AMENDMENT NO. 1
                               to
                      AMENDED AND RESTATED
                   LOAN AND SECURITY AGREEMENT
                    dated as of April 1, 1999


     THIS  AMENDMENT NO. 1 entered into as of April 1, 1999 (this
"Amendment")   among  COLLINS  INDUSTRIES,   INC.,   a   Missouri
corporation  ("Collins"),  COLLINS  BUS  CORPORATION,  a   Kansas
corporation  (the  "Bus"),  WHEELED  COACH  INDUSTRIES,  INC.,  a
Florida  corporation ("WCI"), CAPACITY OF TEXAS,  INC.,  a  Texas
corporation  ("Capacity"),  MOBILE-TECH  CORPORATION,  a   Kansas
corporation  ("Mobile"), WORLD TRANS, INC., a Kansas  corporation
("World   Trans"),  BRUTZER  CORPORATION,  an  Ohio   corporation
("Brutzer")  and MID BUS, INC., an Ohio corporation  ("Mid  Bus",
and  together  with  Collins, Bus, Capacity, Mobile,  WCI,  World
Trans  and Brutzer, the "Borrowers" and each, a "Borrower"),  the
financial institutions party to the Loan Agreement from  time  to
time (the "Lenders"), and NATIONSBANK, N.A. (f/k/a NationsBank of
Georgia,  N.A.),  a national banking association ("NationsBank"),
as agent for the Lenders (the "Agent").

                      Preliminary Statement

     Certain  of  the  Borrowers  entered  into  an  Amended  and
Restated  Loan  and Security Agreement with NationsBank  and  the
Agent  dated  as  of  July 31, 1998 (the  "Loan  Agreement")  and
NationsBank   has  been  providing  loans  and  other   financial
accommodations  under the Loan Agreement since  that  date.   The
Borrowers have requested that NationsBank and the Agent amend the
Loan Agreement in certain respects to reflect certain changes  in
the Borrowers' financing needs and to provide for the issuance by
NationsBank of an IRB Letter of Credit to support the issuance of
the  Bonds  to finance the Project and NationsBank and the  Agent
have  agreed  to do so.  The parties now wish to set forth  those
agreements  in writing.  It is the intention of the parties  that
the  Loans  under  the Loan Agreement as amended  hereby  in  all
respects constitute a continuation of the outstanding Loans under
the  Loan  Agreement and not a refinancing thereof or a  novation
with respect thereto.

     The  Borrowers confirm that they remain a consolidated group
of  companies under Collins as the common parent.  The  Borrowers
acknowledge  and  agree that they are a part  of  an  integrated,
interdependent  group of companies that on a regular  basis  make
intercompany  loans  to  one another and  that  the  Lenders  are
relying  upon the joint and several obligations of the  Borrowers
in  providing the financing accommodations described  herein  and
would  not  have provided such accommodations without such  joint
and several undertakings of all of the Borrowers.

                     Statement of Agreement

     NOW, THEREFORE, in consideration of the Loan Agreement,  the
Loans  made by the Lenders and outstanding thereunder, the mutual
promises  hereinafter  set  forth and  other  good  and  valuable
consideration,  the receipt and sufficiency of which  are  hereby
acknowledged, the parties hereto hereby agree as follows:

     Section 1.     Cross References and Definitions.

     (a)   Reference  is  made to the Loan Agreement.   Upon  and
after  the effectiveness of this Amendment as provided in Section
5  hereof,  all  references to the Loan  Agreement  in  the  Loan
Agreement  or  in  any other Loan Document shall  mean  the  Loan
Agreement  as  amended by this Amendment.   Except  as  expressly
provided  in this Amendment, the execution and delivery  of  this
Amendment does not, and will not, amend, modify or supplement any
provision  of  or  constitute a consent to or  a  waiver  of  any
noncompliance  with  the provisions of the  Loan  Agreement  and,
except  as  specifically  provided in this  Amendment,  the  Loan
Agreement shall remain in full force and effect.

     (b)   Unless otherwise defined herein, terms defined in  the
Loan Agreement are used herein as therein defined.

     Section  2.      Amendment  to  Loan  Agreement  Provisions.
Effective in accordance with Section 5 hereof, the Loan Agreement
is hereby amended by

     (a)  amending Section 1.1 Definitions by

          (i)   amending the introductory language to read in its
          entirety as follows:

               SECTION 1.1 Definitions.  For the purposes of this
          Agreement,  unless  otherwise  defined  herein,   terms
          defined  in  the IRB Documents shall have the  meanings
          herein as therein ascribed to them and:

          (ii)   amending  the  following  definitions  in  their
          entireties to read as follows:

               "Applicable  Interest Margin" means  0.00%  as  to
          Prime  Rate Loans, except Acquisition Loans  which  are
          Prime  Rate  Loans,  and .50% as to  Acquisition  Loans
          which  are Prime Rate Loans, and 1.75% as to Eurodollar
          Rate   Loans,  except  Acquisition  Loans   which   are
          Eurodollar  Rate  Loans, and 2.25%  as  to  Acquisition
          Loans which are Eurodollar Rate Loans.

