<PAGE>

                                                                   EXHIBIT 10.48

                               AMENDMENT NO. 1 TO
                           REVOLVING CREDIT AGREEMENT


            THIS AMENDMENT NO. 1 TO REVOLVING CREDIT AGREEMENT, dated as of
December 29, 2002 (this "Amendment"), among SYLVAN INC., a Nevada corporation
(the "Company"), SYLVAN FOODS (NETHERLANDS) BV ("SFNBV"), a Dutch corporation,
THE BANKS LISTED ON THE SIGNATURE PAGE HEREOF (individually, a "Bank" and
collectively the "Banks") and CITIZENS BANK OF PENNSYLVANIA ("Citizens"), as
agent (in such capacity, the "Agent") for the Banks and for the Issuing Bank
under the Original Agreement, as defined below (the "Issuing Bank").


                              BACKGROUND PROVISIONS


            1. The Company, SFNBV, ABN AMRO BANK N.V.,  as a Bank, and
MELLON BANK, N.A. ("Mellon"), as a Bank, as Issuing Bank and as Agent, entered
into that certain Revolving Credit Agreement, dated as of August 6, 1998 (as
heretofore amended, modified or supplemented, the "Original Agreement").

            2. Citizens is the successor to Mellon in its capacity as a Bank,
as Issuing Bank and as Agent under the Original Agreement.

            3. The Company, SFNBV, the Banks, the Issuing Bank and the Agent
wish to amend the Original Agreement in certain respects.

            NOW, THEREFORE, in consideration of the premises, and of the mutual
covenants herein contained, and intending to be legally bound hereby, the
parties hereto agree as follows.

                                    ARTICLE I

                                   AMENDMENTS

            1.01. CONSOLIDATED NET WORTH.  Section 6.01(b) of the Original
Agreement is hereby amended to read in its entirety as follows;

                  (b) CONSOLIDATED NET WORTH. (i) On the Closing Date and as of
      the end of each fiscal quarter of the Company ending after the Closing
      Date to and including the fiscal quarter ended September 29, 2002,
      Consolidated Net Worth shall not be less than $42,000,000, plus an amount
      equal to 65% of the aggregate Consolidated Net Income for each fiscal
      quarter of the Company during the period commencing on the Closing Date
      and ending on the date of such determination; and

                  (ii) As of December 29, 2002 and as of the end of each fiscal
      quarter of the Company ending thereafter, Consolidated Net Worth shall not
      be less than $49,500,000, plus an amount equal to 65% of the aggregate
      Consolidated Net Income for each fiscal quarter of the Company during the
      period commencing on December 30, 2002 and ending on the date of such
      determination.

            1.02 ANNEX B PRICING GRID. Effective as of March 1, 2003, Annex B to
the Original Agreement is hereby amended by deleting in its entirety the Pricing
Grid set forth at the beginning thereof and substituting therefor the following
Pricing Grid:

                                       55

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                                  PRICING GRID

<TABLE>
<CAPTION>
      APPLICABLE TIER           APPLICABLE MARGIN         COMMITMENT FEE RATE
--------------------------------------------------------------------------------
<S>                             <C>                       <C>
          Tier I                      1.40%                      0.25%
--------------------------------------------------------------------------------
          Tier II                     1.275%                    0.225%
--------------------------------------------------------------------------------
         Tier III                     1.15%                      0.20%
--------------------------------------------------------------------------------
          Tier IV                     0.90%                     0.175%
--------------------------------------------------------------------------------
          Tier V                      0.775%                     0.15%
--------------------------------------------------------------------------------
          Tier VI                     0.65%                     0.125%
--------------------------------------------------------------------------------
</TABLE>

Notwithstanding anything to the contrary in this Amendment or the Original
Agreement, (a) the Applicable Tier shall be deemed to be Tier II of the Pricing
Grid set forth on Annex B to the Original Agreement (as constituted without
regard to this Amendment) for each day during the period commencing December 30,
2002 and ending February 28, 2003 and (b) the initial Applicable Tier for the
period commencing March 1, 2003 shall be Tier II of the Pricing Grid set forth
in this Section 1.02 of this Amendment.

            1.03 LETTER OF CREDIT APPLICATIONS AND ISSUING BANK. Annex A to the
Original Agreement is hereby amended by amending and restating in their entirety
the definitions of the terms "Applications," "Cash Management Documentation" and
"Issuing Bank" appearing therein to read as follows:

                  "Applications" shall mean the applications and letter of
      credit agreement customarily used by the Issuing Bank to document the
      issuance and reimbursement obligations relating to letters of credit.

