Exhibit 10.1SECOND AMENDMENT          SECOND AMENDMENT, dated as of June 15, 2005 (this “Amendment”), to the CreditAgreement, dated as of May 13, 2004 (as amended, supplemented or otherwise modified from time totime, the “Credit Agreement”), among PP HOLDING CORPORATION, a Delaware corporation(“Holdings”), POLYPORE, INC. (f/k/a PP Acquisition Corporation), a Delaware corporation(the “Borrower”), the several banks and other financial institutions or entities from timeto time parties thereto (the “Lenders”), GENERAL ELECTRIC CAPITAL CORPORATION, LEHMANCOMMERCIAL PAPER INC. and UBS SECURITIES LLC, as co-documentation agents, BEAR STEARNS CORPORATELENDING INC., as syndication agent, and JPMORGAN CHASE BANK, N.A., as administrative agent (in suchcapacity, the “Administrative Agent”).W I T N E S S E T H:          WHEREAS, pursuant to the Credit Agreement, the Lenders have agreed to make, and have made,certain loans and other extensions of credit to the Borrowers;          WHEREAS, the Borrower has requested, and, upon this Amendment becoming effective, the Lendershave agreed, that certain provisions of the Credit Agreement be amended as set forth below;          NOW, THEREFORE, the parties hereto hereby agree as follows:          SECTION 1. Defined Terms. Terms defined in the Credit Agreement and used herein shallhave the meanings given to them in the Credit Agreement.          SECTION 2. Amendment to Section 1.1 [Defined Terms]. (a) Section 1.1 of the CreditAgreement is hereby amended by inserting the following defined terms in their appropriatealphabetical order:          **“**Restructuring Transactions”: each of the following actions:     (a) (i) the closure of the facility of Separatorenerzeugung GmbH andSeparatorenerzeugung Holding, GmbH in Austria, (ii) the relocation of certain productionlines from such facility to the facility of Daramic Thailand, Ltd. in Thailand, (iii) thesale or other disposal of remaining assets from such facility in Austria for fair marketvalue, and (iv) the dissolution of such Austrian subsidiaries,     (b) the downsizing of the branch facility of Daramic, LLC located in Norderstedt,Germany, and the relocation of certain assets with a net book value of less than $1,000,000to the facility of Daramic Thailand, Ltd. in Thailand free from the Liens created under theSecurity Documents, and     (c) the relocation of some owned or leased finishing equipment from the facility ofCelgard, LLC in Charlotte, North Carolina with a net book value of less than $1,000,000, tothe facility of Daramic (Shanghai) Battery Separator Company, Ltd in China free from theLiens created under the Security Documents.
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          “Restructuring Transaction Amounts” shall mean all costs (including severance costs,other closing costs, sales expenses and relocation expenses) incurred in connection with theRestructuring Transactions; provided, that the aggregate costs that the Borrower mayqualify as Restructuring Transaction Amounts shall not exceed either (i) $15,000,000 in theaggregate or (ii) $8,000,000, with respect to cash charges.          “Second Amendment” shall mean the Second Amendment, dated as of June 15, 2005, to thisAgreement.          (b) The “Asset Sale” definition is hereby amended by inserting the following language afterthe word “hereto” in clause (b)(iii) thereof:          “and dispositions made pursuant to the Restructuring Transactions”          (c) The “Consolidated EBITDA” definition is hereby amended by (i) deleting the term “and” setforth immediately prior to clause (xiv) and inserting in lieu thereof a “,” and (ii) inserting thefollowing language at the end of clause (xiv) thereof immediately prior to the word“minus”:     “; (xv) Restructuring Transaction Amounts (provided, that any increase inConsolidated EBITDA resulting from this clause (xv) shall not be applicable for determiningpricing under the “Applicable Percentage” and “Pricing Grid” definitions) and (xvi) any workfees payable in connection with the Second Amendment”          (d) The “Consolidated Interest Expense” definition is hereby amended by adding the followingsentence at the end thereof:          “For the avoidance of doubt, the payment of any work fees in connection with the SecondAmendment shall not constitute Consolidated Interest Expense hereunder.”          (e) The “Excess Cash Flow” definition is hereby amended by (i) deleting the term “and” setforth immediately after clause (b)(xvi) thereof and inserting in lieu thereof a “,” and (ii)inserting the following language at the end of clause (b)(xvii) thereof:     “and (xviii) to the extent included in determining Consolidated EBITDA pursuant toclause (xv) of the definition thereof, the amount of cash charges incurred in connectionwith the Restructuring Transactions.”          SECTION 3. Amendment to Section 6.4 [Investments, Loans and Advances]. Section 6.4 ofthe Credit Agreement is hereby amended by (i) deleting the term “and” at the end of clause (k)thereof, (ii) deleting the “.” at the end of clause (m) thereof and inserting in lieu thereof an “;and” and (iii) inserting the following new clause (n) at the end thereof:     “(n) in addition to the investments, loans and advances permitted by paragraphs (a)through (m) above, additional investments by the Borrower and the Subsidiaries consisting oftransfers of assets as part of the Restructuring Transactions.”          SECTION 4. Amendment to Section 6.5 [Mergers, Consolidations, Sales of Assets andAcquisitions]. Section 6.5 of the Credit Agreement is hereby amended by inserting thefollowing clause (c) at the end thereof:
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          “(c) Notwithstanding the provisions of this Section 6.5, the Borrower and its Subsidiaries mayengage in the Restructuring Transactions.”          SECTION 5. Acknowledgment. Each of the Administrative Agent and the Required Lendersagrees that the Liens created under the Security Documents on the assets contemplated to betransferred from Norderstedt, Germany, to Thailand and from Charlotte, North Carolina to thefacility of Daramic (Shanghai) Battery Separator Company, Ltd. In China as part of theRestructuring Transactions shall be released effective upon such transfer. The AdministrativeAgent is hereby irrevocably authorized by the Required Lenders to take any action, at theBorrower’s expense, requested by the Borrower having the effect of releasing such Collateral.          SECTION 6. Conditions to Effectiveness of Amendment. The amendments set forth hereinshall be effective on the date on which all of the following conditions precedent have beensatisfied or waived:     (i) the Administrative Agent (or its counsel) shall have received a counterpart of thisAmendment, executed and delivered by a duly authorized officer of each of (A) Holdings, (B)the Borrower and (C) the Required Lenders;     (ii) the Administrative Agent shall have received, for the account of each Lenderexecuting this Amendment on or prior to June 15, 2005, a work fee in an amount equal to0.10% of the sum of (i) such executing Lender’s Term Loans then outstanding and (ii) suchexecuting Lender’s Revolving Credit Commitment then in effect;     (iii) the Borrower shall have paid all fees and expenses of the AdministrativeAgent, including the reasonable fees and expenses of counsel to the Administrative Agent;and     (iv) after giving effect to the Amendment, no Default or Event of Default shall haveoccurred and be continuing.          SECTION 7. Representations and Warranties. Each of the representations and warrantiesmade by each of Holdings and the Borrower in or pursuant to the Loan Documents shall be true andcorrect in all material respects on and as of the date hereof as if made as of the date hereof,except for representations and warranties expressly stated to relate to a specific earlier date, inwhich case such representations and warranties were true and correct in all material respects as ofsuch earlier date; provided, that each reference to the Credit Agreement therein shall bedeemed to be a reference to the Credit Agreement after giving effect to this Amendment.          SECTION 8. Effect on the Loan Documents. (a) Except as specifically amended above,the Credit Agreement and all other Loan Documents shall continue to be in full force and effect andare hereby in all respects ratified and confirmed.          (b) The execution, delivery and effectiveness of this Amendment shall not operate as a waiverof any right, power or remedy of any Lender or the Administrative Agent under any of the LoanDocuments, nor constitute a waiver of any provision of any of the Loan Documents.          SECTION 9. Expenses. Holdings and the Borrower agree to pay or reimburse theAdministrative Agent for all of its out-of-pocket costs and reasonable expenses incurred inconnection with this Amendment, any other documents prepared in connection herewith and thetransaction contemplated hereby, including, without limitation, the reasonable fees anddisbursements of counsel to the Administrative Agent.
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          SECTION 10. Affirmation of Guaranty and Credit Agreement. The Guarantors herebyconsent to this Amendment and hereby confirm, reaffirm and restate that their obligations under orin respect of the Credit Agreement and the documents related thereto to which they are a party areand shall remain in full force and effect after giving effect to the foregoing Amendment.          SECTION 11. GOVERNING LAW. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THEPARTIES HERETO SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OFTHE STATE OF NEW YORK.          SECTION 12. Execution in Counterparts. This Amendment may be executed by one or moreof the parties to this Amendment on any number of separate counterparts, and all of saidcounterparts taken together shall be deemed to constitute one and the same instrument.
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          IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed anddelivered by their respective proper and duly authorized officers as of the day and year firstabove written.       PP HOLDING CORPORATION       By: /s/ Lynn K. Amos       Name: Lynn K. Amos  Title: Chief Financial Officer       POLYPORE, INC., as a Borrower       By: /s/ Lynn K. Amos       Name: Lynn K. Amos  Title: Chief Financial Officer       JPMORGAN CHASE BANK, N.A., as Administrative Agent  and a Lender       By: /s/ Peter Dedousis       Name: Peter Dedousis  Title: Managing Director, Corporate Banking       BEAR STEARNS CORPORATE LENDING INC., as Syndication  Agent and a Lender   By: /s/ Victor Bulzacchelli       Name: Victor Bulzacchelli  Title: Vice President       GENERAL ELECTRIC CAPITAL CORPORATION, as  Co-Documentation Agent and a Lender       By: /s/ Edward N. Parkes       Name: Edward N. Parkes IV  Title: Vice President       LEHMAN COMMERCIAL PAPER INC., as Co-Documentation  Agent and a Lender       By: /s/ V. Paul Arzoulav       Name: V. Paul Arzoulav  Title: Authorized Signatory
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          (Name of Lender)       By:           Name:    Title:       By:           Name:    Title:
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ACKNOWLEDGEMENT AND CONSENT          Each of the undersigned Subsidiary Guarantors hereby acknowledges and consents to theforegoing Amendment.[LISTSUBSIDIARYGUARANTORS]                           
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