               "Borrower"  means each of Collins, Bus,  Mid  Bus,
          WCI, Capacity, Mobile, Brutzer and World Trans.

               "Chassis Sublimit" means the sum of $12,000,000.

               "Raw   Materials  Sublimit"  means  the   sum   of
          $7,000,000.

               "Term  Loan" means either a Term Loan A or a  Term
          Loan  B  or  a Term Loan C or an Acquisition Loan,  and
          refers  to  both Eurodollar Rate Term Loans  and  Prime
          Rate Term Loans and "Term Loans" means all such Loans.

               "Term  Loan  Commitments" means the  Term  Loan  B
          Commitments  and  the Term Loan C Commitments  and  the
          Acquisition Loan Commitments.

               "Term Loan Termination Date" means the earlier  of
          the Termination Date or May 31, 2002.

               "Term  Note" means any of the Term Notes A or  the
          Term  Notes  B  or the Term Notes C or the  Acquisition
          Loan  Notes  and "Term Notes means more than  one  such
          Note.

               "Termination  Date"  means  May  31,  2002,   such
          earlier date as all Secured Obligations shall have been
          irrevocably  paid  in  full and  the  Revolving  Credit
          Facility shall have been terminated, or such later date
          as  to  which the same may be extended pursuant to  the
          provisions of Section 2.5.

          (iii)      amending  the definition of "Collateral"  by
          inserting  immediately before the words  "all  of  each
          Borrower's"  appearing in the first  line  thereof  the
          phrase "all IRB Collateral and";

          (iv)     amending    the    definition    "Consolidated
          Subsidiaries"   by   inserting  "Mid   Bus,   Brutzer,"
          immediately following the term "Bus" appearing  in  the
          first line thereof.

          (v)   amending  the  definition "IRB Letter  of  Credit
          Obligations" by inserting immediately before the period
          at  the end thereof the following ", plus (c) all other
          obligations arising under the IRB Documents".

          (vi)  amending  the  definition  "Loan  Documents"   by
          inserting  ", IRB Documents" immediately following  the
          term "Security Documents" appearing therein.

          (vii)      amending the definition "Restricted Payment"
          by   inserting  immediately  after  the  words   "Money
          Borrowed"   appearing  in  clause   (b)   thereof   the
          parenthetical   phrase   "(other   than   the   Secured
          Obligations)."

          (viii)     amending  the definition  "Revolving  Credit
          Facility"   by   deleting  the   amount   "$17,000,000"
          appearing therein and substituting therefor the  amount
          "$22,000,000";

          (ix)   amending   the   definition  "Revolving   Credit
          Commitment" in its entirety to read as follows:

               "Revolving   Credit  Commitment"  means,   as   to
               NationsBank, initially $22,000,000 and, as to each
               lender   from   and   after   an   assignment   by
               NationsBank, the amount set forth for such  Lender
               in  the  Register maintained by the Agent pursuant
               to  Section  13.1(d), representing  such  Lender's
               aggregate  obligation, upon  and  subject  to  the
               terms  and conditions of this Agreement,  to  make
               Revolving Credit Loans to each of the Borrowers.

          (x)   adding thereto the following definitions  in  the
          appropriate alphabetical order:

               "Amendment No. 1" means the Amendment  No.  1,  to
          Amended and Restated Loan and Security Agreement  dated
          as of April 1, 1999.

               "Amendment No. 1 Effective Date" means the date on
          which  Amendment No. 1 shall have become  effective  in
          accordance with its terms.

               "Acquisition  Facility" means, at  any  time,  the
          principal amount of $5,000,000.

               "Acquisition  Loan"  means the  aggregate  of  the
          Acquisition   Loan  Advances  made  to  the   Borrowers
          pursuant to Section 3.1(d).

               "Acquisition Loan Advance" means any advance of an
          Acquisition  Loan  occurring after the  Effective  Date
          pursuant to the provisions of Section 3.1(d).

               "Acquisition Loan Advance Date" means the date  on
          which  a  Acquisition Loan Advance is made pursuant  to
          the provisions of Sections 3.1 and 3.2.

               "Acquisition Loan Commitment" means,  as  to  each
          Lender,  the  amount equal to such Lender's  Commitment
          Percentage  of  the  Acquisition Facility  representing
          such  Lender's aggregate obligations, upon and  subject
          to  the terms and conditions of this Agreement, to make
          Acquisition Loans to the Borrower.

               "Acquisition   Loan  Note"  means   any   of   the
          promissory  notes  made by the Borrowers,  jointly  and
          severally,  payable to the order of a Lender evidencing
          the  obligations of such Borrowers to pay the aggregate
          unpaid  amount  of the Acquisition Loan  made  by  such
          Lender  to  the Borrowers (and any promissory  note  or
          notes  that  may  be  issued  from  time  to  time   in
          substitution,   renewal,  extension,   replacement   or
          exchange  therefor  whether  payable  to  the  same  or
          different Lender, whether issued in connection  with  a
          Person  becoming a Lender after the Effective  Date  or
          otherwise),  substantially in the form of  Exhibit  B-3
          hereto,  with all blanks properly completed, either  as
          originally executed or as the same may be from time  to
          time   be  supplemented,  modified,  amended,  renewed,
          extended  or  refinanced, and "Acquisition Loan  Notes"
          means more than one such Acquisition Loan Note.

