EXHIBIT 10.13


                             FIRST AMENDMENT TO THE
                           LOAN AND SECURITY AGREEMENT
                             DATED FEBRUARY 6, 1997

                  THIS FIRST AMENDMENT TO THE LOAN AND SECURITY AGREEMENT DATED
FEBRUARY 6, 1997 ("First Amendment") made as of the 1st day of July, 1997,
between BOGEN COMMUNICATIONS, INC., having its principal place of business at 50
Spring Street, Ramsey, New Jersey 07446 ("Bogen") and NEW ENGLAND AUDIO RESOURCE
CORP., having its principal place of business at 12 Foss Avenue, Lewiston, Maine
04240 ("NEAR" and, collectively, jointly and severally with Bogen, the
"Borrower"), both corporations of the State of Delaware, and SUMMIT BANK
(hereinafter referred to as "Lender") with a location at 750 Walnut Avenue,
Cranford, New Jersey 07016.


                                   WITNESSETH:

                  WHEREAS, Bogen and Lender are engaged in a commercial lending
relationship as evidenced by a certain Loan and Security Agreement dated
February 6, 1997 (the "Loan Agreement"); and

                  WHEREAS, NEAR was formed as a wholly-owned Subsidiary of Bogen
as Bog-Comm Acquisition Corporation and has acquired substantially all the
assets of New England Audio Resource, Inc., a Maine corporation ("Oldco") and is
operating its business at the location set forth above; and

                  WHEREAS, NEAR has changed its corporate name from Bog-Comm
Acquisition Corporation; and

                  WHEREAS, Bogen and NEAR have determined that it is in the best
interest of both entities to become co-borrowers with respect to the Revolving
Loan pursuant to the terms of the Loan Agreement; and

                  WHEREAS, it is necessary to amend certain of the terms and
conditions of the Loan Agreement; and

                  WHEREAS, Borrower and Lender wish to memorialize the terms of
the amendment to their agreement by this writing,

                  NOW, THEREFORE, for and in consideration of the mutual
covenants and agreements herein contained and for other good and valuable
consideration, the receipt of which is hereby acknowledged, it is agreed as
follows:

         1. NEAR AS CO-BORROWER.

                  (a) Assumption of Loan Agreement/Grant of Security. NEAR
hereby (i) assumes and accepts, as a joint and several obligor, all of the
Obligations, covenants, terms

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and conditions of the Loan Agreement; (ii) as of the date hereof, makes the
representations and warranties set forth in the Loan Agreement as if set forth
herein at length, in the same manner and to the same extent as Bogen excepting
Sections 6.15, 6.16 and 6.19 which are set forth in this Amendment as to NEAR;
(iii) grants to Lender a continuing security interest in and to all of the
Collateral as set forth in the Loan Agreement; and (iv) agrees to be bound by
and perform in accordance with the Loan Agreement as if an original party
thereto.

                  (b) No Release of Bogen. It is hereby understood and agreed
that NEAR's assumption and acceptance of the Obligations under the Loan
Agreement does not diminish or release and shall not in any way affect any of
the Obligations, duties or liabilities of Bogen to Lender, whether now existing
or hereafter arising.

                  (c) Use of term "Borrower". Anything herein or in the Loan
Agreement to the contrary notwithstanding, any use of the term "Borrower" in the
Loan Agreement, or in any document or instrument related thereto or executed in
furtherance thereof, shall be deemed to refer to Bogen and NEAR, collectively,
jointly and severally unless otherwise inconsistent with the context thereof

                  (d) Representations by NEAR. NEAR hereby represents and
warrants that:

                  (i) all of the locations where NEAR conducts business and/or
where the Collateral owned by NEAR is now, or shall in the future be, located
are set forth on Schedule 1 attached hereto and made a part hereof,

                  (ii) all of the names by which NEAR is known or under which it
conducts business are also set forth on Schedule 1; and

                  (iii) all of the liens or other encumbrances with respect to
the assets of NEAR (after giving effect to the acquisition of the Oldco assets)
are listed on Schedule 2 attached hereto and made a part hereof.