                  * * *

                  "Cash Management Documentation" shall mean the cash management
      agreements, including any cash sweep, line of credit and automated
      borrowing service agreements and promissory note, customarily used by
      Citizens Bank of Pennsylvania.

                  * * *

                  "Issuing Bank" shall mean Citizens Bank of Pennsylvania in its
      capacity as issuer of a Letter of Credit hereunder.

            1.04 WAIVER. The Banks and the Agent hereby irrevocably waive the
right to assert, or to take any enforcement or remedial action under the
Original Agreement with respect to, any Event of Default or Potential Default
based on (a) failure by the Company to comply with the requirements of Section
6.01(b) of the Original Agreement during the period from December 29, 2002 to
the date on which this Amendment shall have been executed and delivered by each
party hereto and (b) failure by the Company to timely deliver the Compliance
Certificate as required by Section 5.01(c) of the Original Agreement during the
period from February 12, 2003 to the date on which this Amendment shall have
been executed and delivered by each party hereto.

                                       56

<PAGE>

                                   ARTICLE II

                         REPRESENTATIONS AND WARRANTIES

            2.01. AUTHORITY AND AUTHORIZATION.  Each of the Borrowers has the
corporate power and authority to execute and deliver this Amendment and to
perform its obligations hereunder.  All such action has been duly and validly
authorized by all necessary corporate proceedings by each of the Borrowers.

            2.02. EXECUTION AND BINDING EFFECT. This Amendment has been duly and
validly executed and delivered by each of the Borrowers and constitutes the
legal, valid and binding obligations of each of the Borrowers enforceable in
accordance with its terms, except as the enforceability hereof may be limited by
bankruptcy, insolvency or other similar laws of general application affecting
the enforcement of creditors' rights or by general principles of equity limiting
the availability of equitable remedies.

            2.03. AUTHORIZATIONS AND FILINGS. No authorization, consent,
approval, license, exemption or other action by, and no registration,
qualification, designation, declaration or filing with, any Official Body is or
will be necessary or advisable in connection with the execution and delivery of
this Amendment, consummation of the transactions herein contemplated or
performance of or compliance with the terms and conditions hereof.

            2.04. ABSENCE OF CONFLICTS. Neither the execution and delivery of
this Amendment nor consummation of the transactions herein contemplated nor
performance of or compliance with the terms and conditions hereof will (a)
violate any Law where such violation could reasonably be expected to have a
Material Adverse Effect, (b) conflict with or result in a breach of or a default
under the articles of incorporation or bylaws of either Borrower or any
agreement or instrument to which either Borrower may be subject or bound or (c)
result in the creation or imposition of any Lien upon any property (now owned or
hereafter acquired) of any Borrower Party.

            2.05. NO EVENT OF DEFAULT; COMPLIANCE WITH INSTRUMENTS. No event has
occurred and is continuing and no condition exists which constitutes an Event of
Default or Potential Default, other than an Event of Default or Potential
Default expressly waived by Section 1.04 of this Amendment.

                                   ARTICLE III

                                   CONDITIONS

            3.01. ACCURACY OF REPRESENTATIONS AND WARRANTIES. The effectiveness
of the amendments set forth in Section 1.01 hereof, the last sentence of Section
1.02 hereof and the waiver set forth in Section 1.04 hereof is subject to the
accuracy as of the date of the execution and delivery hereof by the Borrowers of
the representations and warranties herein contained.

                                   ARTICLE IV

                                  MISCELLANEOUS

            4.01. EXPENSES; TAXES; ATTORNEYS' FEES. The Borrowers agree to pay
or cause to be paid and to save the Banks, the Issuing Bank and the Agent
harmless against liability for the payment of all reasonable out-of-pocket
expenses, including but not limited to fees and expenses of counsel for the
Banks, the Issuing Bank and the Agent, arising in connection with the
preparation, execution, delivery and performance of this Amendment and any
documents, instruments or transactions pursuant to or in connection herewith.

            4.02. SAVINGS CLAUSE. This Amendment shall not, except as to matters
and to the extent herein expressly set forth, (a) constitute an amendment,
modification or alteration of the terms, conditions or

                                       57

<PAGE>

covenants of the Original Agreement, (b) constitute a waiver, release or
limitation on the exercise by any of the Banks, the Issuing Bank or the Agent of
any of its rights, legal or equitable, under the Original Agreement, (c)
constitute a waiver or release by any of the Banks, the Agent or the Issuing
Bank of any Event of Default which has occurred or may occur under the Original
Agreement or (d) relieve or release any Borrower Party in any way or to any
extent from any of their respective duties, obligation, covenants and agreements
imposed upon them by the Original Agreement and all documents relating thereto
or from the consequences of any default thereunder.