               "Brutzer"  means  Brutzer  Corporation,  an   Ohio
          corporation, a Wholly-Owned Subsidiary of Collins.

               "IRB   Collateral"  means  Collateral  Securities,
          Pledged  Bonds,  the  Trust Estate,  the  Sinking  Fund
          Collateral,  the Cash  Collateral Account and  any  and
          all  other  real  or  personal  property  at  any  time
          securing the IRB Letter of Credit Obligations.

               "IRB    Documents"   means,   collectively,    the
          Reimbursement Agreement between Collins and the  Lender
          dated as of April 1, 1999 and the Related Documents.

               "IRB    Transaction"   means    the    transaction
          contemplated by the IRB Documents.

               "Mid   Bus"   means  Mid  Bus,   Inc.,   an   Ohio
          corporation, a Wholly-Owned Subsidiary of Collins,  and
          its successors and assigns.

               "Mid Bus Acquisition" means the Acquisition of all
          of  the outstanding capital stock of Mid Bus by Collins
          consummated on November 1, 1998.

               "Target"  shall  have  the meaning  set  forth  in
          Section 3.2.

               "Term  Loan C" means each Loan made to a  Borrower
          pursuant to Section 3.1(c) of the Agreement, as well as
          all such Loans collectively, as the context requires.

               "Term Loan C Commitment" means, as to each Lender,
          the amount equal to such Lender's Commitment Percentage
          of  the Term Loan C Facility representing such Lender's
          aggregate obligation, upon and subject to the terms and
          conditions of this Agreement, to make Term Loans  C  to
          the Borrowers on the Amendment No. 1 Effective Date.

               "Term  Loan  C Facility" means a principal  amount
          equal to $1,631,500.

               "Term  Note  C" means any of the promissory  notes
          made  by  the Borrowers, jointly and severally, payable
          to  the order of a Lender evidencing the obligations of
          such  Borrowers to pay the aggregate unpaid  amount  of
          the  Term  Loan C made by such Lender to the  Borrowers
          (and  any  promissory note or notes that may be  issued
          from  time to time in substitution, renewal, extension,
          replacement or exchange therefor whether payable to the
          same  or different Lender, whether issued in connection
          with  a  Person  becoming a Lender after the  Effective
          Date  or  otherwise),  substantially  in  the  form  of
          Exhibit B-4 hereto, with all blanks properly completed,
          either  as  originally executed or as the same  may  be
          from  time to time be supplemented, modified,  amended,
          renewed,  extended or refinanced, and  "Term  Notes  C"
          means more than one such Term Note C.

     (b)  amending Article 3 in its entirety to read as follows:

          SECTION 3.1  Term Loan Facilities.

                (a)  Term Loan A.  Upon the terms and subject  to
          the   conditions   of,  and  in   reliance   upon   the
          representations and warranties made under, the Original
          Agreement,  NationsBank made a  Term  Loan  A  to  each
          Borrower on the Original Effective Date and such  Loans
          are to remain outstanding hereunder.

                (b)  Term Loan B.  Upon the terms and subject  to
          the   conditions   of,  and  in   reliance   upon   the
          representations   and  warranties  made   under,   this
          Agreement,  each  Lender  agrees  severally,  but   not
          jointly,  to  make a Term Loan B to the Borrowers  from
          time to time in incremental Term Loan B Advances of not
          less  than  $250,000  each and in  aggregate  principal
          amount of up to such Lender's Commitment Percentage  of
          the Term Loan B Facility.

                (c)  Term Loan C.  Upon the terms and subject  to
          the   conditions   of,  and  in   reliance   upon   the
          representations   and  warranties  made   under,   this
          Agreement,  each  Lender  agrees  severally,  but   not
          jointly, to make a Term Loan C to the Borrowers on  the
          Amendment No. 1 Effective Date in the aggregate  amount
          of such Lender's Commitment Percentage of the Term Loan
          C Facility.

               (d)  Acquisition Loan.  Upon the terms and subject
          to   the  conditions  of,  and  in  reliance  upon  the
          representations   and  warranties  made   under,   this
          Agreement,  each  Lender  agrees  severally,  but   not
          jointly,  to make an Acquisition Loan to the  Borrowers
          in  incremental Acquisition Loan Advances of  not  less
          than  $1,500,000 each and in aggregate principal amount
          of  up  to such Lender's Commitment Percentage  of  the
          Acquisition Facility.  Each Acquisition Loan shall be a
          Prime Rate Term Loan only and may not be borrowed as or
          converted to a Eurodollar Rate Term Loan.