         2. AMENDMENT OF DEFINITION OF TERM "BORROWER".

                  Section I., DEFINITIONS:, Subsection I, is hereby amended and
changed to read in its entirety as follows:

                  I. The term "Borrower" shall mean Bogen Communications, Inc.
and New England Audio Resource Corp., both corporations of the State of
Delaware, collectively and jointly and severally.

         3. CONDITIONS TO MAKING EXTENSION OF CREDIT.

                  The obligation of Lender to make the first Advance with
respect to the Qualified Accounts and/or Qualified Inventory of NEAR is subject
to the satisfaction of each of the following conditions precedent:

                  (a) Receipt by Lender of fully executed counterparts, in form
and substance acceptable to Lender and its counsel, of. (1) this First
Amendment; (ii) the Amended and

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Restated Secured Revolving Note; (iii) Continuing Corporate Guarantees by Bogen
Communications International, Inc. and Bogen Corporation; (iv) a Pledge of
Patents as Security by NEAR; and (v) Corporate Resolutions and other documents
or instruments related to the above as Lender may require;

                  (b) Receipt by Lender of verification that all required
Uniform Commercial Code Financing Statements requested by it have been filed in
the appropriate jurisdiction(s);

                  (c) Receipt by Lender of landlord's waivers, in form and
substance acceptable to Lender, for each real property location occupied by
NEAR, executed by the owner and/or lessor of such location;

                  (d) Receipt by Lender of copies of NEAR's insurance policies
containing a long-form lender loss payable endorsement satisfactory to Lender
and which in all other respects comply with the requirements of the Loan
Agreement;

                  (e) Receipt by Lender of satisfactory lien, judgment and
standing searches with respect to NEAR and Oldco;

                  (f) Receipt by Lender of an officer's certificate for NEAR,
showing the names of its officer, directors and shareholders and appending as
exhibits all governing documents and enabling resolutions for this transaction;

                  (g) Receipt by Lender of an opinion of the counsel to NEAR,
addressed to Lender and in all respects satisfactory to Lender and its counsel;

                  (h) Receipt by Lender of Uniform Commercial Code Termination
Statements and other documents and instruments of termination and release
necessary so that the security interests granted to Lender by NEAR are first and
prior liens and security interests;

                  (i) Receipt by Lender of all reasonable fees and expenses
which are payable to its counsel or to third-party providers of services related
to the closing of this transaction; and

                  (j) Verification, satisfactory to Lender, that the amount paid
by NEAR for the assets of Oldco does not exceed the sum of Five Hundred
Seventy-Five Thousand ($575,000.00) Dollars.

         4. MISCELLANEOUS AGREEMENTS OF BORROWER.


         Borrower hereby agrees, represents and acknowledges that:

                  (a) this is an amendment only to the terms and conditions of
the Loan Agreement and not a new loan agreement;

                  (b) all of the terms and conditions of the Loan Agreement
shall remain in full force and effect to the extent not inconsistent with this
amendment;

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                  (c) Borrower is in full compliance with the terms and
conditions of the Loan Agreement and all of the representations and warranties
applicable to each of them set forth in the Loan Agreement are true and correct
as of the date hereof,

                  (d) as of the close of business on June 30, 1997, the
outstanding principal balance of the Revolving Loan, plus the aggregate undrawn
face amount of all Letters of Credit, was $2,458,666.00; and

                  (e) such sum is due and payable by Borrower to Lender without
any defense, offset, counterclaim or recoupment whatsoever.

                  IN WITNESS WHEREOF, the undersigned have set their hands and
seals or caused these presents to be executed by their proper corporate officers
and sealed with their seals the day and year first written above.

                                    BOGEN COMMUNICATIONS, INC.


                                    BY: /s/ Yoav M. Cohen
                                        ----------------------------------------
                                        YOAV M. COHEN, Vice President of Finance


                                    NEW ENGLAND AUDIO RESOURCE CORP.


                                    BY: /s/ Yoav M. Cohen
                                        ----------------------------------------
                                        YOAV M. COHEN, Treasurer


                                    SUMMIT BANK


                                    By: /s/ Robert Munns
                                        ----------------------------------------
                                        ROBERT MUNNS, Vice President