<PAGE>

                                AMENDMENT NO. 1

     AMENDMENT NO. 1, dated as of April 9, 2001 ("Amendment"), to the Credit
Agreement dated as of July 31, 2000, (the "Credit Agreement"), among Actuant
Corporation (the "Company"), Credit Suisse First Boston as Lead Arranger,
Collateral Agent and Administrative Agent, First Union National Bank, as
Syndication Agent, ING (U.S.) Capital LLC, as Documentation Agent and the
Lenders party thereto. Capitalized terms not otherwise defined herein have the
same meaning assigned to such terms in the Credit Agreement.

                             W I T N E S S E T H :

     WHEREAS, "Applied Power Inc." was formally renamed "Actuant Corporation" on
January 15, 2001;

     WHEREAS, pursuant to Section 9.08 of the Credit Agreement, the Company and
the Required Lenders desire to amend certain provisions of the Credit Agreement;

     NOW THEREFORE, in consideration of the premises and covenants contained
herein, and for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto, intending to be legally bound
hereby, agree as follows:

     1.   Amendment

          (a)  Exchange Rate: The definition of Exchange Rate in Section 1.01 of
          the Credit Agreement is hereby amended by adding the following
          sentence at the end thereof:

               "For purposes of Sections 2.12(b) and 2.13(g), in the event that
               a Lender of a Tranche B Term Loan elects to have a prepayment
               applied to the Tranche A Term Loans which election results in a
               requirement to prepay or repay Alternative Currency denominated
               Tranche A Term Loans, the Exchange Rate shall be calculated in
               accordance with the second sentence hereof on the Business Day
               following the receipt of such election."

          (b)  Section 2.12. Clauses (a) and (b) of Section 2.12 of the Credit
               Agreement are hereby amended by deleting such clauses in their
               entirety and replacing them with the following:
<PAGE>

          "(a) The Borrower shall have the right at any time and from time to
          time to prepay any Borrowing, in whole or in part, upon prior written
          or telecopy notice (or telephone notice promptly confirmed by written
          or telecopy notice) to the Administrative Agent before 11:00 a.m., New
          York City time at least (x) seven Business Days prior to the date of
          prepayment in the case of Eurocurrency Rate Loans denominated on one
          or more Alternative Currencies, (y) four Business Days prior to the
          date of prepayment in the case of Loans denominated in Dollars, and
          (z) on the date of prepayment in the case of ABR Revolving Loans;
          provided, however, that each partial prepayment shall be in an amount
          that is an integral multiple of $1,000,000 (or the Alternative
          Currency Equivalent thereof) and not less than $5,000,000 (or the
          Alternative Currency Equivalent thereof); provided, further, however,
          that in connection with any optional prepayment of an Alternative
          Currency Loan the Borrower shall provide seven Business Days notice
          and an amount of Dollars sufficient to make the required pro rata
          prepayment of Tranche B Term Loans and Tranche C Term Loans in
          accordance with Section 2.12(b) (assuming, for this purpose, that no
          Lender of Tranche B Term Loans waives its prepayment in accordance
          with Section 2.12(b)). Notwithstanding anything else contained herein
          but subject to the second proviso above, in connection with any
          prepayment of Tranche A Term Loans, the Borrower may elect to prepay
          only Dollar denominated Tranche A Term Loans or Alternative Currency
          denominated Tranche A Term Loans (or any combination thereof) pursuant
          to Section 2.12(b) to the extent such Loans remain outstanding at such
          time but only in the event the Borrower provides for such prepayment
          in the appropriate currency.