          SECTION  3.2   Manner  of Borrowing  Term  Loans.   The
     Borrowers, through the Borrowers' Representative, shall give
     the  Agent at least two Business Days' prior written  notice
     of  the occurrence of the Amendment No. 1 Effective Date and
     at  least  five  (5) Business Days notice of  each  proposed
     borrowing of a Term Loan B Advance and at least thirty  (30)
     days notice of each proposed Acquisition Loan Advance.  Each
     notice requesting a Term Loan B Advance shall set forth  (i)
     the  aggregate principal amount of the advance, which  shall
     not  be  less than $250,000 and which when added to previous
     Term  Loan  B  Advances shall not exceed $2,000,000  in  the
     aggregate,  (ii) the Borrower or Borrowers on  whose  behalf
     the  advance is being requested and the amount requested  by
     each  and the date on which the requested advance is  to  be
     made,  (iii) the cost of the Equipment (exclusive  of  "soft
     costs") for which the proceeds are to be used to pay, (iv) a
     certification that the amount requested does not exceed  80%
     of such cost, and (v) the purchase invoices relating to such
     Equipment.   Each  notice requesting an Acquisition  Advance
     shall  set forth (i) the aggregate principal amount  of  the
     advance,  which shall not be less than $1,500,000 and  which
     when  added to previous Acquisition Loan Advances shall  not
     exceed  $5,000,000 in the aggregate, (ii)  the  Borrower  or
     Borrowers  on  whose behalf the advance is being  requested,
     (iii)  a  description of the Person or Business Unit  to  be
     acquired (the "Target") and a summary of the financial terms
     of  the  Acquisition, (iv) a statement  as  to  whether  the
     transaction  will  be a stock or asset  acquisition,  (v)  3
     years  of  historical financial information of  the  Target,
     including a balance sheet as of a recent date and a year  to
     date  statement of earnings, (vi) a detailed list of assets,
     real  and  personal,  of  the Target,  together  with  legal
     descriptions  of  any  real property and  (vii)  a  detailed
     schedule  of  Indebtedness of the Target.  Upon  receipt  of
     such  notice from the Borrowers' Representative,  the  Agent
     shall promptly notify each Lender thereof.  Each Lender will
     make  the amount equal to its Commitment Percentage  of  the
     aggregate  principal  amount of the  respective  Term  Loans
     available to the Agent, for the account of the Borrowers, at
     the  office  of  the  Agent, prior  to  12:00  noon  on  the
     borrowing date in funds immediately available to the  Agent.
     On  the  borrowing date, upon satisfaction of the applicable
     conditions set forth in Sections 5.1, 5.2 and 5.3. the Agent
     will  disburse  the  Term  Loans,  in  same  day  funds   in
     accordance with the terms of a disbursement letter from  the
     Borrowers' Representative to the Agent.

          SECTION 3.3  Repayment of Term Loans.

               (a)   Term Loan A. The remaining principal  amount
          of  each  Term Loan A is due and payable, and shall  be
          repaid   in   full  by  the  applicable  Borrower,   in
          consecutive   installments  on  successive  Installment
          Payment Dates as follows:  each installment coming  due
          on  an Installment Payment Date following the Effective
          Date shall be in an amount equal to the applicable Term
          Loan  A Installments, except that the final installment
          shall be payable on the Term Loan Termination Date  and
          shall  be  in the amount of the then-unpaid balance  of
          such Term Loan A to such Borrower.

               (b)  Term Loan B. On July 1, 1999 and on each July
          1 and December 31 of each year thereafter the aggregate
          amount of Term Loan B Advances outstanding as to  which
          no repayment schedule has been established shall be due
          and  payable,  and  shall be  repaid  in  full  by  the
          Borrowers,  in  consecutive installments on  successive
          Installment Payment Dates as follows:  each installment
          coming  due  on  the  first  Installment  Payment  Date
          following such date shall be in an amount determined by
          dividing  the  principal amount  of  all  Term  Loan  B
          Advances  subject to such determination by  60,  except
          that the final installment shall be payable on the Term
          Loan  Termination Date in the amount of the then-unpaid
          balance  of such Term Loan B Advances.  Any amounts  of
          the  Term  Loan  B  repaid from time  to  time  may  be
          reborrowed in accordance with the provisions of Section
          3.2(b).

               (c)   Term  Loan C.  The principal amount  of  the
          Term Loan C is due and payable, and shall be repaid  in
          full  by  the Borrower, in consecutive installments  of
          $27,192.00 each on successive Installment Payment Dates
          commencing  with  the June 1, 1999 Installment  Payment
          Date  and  continuing thereafter until  paid  in  full,
          provided that the final installment shall be payable on
          the  Term  Loan Termination Date and shall  be  in  the
          amount of the then unpaid principal balance of the Term
          Loan C.

               (d)   Acquisition Loan.  The principal  amount  of
          each  Acquisition Loan Advance shall be due and payable
          in   full   in   up  to  thirty-six  (36)   consecutive
          installments  on successive Installment  Payment  Dates
          commencing  with  the  first Installment  Payment  Date
          following the applicable Acquisition Loan Advance  Date
          and  continuing thereafter until paid in full with each
          installment  in the amount of the quotient obtained  by
          dividing  the principal amount of the Acquisition  Loan
          Advance by thirty-six (36), provided, however, that  in
          all  events the entire unpaid principal balance of each
          such  Acquisition Loan Advance shall be repaid in  full
          on the Term Loan Termination Date.

