<PAGE>

Exhibit 10.1

                                    ARTICLE I

             AMENDMENTS TO LOAN AGREEMENT AND REVOLVING CREDIT NOTE

         Effective as of April 1, 2005 (herein the "Modification Date"), the
Loan Agreement is amended as follows:

                  (a)      Each reference in any Loan Document to the Loan
         Agreement shall be deemed to mean and include this Amendment No. 1, and
         this Amendment No. 1 shall be deemed to be a Loan Document for all
         purposes under the Loan Agreement.

                  (b)      The definition of "Consolidated Cash Flow" is amended
         to read in its entirety as follows:

                  "'Consolidated Cash Flow' means, in relation to the Borrower
                  Affiliated Group on a Consolidated basis for any period,
                  Consolidated EBITDA for such period, minus (a) cash Taxes paid
                  during such period, minus (b) Consolidated Maintenance Capital
                  Expenditures during such period, and minus (c) the aggregate
                  amount of any Restricted Payments made pursuant to Section 5.9
                  in connection with share repurchases during such period.

                  As used herein, the term "Consolidated Maintenance Capital
                  Expenditures" means, on a Consolidated basis, any Capital
                  Expenditure for existing units and facilities, other than
                  expenditures relating to remodels, new restaurant development
                  or restaurant acquisitions."

                  (c)      The definition of "Revolving Credit Maturity Date"
         contained in Section 1.65 of the Loan Agreement, and the fifth
         paragraph of the Revolving Credit Note, are each amended: (i) by
         deleting the reference therein to the date "January 7, 2007"; and (ii)
         by inserting in its place the following: "January 7, 2009".

                  (d)      Clause (iii) of Section 5.9 of the Loan Agreement is
         amended: (i) by deleting the reference to "$750,000" contained therein
         and inserting in its place the following: "$1,000,000"; and (ii) by
         deleting the reference to "$300,000" contained therein and inserting in
         its place the following: "$500,000".

                  (e)      Clauses (b), (c), and (e) of Section 5.16 of the Loan
         Agreement are respectively amended to read in their entirety as
         follows:


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                  "5.16(b) Minimum Trailing Four Quarters EBITDA. The Borrower
                  shall not permit Consolidated EBITDA (i) to be less than
                  $6,250,000 as of the last day of the fiscal quarter ending on
                  December 31, 2004 (as determined at the end of such fiscal
                  quarter for the four consecutive quarters then ending); (ii)
                  to be less than $6,250,000 as of the last day of the fiscal
                  quarter ending on March 31, 2005 (as determined at the end of
                  such fiscal quarter for the four consecutive quarters then
                  ending); (iii) to be less than $6,250,000 as of the last day
                  of the fiscal quarter ending on June 30, 2005 (as determined
                  at the end of such fiscal quarter for the four consecutive
                  quarters then ending); and (iv) to be less than $6,500,000 as
                  at the end of any fiscal quarter thereafter (as determined at
                  the end of each such fiscal quarter for the four consecutive
                  quarters then ending).

                  5.16(c) Minimum Consolidated Cash Flow Coverage. The Borrower
                  shall not permit the ratio of Consolidated Cash Flow to
                  Consolidated Financial Obligations to be less than: (i) 2.00
                  to 1.0 as at the last day of each of the fiscal quarters
                  ending on December 31, 2004, March 31, 2005, June 30, 2005,
                  September 30, 2005 and December 31, 2005 (as determined at the
                  end of each such fiscal quarter for the four consecutive
                  quarters then ending); (ii) 2.40 to 1.0 as at the last day of
                  each of the fiscal quarters ending on March 31, 2006 and June
                  30, 2006 (as determined at the end of each such fiscal quarter
                  for the four consecutive quarters then ending); (iii) 2.75 to
                  1.0 as at the last day of each of the fiscal quarters ending
                  on September 30, 2006 and December 31, 2006 (as determined at
                  the end of each such fiscal quarter for the four consecutive
                  quarters then ending); (iv) 2.90 to 1.0 as at the last day of
                  each of the fiscal quarters ending on March 31, 2007 and June
                  30, 2007 (as determined at the end of each such fiscal quarter
                  for the four consecutive quarters then ending); and (v) 3.00
                  to 1.0 as at the end of any fiscal quarter thereafter (as
                  determined at the end of each such fiscal quarter for the four
                  consecutive quarters then ending).