          (b) Optional prepayments of Term Loans shall first be allocated and
          applied pro rata to the next scheduled installment of principal due in
          respect of the Tranche A Term Loans, Tranche B Term Loans and Tranche
          C Term Loans under Sections 2.11(a)(i), (ii) and (iii),
<PAGE>

               respectively. Thereafter, optional prepayments shall be allocated
               pro rata to the then outstanding Tranche A Term Loans, the
               Tranche B Term Loans and the Tranche C Term Loans (after giving
               effect to the prepayments applied with respect to the next
               scheduled installment provided for in the prior sentence) and
               applied pro rata to the remaining scheduled installments of
               principal due in respect thereof under Sections 2.11(a)(i), (ii)
               and (iii), respectively; provided, however, Lenders of the
               Tranche B Term Loans shall have the right (to the extent Tranche
               A Term Loans remain outstanding after giving effect to such
               prepayment of the Tranche A Term Loans) to waive any such
               prepayment (other than as applied to the next scheduled
               prepayment) by giving notice in writing to the Administrative
               Agent at least three Business Days prior to the prepayment, in
               which case the waived portion of any such prepayment will be
               allocated to the Tranche A Term Loan. In the event that one or
               more of the Lenders of the Tranche B Term Loans waive such
               prepayment in accordance with the prior sentence, the prepayment
               will be applied first to the Dollar denominated Tranche A Term
               Loans and thereafter to the Alternative Currency Tranche A Term
               Loans based upon the Exchange Rate. The Administrative Agent
               shall determine the amount of such payment based on the Exchange
               Rate and the Borrower shall be responsible for delivering the
               Alternative Currency."

          (c)  Section 2.13(g). Section 2.13(g) of the Credit Agreement is
          hereby amended by deleting such section in its entirety and replacing
          it as follows:

               "Each mandatory prepayment shall be made by the Borrower in a
               combination of Dollars and the Alternative Currency (based upon
               the Exchange Rate) in proportion to the amounts to be repaid;
               provided, that in connection with any mandatory prepayment of an
               Alternative Currency Loan the Borrower shall provide an amount of
               Dollars sufficient to make the required pro rata prepayment of
               Tranche B Term Loans and Tranche C Term Loans in accordance with
               this Section 2.13(g) (assuming, for this purpose, that no Lender
               of
<PAGE>

               Tranche B Term Loans waives its prepayment in accordance with
               Section 2.12(j)). In the event that one or more of the Lenders of
               the Tranche B Term Loans waives its prepayment in accordance with
               Section 2.12(j), the prepayment will be applied first to the
               Dollar denominated Tranche A Term Loans and thereafter to the
               Alternative Currency Tranche A Term Loans based upon the Exchange
               Rate. The Administrative Agent shall determine the amount of such
               payment based on the Exchange Rate and shall convert the Dollars
               to the Alternative Currency at the direction of the Borrower. The
               Borrower shall pay to the Administrative Agent any shortfall as a
               result of such conversion."

     (d)  Section 6.01. Sections 6.01(k) and (m) of the Credit Agreement are
     hereby amended by deleting such sections in their entirety and replacing
     them as follows:

     "(k) subject to Section 6.01(m) below, Indebtedness incurred by Foreign
Subsidiaries incurred from time to time after the Closing Date so long as the
aggregate principal amount of all Indebtedness (including trade letters of
credit) incurred pursuant to this paragraph (k) at any time outstanding does not
exceed the Dollar Equivalent of $75,000,000; provided, no such Indebtedness may
be incurred when on a pro forma basis for such incurrence (x) the aggregate
principal amount of all such Indebtedness outstanding would be greater than
$45,000,000 and (y) the Senior Leverage Ratio would be greater than 1.5:1.0;
provided, further, none of the Indebtedness permitted pursuant to this paragraph
(k) may be directly or indirectly guaranteed by the Borrower or any Domestic
Subsidiaries of the Borrower;

     (m)  additional Indebtedness of the Borrower and its Subsidiaries to the
extent not permitted by the foregoing clauses of this Section 6.01 not to exceed
$10,000,000 in aggregate principal amount at any time outstanding; provided, the
aggregate amount of Indebtedness under Sections 6.01(k) and (m) does not exceed
$80,000,000 at any one time."