          SECTION 3.4  Prepayment of Term Loans.

               (a)     Voluntary   Prepayment.    Provided   that
          Availability  immediately prior  to  and  after  giving
          effect  to  any such voluntary prepayment is  not  less
          than  $500,000, the Borrowers shall have the  right  at
          any  time  and  from time to time, upon at  least  five
          days'   prior   written  notice   by   the   Borrowers'
          Representative to the Agent, to prepay, without premium
          or  penalty,  the Term Loans; provided,  however,  that
          Term Loans A and C may not be prepaid prior to maturity
          without  the  consent  of the Required  Lenders.   Each
          partial  prepayment  of  a Term  Loan  shall  be  in  a
          principal  amount  equal  to $50,000  or  any  integral
          multiple   thereof.   On  the  prepayment   date,   the
          Borrowers  shall  pay interest on the  amount  prepaid,
          accrued   to  the  prepayment  date.   Any  notice   of
          prepayment   given  by  the  Borrowers'  Representative
          hereunder  shall be irrevocable, and the amount  to  be
          prepaid  (including accrued interest) shall be due  and
          payable on the date designated in the notice.

               (b)  [Reserved].

               (c)   Prepayment  on Asset Disposition.   Provided
          Availability equals at least $500,000 immediately prior
          to  and after giving effect to such prepayment, any and
          all  amounts  received by a Borrower as  cash  proceeds
          (after  deducting related expenses and taxes) from  the
          sale (subject to such restrictions and consents as  may
          be  required in the Loan Documents) of any Real  Estate
          or  Equipment, to the extent such proceeds  exceed  (i)
          $100,000  in the case of any single parcel or  item  of
          Real  Estate  or  Equipment, or (ii)  $250,000  in  the
          aggregate for all Real Estate and Equipment as  to  any
          Borrower sold during any twelve-month period, shall  be
          paid  by  all  Borrowers  within  one  month  following
          receipt  thereof, to the Agent for application  to  the
          Term Loan B or, if required by the Required Lenders, to
          the Term Loans A and C.

               (d)   Term  Loans  A and C Prepayment  Prohibited.
          Without  the  prior  written consent  of  the  Required
          Lenders, the Borrowers shall not be entitled to  prepay
          any  part or all of Term Loans A or C prior to the Term
          Loan    Termination   Date.    In   the   event   that,
          notwithstanding such prohibition, the Borrowers  shall,
          for  any  reason and by any means, nevertheless  prepay
          Term  Loan  A  or C or cause Term Loan A  or  C  to  be
          prepaid  in  whole  or  in part, the  Revolving  Credit
          Facility  and  the  right of any  Borrower  to  request
          further   borrowings   under   this   Agreement   shall
          immediately terminate, and all outstanding principal of
          the  Revolving Credit Loans, together with accrued  but
          unpaid  interest therein and all fees and other amounts
          payable  in  respect thereof, shall become  immediately
          due and payable at the option of and upon demand by the
          Agent on behalf of the Lenders.

               (e)   Prepayment  on Termination.   The  Borrowers
          shall  be  obligated to prepay the Term Loans  in  full
          together with accrued and unpaid interest thereon  upon
          any  termination of this Agreement pursuant to  Section
          4.6  or otherwise or upon any acceleration of the  Term
          Loans pursuant to Article 12.

               (f)   Application of Prepayments.  Each prepayment
          under  this Section 3.4 shall first be applied  ratably
          to the scheduled principal installments of Term Loan  B
          in  the inverse order of their maturities until paid in
          full,  and  then  ratably  to the  scheduled  principal
          installments of each Term Loan A and C in  the  inverse
          order  of  their maturities until paid  in  full.   Any
          amounts prepaid under this Section 3.4 with respect  to
          Term Loans A and C may not be reborrowed.

          SECTION 3.5  Term Notes.  Each Term Loan A made by each
          Lender and the obligation of the applicable Borrower to
          repay such Loan shall continue to be evidenced by  this
          Agreement  and  by a Term Note A made by such  Borrower
          payable  to  the  order of such  Lender  dated  on  the
          Original Effective Date.  Each Term Loan B and  C  made
          by  each Lender and the obligation of the Borrowers  to
          repay  such  Loan shall be evidenced by this  Agreement
          and  by  a  Term  Note B or Term Note  C  made  by  the
          Borrowers, jointly and severally, payable to the  order
          of  such Lender.  Each Term Note B and C shall be dated
          the  Effective  Date or the Amendment No.  1  Effective
          Date,  as  applicable, and be duly and validly executed
          and  delivered by the Borrowers.  Each Acquisition Loan
          made  by each Lender and the obligation of the Borrower
          to repay such Loan shall be evidenced by this Agreement
          and  by  an Acquisition Loan Note made by the Borrower,
          jointly  and  severally, payable to the order  of  such
          Lender.  Each Acquisition Loan Note shall be dated  the
          date  of funding the Acquisition Loan and shall be duly
          and validly executed and delivered by the Borrower.