                  5.16(e) Maximum Consolidated Capital Expenditures. The
                  Borrower shall not permit the amount of Consolidated Capital
                  Expenditures in any period to exceed the lesser of (a) the
                  amount specified opposite such period in the table set forth
                  below and (b) an amount, to be recalculated by the Borrower
                  quarterly, which, when added to current Consolidated Funded
                  Indebtedness, would result in a Consolidated Leverage Ratio
                  less than or equal to the maximum ratio permitted under clause
                  (a) of this Section 5.16; provided, however, that with respect
                  to the maximum amounts reflected in the table set forth below,
                  in any given fiscal year up to 25% of the unused portion of
                  such amount may be carried over to the next fiscal year,
                  subject in all cases to the restriction set forth in clause
                  (b) above.



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<TABLE>
<CAPTION>
 Period                                  Maximum Amount
 ------                                  --------------
<S>                                      <C>
Fiscal Year 2004                         $3,100,000
Fiscal Year 2005                         $4,100,000
Fiscal Year 2006 and Thereafter          $4,000,000"
</TABLE>


                                   ARTICLE II

                         REPRESENTATIONS AND WARRANTIES

        The Borrower hereby represents and warrants to the Lender as follows:

        (a)  Representations in Loan Documents. Each of the representations and
warranties made by or on behalf of the Borrower or any other member of the
Borrower Affiliated Group to you in any of the Loan Documents, as amended by
this Amendment No. 1, was true and correct when made and is true and correct on
and as of the Modification Date (except to the extent that such representations
and warranties relate expressly to an earlier date) with the same full force and
effect as if each of such representations and warranties had been made by the
Borrower or such other member of the Borrower Affiliated Group on the date
hereof and in this Amendment No. 1.

        (b)  Defaults. No Default or Event of Default exists on the date hereof.

        (c) Binding Effect of Documents. This Amendment No. 1 has been duly
executed and delivered to you by the Borrower and is in full force and effect as
of the effective date hereof, and the agreements and obligations of the Borrower
contained herein constitute the legal, valid and binding obligations of the
Borrower, enforceable against the Borrower in accordance with its terms.


                                   ARTICLE III

                        PROVISIONS OF GENERAL APPLICATION

        (a) No Other Changes. Except as otherwise expressly provided by this
Amendment No. 1, all of the terms, conditions and provisions of the Loan
Agreement and the other Loan Documents remain unaltered. The Loan Agreement and
this Amendment No. 1 shall be read and construed as one agreement. The making of
the amendments in this Amendment No. 1 does not imply any obligation or
agreement by the Lender to make any other amendment, waiver, modification or
consent as to any matter on any subsequent occasion.

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         (b) Governing Law. This Amendment No. 1 is intended to take effect as a
sealed instrument and shall be deemed to be a contract under the laws of the
Commonwealth of Massachusetts. This Amendment No. 1 and the rights and
obligations of each of the parties hereto are contracts under the laws of the
Commonwealth of Massachusetts and shall for all purposes be construed in
accordance with and governed by the laws of such Commonwealth (without regard to
conflicts of law rules).

         (c) Binding Effect; Assignment. This Amendment No. 1 shall be binding
upon and inure to the benefit of each of the parties hereto and their respective
successors and assigns.

         (d) Counterparts. This Amendment No. 1 may be executed in any number of
counterparts, but all such counterparts shall together constitute but one and
the same agreement. In making proof of this Amendment No. 1, it shall not be
necessary to produce or account for more than one counterpart hereof signed by
each of the parties hereto.

         (e) Conflict with Other Agreements. If any of the terms of this
Amendment No. 1 shall conflict in any respect with any of the terms of any of
the Loan Documents, the terms of this Amendment No. 1 shall be controlling.

         (f) Conditions Precedent. The obligation of the Lender to make the
foregoing amendments to the Loan Agreement is subject to (i) the Lender having
received an executed original counterpart of this Amendment No. 1, duly executed
and delivered by the Borrower, and (ii) the Lender having signed this Amendment
No. 1.