     (e)  Section 6.05. Section 6.05(b) of the Credit Agreement is hereby
     amended by deleting such Section in its entirety and replacing it with the
     following:

               "(b) each of the Borrower and its Subsidiaries may (i) in the
               ordinary course of business, sell, lease or otherwise dispose of
               any assets which, in the reasonable judgment of such person, are
<PAGE>

               obsolete, worn out or otherwise no longer useful in the conduct
               of such person's business, and (ii) unless an Event of Default
               shall have occurred and be continuing, subject to Section
               2.13(b), sell, lease or otherwise dispose of any assets, provided
               that the aggregate consideration received in respect of all
               assets subject to sales or other dispositions pursuant to this
               clause (b)(ii) shall not exceed the sum of (i) $10,000,000 in any
               twelve months, not including the proceeds of the sale of assets
               listed on Schedule 2.13(b);"

     (f)  Section 6.06. Section 6.06 of the Credit Agreement is hereby amended
     by deleting the word "and" at the end of Section (b), substituting "; and"
     for the "." at the end of Section (c) and adding the following new Section
     (d):

               "(d) so long as there shall exist no Default or Event of Default
               (both before and after giving effect to the payment thereof), the
               Borrower may repurchase outstanding shares of its common stock or
               equivalents thereof or rights to purchase any of the foregoing
               issued in connection with the Borrower's directors compensation
               plan; provided that the aggregate amount of shares repurchased
               paid by the Borrower pursuant to this Section 6.06(d) (exclusive
               of amounts paid as described pursuant to Section 6.06(b)) shall
               not exceed $750,000 in any fiscal year and shall not exceed a
               maximum of $1,750,000."

     2.   Conditions to Effectiveness. This Amendment shall become effective as
of the date first above written when, and only when, the Administrative Agent
shall have received counterparts of this Amendment executed by the Company and
the Requisite Lenders or, as to any of the Lenders, advice satisfactory to the
Administrative Agent that such Lender has executed this Amendment. The
effectiveness of this Amendment (other than Sections 5 and 7 hereof) is
conditioned upon the accuracy of the representations and warranties set forth in
Section 3 hereof.

     3.   Representations and Warranties. In order to induce the Lenders and the
Agents to enter into this Amendment, the Company represents and warrants to each
of the Lenders and the Agents that after giving effect to this Amendment, (i) no
Default or Event of Default has occurred and is continuing; and
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(ii) all of the representations and warranties in the Credit Agreement, after
giving effect to this Amendment, are true and complete in all material respects
on and as of the date hereof as if made on the date hereof (or, if any such
representation or warranty is expressly stated to have been made as of a
specific date, as of such specific date).

     4.   Reference to and Effect on the Credit Agreement and the Notes. On and
after the effectiveness of this Amendment, each reference in the Credit
Agreement to "this Agreement", "hereunder", "hereof" or words of like import
referring to the Credit Agreement and each reference in each of the other Credit
Documents to the "Credit Agreement", "thereunder", "thereof" or words of like
import referring to the Credit Agreement, shall mean and be a reference to the
Credit Agreement, as amended by this Amendment. The Credit Agreement, the Notes
and each of the other Credit Documents, as specifically amended by this
Amendment, are and shall continue to be in full force and effect and are hereby
in all respects ratified and confirmed.

     5.   Costs, Expenses and Taxes. The Company agrees to pay all reasonable
costs and expenses of the Agents in connection with the preparation, execution
and delivery of this Amendment and the other instruments and documents to be
delivered hereunder, if any (including, without limitation, the reasonable fees
and expenses of Cahill Gordon & Reindel) in accordance with the terms of Section
9.05 of the Credit Agreement. In addition, the Company shall pay or reimburse
any and all stamp and other taxes payable or determined to be payable in
connection with the execution and delivery of this Amendment and the other
instruments and documents to be delivered hereunder, if any, and agrees to save
each Agent and each Lender harmless from and against any and all liabilities
with respect to or resulting from any delay in paying or omission to pay such
taxes.

     6.   Execution in Counterparts. This Amendment may be executed in any
number of counterparts and by different parties hereto in separate counterparts,
each of which when so executed shall be deemed to be an original and all of
which taken together shall constitute but one and the same agreement. Delivery
of an executed counterpart of a signature page to this Amendment by telecopier
shall be effective as delivery of a manually executed counterpart of this
Amendment.