     (c)  amending subsections (a) and (b) of Section 4.2 to read
         in their entirety as follows:

          (a)   Amendment  Fee.  As additional consideration  for
     the   Lender   making   the  additional  credit   facilities
     contemplated  by Amendment No. 1 available to the  Borrowers
     and  agreeing  to the various amendments set forth  therein,
     the  Borrowers shall pay to the Agent for the benefit of the
     Lender an amendment fee in the amount of $50,000 payable  in
     two  installments as follows:  (i) the first installment  of
     $25,000  shall  be due and payable on or  before  and  as  a
     condition  to  the  Amendment Effective Date  and  (ii)  the
     second  installment of $25,000 shall be due and  payable  on
     the   earlier  of  November  1,  1999  and  the   date,   if
     applicable,  of  the  prepayment  in  full  of  the  Secured
     Obligations.

          (b)   Activation  Fee.  At time of the initial  request
     for a borrowing under the Acquisition Facility the Borrowers
     agree  to pay to the Agent, for the Ratable benefit  of  the
     Lenders, a one-time activation fee of $25,000.

     (d)   amending Section 4.10 by inserting the words  "twelfth
month  preceding  the" immediately before the words  "Termination
Date" appearing in the first sentence thereof.

     (e)   amending Section 4.21(d) by substituting the number  8
for the number 4 appearing therein.

     (f)  amending Article 5 Conditions Precedent by adding a new
Section 5.3 thereto to read as follows:

          SECTION   5.3    Acquisition  Loan.   As  a   condition
          precedent to the obligations of any Lender to make  any
          Acquisition   Loan  Advance,  each  Lender   shall   be
          satisfied  in  its  discretion with the  structure  and
          terms of the proposed Acquisition.  In addition, at the
          time  of  making  each  Acquisition  Loan  Advance  the
          Lenders  shall have received on or before the  date  of
          funding  such  advance each of the items set  forth  in
          Section 5.1 relating to the Acquisition and the  Target
          and  the  Acquisition transaction as the Lenders  shall
          require, each in form and substance satisfactory to the
          Agent,  its  special counsel and the  Lenders,  and  in
          addition  thereto  shall  have  received  each  of  the
          following  in  form and substance satisfactory  to  the
          Agent, its special counsel and the Lenders:

               (a)   Each Acquisition Loan Note duly executed  by
          the Borrower.

               (b)   Evidence  that on a historical  basis  after
          giving   effect   to   the   Acquisition   consolidated
          Indebtedness   for   Money   Borrowed   (exclusive   of
          Subordinated   Indebtedness)   of   Collins   and   its
          Consolidated  Subsidiaries (including the Target)  does
          not  exceed consolidated EBITDA minus unfunded  capital
          expenditures    of   Collins   and   its   Consolidated
          Subsidiaries  (including the Target) for the  12  month
          period most recently ended by more than 4.25 times.

               (c)   Evidence  that both before and after  giving
          effect to the proposed Acquisition no Default or  Event
          of Default shall exist.

               (d)   Evidence of the termination of all Liens and
          the  repayment of all Indebtedness other than Liens and
          Indebtedness permitted to exist hereunder.

               (e)    Copies  of  all  documents  and  agreements
          executed in connection with the Acquisition.

               (f)  Payment of all applicable fees and expenses.

               (g)   Executed Mortgages on Acquired  Real  Estate
          and related title insurance policies.

               (h)  Such financing statements as the Lenders
          shall require.

               (i)  Such legal opinions as the Lenders shall
          require.

     (g)   amending and restating Exhibit A to the Loan Agreement
in its entirety in the form of Annex A attached hereto and made a
part hereof;

     (h)   amending Section 11.1(a) by substituting  the  sum  of
$14,000,000  for  the sum of $15,000,000 appearing  in  clause(v)
thereof.

     (i)   amending Section 11.1(e) by deleting the same  in  its
entirety.

     (j)   by  amending Section 11.2 by redesignating subsections
(h)  and  (i)  as  subsections  (i) and  (j),  respectively,  and
inserting a new subsection (h) to read as follows:

          (h)   Indebtedness in the principal  amount  of  up  to
     $1,250,000  incurred  in connection  with  the  issuance  of
     industrial   revenue   bonds  to   finance   additions   and
     improvements to facilities owned or operated by Bus in South
     Hutchinson, Kansas.

     (k)   amending  Section  11.7 to read  in  its  entirety  as
follows:

               SECTION 11.7  Restricted Payments; Purchases, Etc.
          Declare  or  make any Restricted Payment or  Restricted
          Purchase, except, provided that both at the time of the
          declaration and at the time of the payment thereof, and
          after  giving effect thereto, no Default  or  Event  of
          Default  shall  or  would exist, Collins  may  (i)  pay
          dividends  on its common stock during any  Fiscal  Year
          and  (ii)  repurchase shares of its outstanding  common
          stock  for  an  aggregate  purchase  price  of  up   to
          $2,000,000 during any 12 consecutive month period.