            4.03. GOVERNING LAW.  This Amendment and the rights and
obligations of the parties hereunder shall be construed in accordance with
and governed by the laws of the Commonwealth of Pennsylvania.

            4.04. COUNTERPARTS. This Amendment may be executed in as many
counterparts as may be deemed necessary and convenient, and by the different
parties hereto on separate counterparts, each of which, when so executed, shall
be deemed an original, but all such counterparts shall constitute but one and
the same instrument.

            4.05. CAPITALIZED TERMS.  Capitalized words and terms which are
used herein and not otherwise defined shall have the meanings assigned to
such terms in the Original Agreement unless the context hereof clearly
requires otherwise.

                                       58

<PAGE>


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

Attest:                             SYLVAN INC.


  /s/  FRED Y. BENNITT              By  /s/  DONALD A. SMITH
------------------------------        -------------------------------------
[CORPORATE SEAL]                    Title  Chief Financial Officer
                                         ----------------------------------


Attest:                             SYLVAN FOODS (NETHERLANDS) BV


  /s/  FRED Y. BENNITT              By  /s/  DONALD A. SMITH
------------------------------        -------------------------------------
[CORPORATE SEAL]                    Title  Authorized Signer
                                         ----------------------------------


                                    CITIZENS BANK OF PENNSYLVANIA,
                                    individually and in its capacity as Agent
                                    and Issuing Bank


                                    By  /s/  JOHN LIGDAY, JR.
                                      -------------------------------------
                                    Title  Vice President
                                         ----------------------------------


                                    ABN AMRO BANK N.V

                                    By  /s/  W.P. FISCHER
                                      -------------------------------------
                                    Title  Senior Vice President
                                         ----------------------------------


                                    By  /s/  WENDY L. WATTERS
                                      -------------------------------------
                                    Title  Vice President
                                         ----------------------------------

                                       59


<PAGE>


                  GUARANTORS ACKNOWLEDGMENT AND CONFIRMATION

            Each of the undersigned Guarantors hereby acknowledges the execution
and delivery of the foregoing Amendment No. 1 to Revolving Credit Agreement
dated as of December 29, 2002 ("Amendment") amending the Original Agreement
referenced therein and confirms that (i) the "Loan Agreement", as defined in the
Guaranty and Suretyship Agreement dated as of August 6, 1998 and executed by
such Guarantor, is such Original Agreement, as the same shall be amended,
modified or supplemented from time to time, including by the foregoing Amendment
and (ii) the obligations of such Guarantor under such Guaranty and Suretyship
Agreement continue in full force and effect and are not released, discharged or
impaired in any way by such Amendment.



Attest:                             SYLVAN INC., as Guarantor



  /s/  FRED Y. BENNITT              By  /s/  DONALD A. SMITH
------------------------------        -------------------------------------
[CORPORATE SEAL]                    Title  Chief Financial Officer
                                         ----------------------------------


Attest:                             SYLVAN FOODS, INC., as Guarantor


  /s/  FRED Y. BENNITT              By  /s/  DONALD A. SMITH
------------------------------        -------------------------------------
[CORPORATE SEAL]                    Title  Chief Financial Officer
                                         ----------------------------------


Attest:                             SYLVAN AMERICA, INC., a Pennsylvania
                                    corporation, as Guarantor

  /s/  FRED Y. BENNITT              By  /s/  DONALD A. SMITH
------------------------------        -------------------------------------
[CORPORATE SEAL]                    Title  Treasurer
                                         ----------------------------------


Attest:                             SYLVAN AMERICA, INC., a Nevada
                                    corporation, as Guarantor

  /s/  FRED Y. BENNITT              By  /s/  DONALD A. SMITH
------------------------------        -------------------------------------
[CORPORATE SEAL]                    Title  Treasurer
                                         ----------------------------------



Attest:                             QUINCY CORPORATION, as Guarantor


  /s/  FRED Y. BENNITT              By  /s/  DONALD A. SMITH
------------------------------        -------------------------------------
[CORPORATE SEAL]                    Title  Treasurer
                                         ----------------------------------

                                       60