     7.   Governing Law. This Amendment shall be governed by, and construed and
enforced in accordance with, the internal laws of the State of New York
(including Section 5-1401 of the General Obligations Law of the State of New
York), without
<PAGE>

giving effect to any provisions thereof relating to conflicts of law.

                 [Remainder of Page Intentionally Left Blank]
<PAGE>

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

                                             ACTUANT CORPORATION


                                             By: /s/ Terence M. Braatz
                                                 ---------------------
                                                   By:  Terence M. Braatz
                                                   Title:  Treasurer
<PAGE>

                                             AVALON CAPITAL LTD.
                                             By:  INVESCO Senior Secured
                                                  Management, Inc.
                                                  As Portfolio Advisor


                                             By: /s/ Gregory Stoeckle
                                                 --------------------
                                             Name:  Gregory Stoeckle
                                             Title:  Authorized Signatory
<PAGE>

                                             AVALON CAPITAL LTD. 2
                                             By:  INVESCO Senior Secured
                                                  Management, Inc.
                                                  As Portfolio Advisor


                                             By: /s/ Gregory Stoeckle
                                                 --------------------
                                             Name:  Gregory Stoeckle
                                             Title:  Authorized Signatory
<PAGE>

                                             Bank One, NA (Main Office Chicago)
                                             as one of the Lenders
                                             (please type)



                                             By:  /s/ Jenny A. Gilpin
                                                  -------------------
                                             Name:  Jenny A. Gilpin
                                             Title:  First Vice President
<PAGE>

                                             Black Diamond CLO 2000-1 Ltd.
                                             as one of the Lenders
                                             (please type)

                                             By:   /s/
                                             Name:
                                             Title:
<PAGE>

                                             CERES II FINANCE LTD.
                                             By:  INVESCO Senior Secured
                                             Management, Inc.
                                             As Sub-Managing Agent (Financial)

                                             By: /s/ Gregory Stoeckle
                                                 --------------------
                                             Name:  Gregory Stoeckle
                                             Title:  Authorized Signatory
<PAGE>

                                                  CREDIT INDUSTRIEL ET
                                                  COMMERCIAL
                                                  as one of the Lenders
                                                  (please type)


                                                  By:  /s/ Brian O'Leary
                                                       -----------------
                                                       /s/ Anthony Rock
                                                       -----------------
                                                  Name:  Brian O'Leary
                                                  Title: Vice President
                                                  Name:  Anthony Rock
                                                  Title: Vice President
<PAGE>

                                                  CREDIT SUISSE FIRST BOSTON
                                                  as one of the Lenders


                                                  By:  /s/  David W. Kratovil
                                                       ----------------------
                                                  Name:  David W. Kratovil
                                                  Title: Director

                                                  By:  /s/ Lalita Advani
                                                       -----------------
                                                  Name:  Lalita Advani
                                                  Title: Assistant Vice
                                                  President
<PAGE>

                                                  Firstar Bank, N.A.
                                                  as one of the Lenders
                                                  (please type)

                                                  By:  /s/ Caroline V. Krider
                                                       ----------------------
                                                  Name:  Caroline V. Krider
                                                  Title: Vice President
<PAGE>

                                                  Fleet National Bank
                                                  as one of the Lenders
                                                  (please type)

                                                  By: /s/ Richard D Briggs, Jr.
                                                      -------------------------
                                                  Name:  Richard D. Briggs, Jr.
                                                  Title: Director
<PAGE>

                                                  Fremont Investment & Loan
                                                  as one of the Lenders
                                                  (please type)

                                                  By:  /s/ Kannika Viravan
                                                       -------------------
                                                  Name:  Kannika Viravan
                                                  Title: Vice President
<PAGE>

                                                  Harris Bank and Trust Company
                                                  as one of the Lenders
                                                  (please type)

                                                  By: /s/
<PAGE>

                                                  ING (U.S.) CAPITAL LLC
                                                  as one of the Lenders
                                                  (please type)