     (l)   amending  Section 11.13 to read  in  its  entirety  as
follows:

               SECTION  11.13   Real Estate  Leases.   After  the
          Effective  Date,  enter into any  real  property  lease
          (other  than  an IRB Lease), including any  renewal  or
          modification  of  a lease relating to the  Real  Estate
          occupied by the Borrowers on the Effective Date, if the
          aggregate  annual rental under all such leases  of  the
          Borrowers  would  exceed $460,000,  without  the  prior
          written consent of the Agent, on behalf of the Lenders,
          which consent shall not be unreasonably withheld.

     (m)  amending Section 12.2 by adding a new subsection (xiii)
at the end thereof to read as follows:

          (xiii)    obtain at the expense of the Borrower such
     appraisals of Collateral as the Agent or the Lenders in
     their sole discretion shall require.

     (n)   amending  Section 15.2 by substituting the  amount  of
$6,500  for  the  amount of $5,000 appearing  in  subsection  (a)
thereof.

     (o)  adding new Exhibits B-3 and B-4 thereto in the forms of
Exhibits B-3 and B-4, respectively, attached hereto.

     (p)   amending  the  Schedules  to  the  Loan  Agreement  by
substituting   for  each  thereof  the  Schedules   bearing   the
corresponding title attached to this Amendment.

     Section  3.      Additional  Borrower;  Joinder.   By  their
execution  and delivery hereof, each of Mid Bus and  Brutzer  and
the  other Borrowers acknowledges and agrees that each of Mid Bus
and  Brutzer  has become, as of the Amendment Effective  Date,  a
Borrower under and as defined in the Loan Agreement, and each  of
Mid Bus and Brutzer hereby agrees to be bound in such capacity by
all  of  the  terms  and provisions thereof and,  to  the  extent
applicable, of the other Loan Documents to the same extent as  if
each were an original signatory thereof as a Borrower.

     Section  4.      Consent and Waiver.  The Lender hereby  (i)
consents, subject to the provisions of Section 5, to the Mid  Bus
Acquisition, and (ii) waives compliance and the effects  of  non-
compliance by the Borrowers with the provisions of Sections 11.3,
11.4  and  11.5  of the Loan Agreement, to the  extent  that  the
transactions contemplated by the Mid Bus Acquisition  would  have
violated or constituted a breach of such provisions.

     Section  5.      Conditions to Effectiveness  of  Amendment.
This  Amendment shall become effective (the "Amendment  Effective
Date")  upon  (a) payment by the Borrower to the  Agent  for  the
account  of the Lender of the first installment of the  amendment
fee in an amount equal to $25,000 and (b) receipt by the Agent of
the  following,  each in form and substance satisfactory  to  the
Agent:

          (i)   counterparts of this Amendment, duly executed and
          delivered by each Borrower;

          (ii)  an Amended and Restated Revolving Credit Note  in
          the  form  attached hereto as Annex A duly executed  by
          each Borrower;

          (iii)     a Term Note C in the form attached hereto  as
          Exhibit B-4 duly executed by each Borrower;

          (iv)  certified copies of the articles of incorporation
          and bylaws of Mid Bus and Brutzer, each as in effect on
          the  Amendment Effective Date, and with respect to  the
          other Borrowers and the Guarantors, a certificate of an
          appropriate officer of such Borrowers and Guarantors to
          the effect that none of such documents relating to such
          Borrowers and Guarantors have been amended or otherwise
          modified  since July 31, 1998, the date on  which  such
          documents were last delivered to Agent and Lender under
          the Loan Agreement;

          (v)  certificates of incumbency and specimen signatures
          with  respect to each of the officers of the  Borrowers
          and  the  Guarantors who is authorized to  execute  and
          deliver  the Loan Documents to which it is a party  and
          each other certificate, agreement or other document  to
          be  executed  by  the Borrowers and the  Guarantors  in
          connection with this Amendment;

          (vi) a certificate evidencing the good standing of each
          of  Mid  Bus  and  Brutzer in the jurisdiction  of  its
          incorporation and in each other jurisdiction  in  which
          it is required to be qualified as a foreign corporation
          to transact business as presently conducted;

          (vii)     a certificate of the President of Collins  or
          of  the Financial Officer that all representations  and
          warranties of Borrowers set forth in the Loan Documents
          are true and correct as of the Amendment Effective Date
          and  that no Default or Event of Default exists  (after
          giving  effect to this Amendment), and Agent and Lender
          shall  be  satisfied  as  to  the  truth  and  accuracy
          thereof;

          (viii)      Financing  Statements  duly  executed   and
          delivered by each of Mid Bus and Brutzer;

          (ix) a landlord's waiver and consent agreement, in form
          and  substance satisfactory to the Agent, duly executed
          on  behalf of each landlord of the Real Estate on which
          any Collateral owned by Mid Bus or Brutzer is located;

          (x)  a Trademark Assignment duly executed and delivered
          by each of Mid Bus and Brutzer;

          (xi)  amendments  or  modifications  to  each  of   the
          Mortgages existing on the Amendment Effective Date  and
          endorsements to related title insurance policies;

          (xii)      evidence  of  payment  or  arrangements  for
          payment of all Debt and the termination or arrangements
          for  termination of all Liens not permitted  under  the
          Loan Documents;

          (xiii)     a  signed opinion of Shook, Hardy  &  Bacon,
          counsel  for  the Borrowers, and of such local  counsel
          for  the  Borrowers as may be required, opining  as  to
          such   matters  in  connection  with  the  transactions
          contemplated  by  this Agreement as the  Agent  or  its
          special counsel may reasonably request;

          (xiv)      updated Schedules to the Loan  Agreement  as
          necessary to reflect accurately as of the Amendment No.
          1  Effective Date the facts purported to be  set  forth
          therein;

          (xv) a consent duly executed by each Guarantor; and

          (xvi)      such other documents and instruments as  the
          Agent may reasonably request.

