<Page>

                           VAN KAMPEN
                           SENIOR INCOME TRUST
                           By:  Van Kampen Investment Advisory Corp.

                           by
                                  /s/ Darvin D. Pierce
                           -------------------------------------
                           Name:      Darvin D. Pierce
                           Title:     Vice President



                           Galaxy CLO 1999-1, Ltd., by:
                           SAI Investment Advisor, Inc., its collateral manager

                           by
                                  /s/ Julie Bothamley
                           -------------------------------------
                           Name:      Julie Bothamley
                           Title:     Authorized Agent



                           Columbus Loan Funding, Ltd.
                           By:   Travelers Asset Management
                                 International Company, LLC

                           by
                                  /s/ Teresa M. Torsey
                           -------------------------------------
                           Name:      Teresa M. Torsey
                           Title:     Second Vice President



                           WINGED FOOT FUNDING TRUST

                           by
                                  /s/ Ann E. Morris
                           -------------------------------------
                           Name:      Ann E. Morris
                           Title:     Authorized Agent