                                                  By:  /s/ Bill Redmond
                                                       ----------------------
                                                  Name:  William B. Redmond
                                                  Title: Vice President
<PAGE>

                                                  J.H. WHITNEY MARKET VALUE
                                                  FUND, L.P.
                                                  By:  Whitney Market Value GP,
                                                  LLC, General Partner, as one
                                                  of the Lenders

                                                  By:  /s/ Michael B. DeFlorio
                                                       -----------------------
                                                  Michael B. DeFlorio, Managing
                                                  Director
<PAGE>

                                                  KZH CNC LLC
                                                  as one of the Lenders
                                                  (please type)

                                                  By:  /s/ Susan Lee
                                                       -------------
                                                  Name:  Susan Lee
                                                  Title: Authorized Agent
<PAGE>

                                                  LaSalle Bank National
                                                  Association
                                                  as one of the Lenders

                                                  By:  /s/ James A. Meyer
                                                       ------------------
                                                  James A. Meyer
                                                  Senior Vice President
<PAGE>

                                                  M&I Marshall & Ilsley Bank
                                                  as one of the Lenders
                                                  (please type)

                                                  By:  /s/ James E. Miller
                                                       -------------------
                                                  Name:  James E. Miller
                                                  Title: Vice President

                                                  By:  /s/ Gina A. Peter
                                                       -----------------
                                                  Name:  Gina A. Peter
                                                  Title: Senior Vice President
<PAGE>

                                                  The Mitsubishi Trust and
                                                  Banking Corporation
                                                  as one of the Lenders
                                                  (please type)

                                                  By:  /s/ Toshihiro Hayashi
                                                       ---------------------
                                                  Name:  Toshihiro Hayashi
                                                  Title: Senior Vice President
<PAGE>

                                                  National City
                                                  as one of the Lenders
                                                  (please type)

                                                  By:  /s/ John Platek
                                                       ---------------
                                                  Name:  John Platek
                                                  Title: Account Officer
<PAGE>

                                                  NATIONWIDE LIFE INSURANCE
                                                  COMPANY
                                                  as one of the Lenders
                                                  (please type)

                                                  By:  /s/ Thomas S. Leggett
                                                       ---------------------
                                                  Name:  Thomas S. Leggett
                                                  Title: Investment Officer
<PAGE>

                                                  SIERRA CLO-I
                                                  as one of the Lenders
                                                  (please type)

                                                  By:  /s/ John M. Casparian
                                                  Name:  John M. Casparian
                                                  Title:  Chief Operating
                                                  Officer, Centre Pacific LLP
                                                  (Manager)
<PAGE>

                                                  U.S. Bank National Association
                                                  as one of the Lenders
                                                  (please type)

                                                  By:  /s/ Alan Holman
                                                       ---------------
                                                  Name:  Alan Holman
                                                  Title: Vice President
<PAGE>

                                                  VAN KAMPEN
                                                  PRIME RATE INCOME TRUST
                                                  By:  Van Kampen Investment
                                                  Advisory Corp.
                                                  as one of the Lenders
                                                  (please type)

                                                  By:  /s/ Darvin D. Pierce
                                                       --------------------
                                                  Name:  Darvin D. Pierce
                                                  Title: Principal
<PAGE>

                                                  VAN KAMPEN
                                                  SENIOR INCOME TRUST
                                                  By:  Van Kampen Investment
                                                  Advisory Corp.
                                                  as one of the Lenders
                                                  (please type)

                                                  By:  /s/ Darvin D. Pierce
                                                       ---------------------
                                                  Name:  Darvin D. Pierce
                                                  Title: Principal
<PAGE>

                                                  Wachovia Bank, N.A.
                                                  as one of the Lenders

                                                  By:  /s/ Bradford L. Watkins
                                                       -----------------------
                                                  Name:  Bradford L. Watkins
                                                  Title: Vice President
<PAGE>

                                                  WINGED FOOT FUNDING TRUST
                                                  as one of the Lenders
                                                  (please type)

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