     Section   6.       Representations  and  Warranties.    Each
Borrower   hereby   makes  the  following   representations   and
warranties to the Agent and the Lender, which representations and
warranties shall survive the delivery of this Amendment  and  the
making  of  additional Loans under the Loan Agreement as  amended
hereby:

     (a)   Authorization of Agreements.  Such  Borrower  has  the
right  and power, and has taken all necessary action to authorize
it, to execute, deliver and perform this Amendment and each other
agreement  contemplated  hereby  to  which  it  is  a  party   in
accordance with their respective terms.  This Amendment and  each
other  agreement contemplated hereby to which it is a party  have
been  duly executed and delivered by the duly authorized officers
of such Borrower and each is, or each when executed and delivered
in  accordance  with this Amendment will be, a legal,  valid  and
binding  obligation of such Borrower, enforceable  in  accordance
with its terms.

     (b)   Compliance  of Agreements with Laws.   The  execution,
delivery  and  performance  of  this  Amendment  and  each  other
agreement contemplated hereby to which such Borrower is  a  party
in accordance with their respective terms do not and will not, by
the passage of time, the giving of notice or otherwise,

          (i)   require any Governmental Approval or violate  any
          Applicable Law relating to such Borrower or any of  its
          Subsidiaries,

          (ii) conflict with, result in a breach of or constitute
          a   default  under  the  articles  or  certificate   of
          incorporation or by-laws or any shareholders' agreement
          of  such  Borrower  or  any of  its  Subsidiaries,  any
          material  provisions  of  any indenture,  agreement  or
          other  instrument to which such Borrower,  any  of  its
          Subsidiaries  or  any  of  such  Borrower's   or   such
          Subsidiaries' property may be bound or any Governmental
          Approval  relating  to  such Borrower  or  any  of  its
          Subsidiaries, or

          (iii)       result  in  or  require  the  creation   or
          imposition  of  any Lien upon or with  respect  to  any
          property  now  owned  or  hereafter  acquired  by  such
          Borrower other than the Security Interest.

     Section  7.      Expenses.  The Borrowers agree  to  pay  or
reimburse  on  demand all costs and expenses, including,  without
limitation,   reasonable  fees  and  disbursements  of   counsel,
incurred  by  the  Agent  or the Lender in  connection  with  the
negotiation,   preparation,  execution  and  delivery   of   this
Amendment.

     Section  8.      Governing  Law.  This  Amendment  shall  be
construed  in accordance with, and governed by, the laws  of  the
State of Georgia.

     Section 9.     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 shall be binding upon all  parties
and  their  respective successors and assigns and  all  of  which
taken  together  shall  constitute one and  the  same  agreement.
Delivery  of  an executed signature page of any party  hereto  by
facsimile  transmission  shall be  effective  as  delivery  of  a
manually executed counterpart thereof.

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

                                 BORROWERS:

                                 COLLINS INDUSTRIES, INC.


                                 By: /s/ Larry Sayre
                                   Larry Sayre
                                   Chief Financial Officer


                                 COLLINS BUS CORPORATION


                                 By: /s/ Larry Sayre
                                   Larry Sayre
                                   Chief Financial Officer


                                 WHEELED COACH INDUSTRIES, INC.


                                 By: /s/ Larry Sayre
                                   Larry Sayre
                                   Chief Financial Officer


                                 CAPACITY OF TEXAS, INC.


                                 By: /s/ Larry Sayre
                                   Larry Sayre
                                   Chief Financial Officer


                                 MOBILE-TECH CORPORATION


                                 By: /s/ Larry Sayre
                                   Larry Sayre
                                   Chief Financial Officer


                                 WORLD TRANS, INC.


                                 By: /s/ Larry Sayre
                                   Larry Sayre
                                   Chief Financial Officer


                                 BRUTZER CORPORATION


                                 By: /s/ Larry Sayre
                                   Larry Sayre
                                   Chief Financial Officer


                                 MID BUS, INC.


                                 By: /s/ Larry Sayre
                                   Larry Sayre
                                   Chief Financial Officer


                                 AGENT:

                                 NATIONSBANK, N.A.


                                 By:  /s/ Gaye Stathis
                                   Name:  Gaye Stathis
                                   Title: Vice President


                                 LENDER:

                                 NATIONSBANK, N.A.


                                 By:  /s/ Gaye Stathis
                                   Name:  Gaye Stathis
                                   Title: Vice President