Exhibit 10(e)
 AMENDMENT TO CREDIT AGREEMENT AND CONSENT
 VIDEO DISPLAY CORPORATION LEXEL IMAGING SYSTEMS, INC. Z-AXIS, INC. TELTRON TECHNOLOGIES, INC. AYDIN DISPLAYS, INC. RBC BANK (USA), as administrative agent RBC
BANK (USA), COMMUNITY & SOUTHERN BANK
 W I T N E S S E T H :
 WHEREAS FOX INTERNATIONAL, LTD., INC.
 WHEREAS
 WHEREAS
 WHEREAS
 WHEREAS
 WHEREAS,




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WHEREAS
 WHEREAS
 WHEREAS
 WHEREAS,
 NOW THEREFORE
 ARTICLE 1.  Amendments to Credit Agreement
 Section 1.1 Definition Amendments
    2




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Section 1.2 Amendment
 Senior Funded Debt to EBITDA Ratio
 Section 1.3 Amendment
 
 ;
  3




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Section 1.4 Amendment
 Section 1.5 Schedule
 Section 1.6 Schedule
 ARTICLE 2.  Consent to Fox Sale
 Section 2.1 Consent Article 6
 Section 2.2 Prepayment Article 6
 Section 2.3 Modification of Credit Agreement and Loan Documents Article 6
 4




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ARTICLE 3.  Acknowledgment of Defaults
 Section 3.1 Acknowledgment of Default Fixed Charge Coverage Ratio Senior Funded Debt to EBITDA Ratio
 Section 3.2 Acknowledgments
 ARTICLE 4.  Waivers
 Section 4.1 Waiver Covenant Article 6
 3.1.1
 3.1.2
 3.1.3
 Article 6
 5




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Section 4.2 Continued Compliance With the Loan Documents Article 6
 ARTICLE 5.  Release; Waivers by Borrowers and Guarantor
 Section 5.1 Release
 Section 5.2 Waivers
 6




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Section 5.3 Waiver of Trial by Jury
 Section 5.4 Relief From Stay.
  7




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ARTICLE 6.  Conditions to Effectiveness
 Section 6.1 Conditions
 Section 6.2 Execution of Amendment
 Section 6.3 Execution of Amendments to Revolving Notes
 Section 6.4 Confirmation of Ordway Guaranty
 Section 6.5 Borrowers and Guarantors Counsels Opinion
 Section 6.6 Representations and Warranties
 8




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Section 6.7 Fox Stock Transfer
 Section 6.8 New Fox Asset Transfer.
 Section 6.9 Southeastern Real Estate Transfer; Fox Mortgage Assumption
 Section 6.10 Fox Release
 Section 6.11 Revolving Loan Paydown
 Section 6.12 Waiver Fee
 Section 6.13 Expenses
 ARTICLE 7.  Miscellaneous
 Section 7.1 Entire Agreement; No Novation or Release
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Section 7.2 Fees and Expenses
 Section 7.3 Choice of Law; Successors and Assigns
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Agent:RBC BANK (USA), as AgentBy:Name:Title:RBC:RBC BANK (USA), as a LenderBy:Name:Title:CSB:COMMUNITY & SOUTHERN BANK, as a LenderBy:Name:Title: 11




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BORROWERS:VIDEO DISPLAY CORPORATIONBy:Ronald D. Ordway, Chief Executive OfficerLEXEL IMAGING SYSTEMS, INC.By:Ronald D. Ordway, Chief Executive OfficerZ-AXIS, INC.By:Ronald D. Ordway, Chief Executive OfficerTELTRON TECHNOLOGIES, INC.By:Ronald D. Ordway, Chief Executive OfficerAYDIN DISPLAYS, INC.By:Ronald D. Ordway, Chief Executive Officer  RONALD D. ORDWAY 12




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SCHEDULE 2.01
 COMMITMENTS  AND APPLICABLE PERCENTAGES
 Lender
    
    Revolving 
Commitment
    
    
    Applicable 
PercentageRBC Bank (USA)
    
    $
    9,000,000
    
    
    
    60.00
    %Community & Southern
Bank
    
    $
    6,000,000
    
    
    
    40.00
    %Total
    
    $
    15,000,000
    
    
    
    100.00
    %
 Lender
    
    Term 
Loan A 
Commitment*
    
    
    Applicable 
PercentageRBC Bank (USA)
    
    $
    2,100,000
    
    
    
    60.00
    %Community & Southern
Bank
    
    $
    1,400,000
    
    
    
    40.00
    %Total
    
    $
    3,500,000
    
    
    
    100.00
    %
 Lender
    
    Term 
Loan B 
Commitment*
    
    
    Applicable 
PercentageRBC Bank (USA)
    
    $
    1,800,000
    
    
    
    60.00
    %Community & Southern
Bank
    
    $
    1,200,000
    
    
    
    40.00
    %Total
    
    $
    3,000,000
    
    
    
    100.00
    %
 
 *
    
    Original Commitment; does not reflect any repayments to date. 13




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SCHEDULE 5.13
 SUBSIDIARIES
AND OTHER EQUITY INVESTMENTS
[AND EQUITY INTERESTS IN BORROWER]
 Part (a).
    
    Subsidiaries.Part (b).
    
    Other Equity Investments.Part (c).
    
    Owners of Equity Interests in each Borrower.
 14