<PAGE>

                                                                    Exhibit 10.2

                                 THIRD AMENDMENT
                                     TO THE
                              CHROMCRAFT REVINGTON
                         EMPLOYEE STOCK OWNERSHIP TRUST

     WHEREAS, Chromcraft Revington, Inc. (the "Company") maintains the
Chromcraft Revington Employee Stock Ownership Trust, effective as of January 1,
2002 (the "Trust"); and

     WHEREAS, on December 31, 2005, the Company and First Bankers Trust
Services, Inc. ("First Bankers") entered into an Engagement Letter pursuant to
which First Bankers will become the successor Trustee under the Trust
("Engagement Letter"); and

     WHEREAS, the Board of Directors of the Company has (i) determined that it
is in the interest of the Company to amend the Trust to appoint First Bankers as
successor Trustee, with the effect that, except as otherwise provided in
paragraphs 2.4 and 4.11 of the Trust, the Engagement Letter shall be superseded
by the Trust, as amended, and (ii) authorized such amendment to the Trust as set
forth below;

     NOW, THEREFORE, pursuant to the amending power reserved to the Company
under Section 8.1 of the Trust, the Trust is amended, effective as of December
31, 2005, in the following particulars:

     1.   The first sentence of Section 2.4 of the Trust is amended to read as
          follows:

          "The Trustee shall be entitled to reasonable compensation for its
          services, as agreed to between the Company and the Trustee from time
          to time in writing, and as initially set forth in Sections 7, 8 and 9
          of the Engagement Letter, and to reimbursement of all reasonable
          expenses incurred by the Trustee in the administration of the Trust."

     2.   Section 4.11 of the Trust is amended to read as follows:

          "4.11. Indemnification. The Company shall indemnify and save harmless
          the Trustee, its directors, officers, employees, successors and
          assigns from and against any and all liability, including all expenses
          reasonably incurred in its defense, pursuant to the Indemnification
          Agreement, which is Annex A to the Engagement Letter (`Indemnification
          Agreement'), a copy of which is attached hereto as Exhibit A. This
          Trust replaces and supersedes the Engagement Letter with respect to
          all matters regarding the Plan and Trust which arise after the date
          first above written; provided, however, that the provisions of the
          Indemnification Agreement shall survive the termination thereof and
          remain in effect hereunder, subject to the provisions hereof."

     The  Trust will remain the same in all other respects.

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     IN WITNESS WHEREOF, the Company has caused this Third Amendment to be
signed on its behalf by its undersigned duly authorized officers, and the
Trustee has caused this Third Amendment to be signed on its behalf by its
undersigned duly authorized officers, this 21st day of December, 2005, but
effective as of December 31, 2005.

                                        CHROMCRAFT REVINGTON, INC.


                                        By: /s/ Frank T. Kane
                                            ------------------------------------
                                            Frank T. Kane, Vice President

ATTEST:


By: /s/ Myron D. Hamas
    ---------------------------------
    Myron D. Hamas


                                        FIRST BANKERS TRUST SERVICES, INC.


                                        By: /s/ Merri E. Ash
                                            ------------------------------------
                                            Merri E. Ash, Trust Officer

ATTEST:


By: /s/ Kjersti Cory
    ---------------------------------
    Title: Trust Officer


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