Exhibit 4.8

AMENDMENT NO. 3  TO  CREDIT AGREEMENT

THIS AMENDMENT NO. 3 TO CREDIT AGREEMENT("Amendment") is dated as
of May 31, 2002, by and amongWEIDER NUTRITION GROUP, INC., a Utah corporation
("Borrower");DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation f/k/a Bankers Trust
Company (in its individual capacity, hereinafter referred to as "DBTCo") and the other financial institutions signatories hereto as lenders hereunder
(DBTCo and such other financial institutions, together with all other financial institutions from time to time parties to the Credit Agreement referred to herein below as lenders thereunder, each a
"Lender" and, collectively, the "Lenders"); and DBTCo, acting in its capacity as agent (in such
capacity, hereinafter referred to as "Agent") for itself and the other Lenders. Capitalized terms used herein but not otherwise defined herein shall
have the respective meanings assigned to such terms in the Credit Agreement.

WITNESSETH:

WHEREAS,Borrower, Agent and Lenders have entered into that certain Credit Agreement dated as of June 30,
2000, as amended (the "Credit Agreement"), pursuant to which Lenders have agreed to make certain loans and other financial accommodations to or for the
account of Borrower; and

WHEREAS, Borrower, Agent and Lenders have agreed to further amend the Credit Agreement, on the terms and subject to the conditions set
forth herein;

NOW, THEREFORE,in consideration of the premises set forth above, the terms and conditions contained herein, and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the respective parties hereto hereby agree as follows:

1.Certain Waivers.Effective upon satisfaction of the conditions precedent set forth in Section 2below, and in reliance upon the representations and warranties of Borrower set forth herein and in the other Credit Documents, Agent
and Lenders hereby agree as follows:



2.Amendment to Credit Agreement.Effective upon satisfaction of the conditions
precedent set forth inSection 2below, and in reliance upon the representations and warranties of Borrower set forth herein and in the other
Credit Documents, the Credit Agreement is hereby amended as follows:



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3.Conditions Precedent.This Amendment shall become effective as of the date hereof
upon satisfaction in full of each of the following conditions:



2

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4.Representations, Warranties and Covenants.



5.Reference to and Effect on the Credit Agreement and the Other Credit Documents.



3

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6.Governing Law.THE VALIDITY, INTERPRETATION AND ENFORCEMENT
OF THIS AMENDMENT SHALL, PURSUANT TO NEW YORK GENERAL OBLIGATIONS LAW SECTION 5-1401, BE GOVERNED BY THE INTERNAL LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO CONFLICT OF LAW
PRINCIPLES.

7.Headings.Section headings in this Amendment are included herein for convenience of
reference only and shall not constitute a part of this Amendment for any other purpose.

8.Counterparts.This Amendment may be executed or otherwise authenticated in any number
of counterparts and by the different parties hereto in separate counterparts, each of which when so executed and delivered shall be an original, but all of which shall together constitute one and the
same instrument. Any such counterpart which may be delivered by facsimile, email or similar electronic transmission shall be deemed the equivalent of an originally signed counterpart and shall be
fully admissible in any enforcement proceedings regarding this Amendment.

-Remainder of Page Intentionally Left Blank-[Signature Pages Follow-]

4

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IN WITNESS WHEREOF,the parties hereto have caused this Amendment to be duly executed and delivered by their proper and duly authorized
officers as of the date first set forth above.

| |  | BORROWER:                                                                            
| |  | -------------------------------------------------------------------------------------
| |  |                                                                                      
| |  | WEIDER NUTRITION GROUP, INC.,a Utah corporation                                      
| |  |                                                                                      
| |  | By:                                                                                  
| |  | Name:                                                                                
| |  | Title:                                                                               
| |  |                                                                                      
| |  | AGENT AND LENDER:                                                                    
| |  |                                                                                      
| |  | DEUTSCHE BANK TRUST COMPANY AMERICAS,in its respective capacities as Agent and Lender
| |  |                                                                                      
| |  | By:                                                                                  
| |  | Name:                                                                                
| |  | Title:                                                                               

5

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| |  | LENDER:                          
| |  | ---------------------------------
| |  |                                  
| |  | DIME COMMERCIAL CORP.            
| |  |                                  
| |  | By:                              
| |  | Name:                            
| |  | Title:                           
| |  |                                  
| |  | LENDER:                          
| |  |                                  
| |  | KEY BANK NATIONAL ASSOCIATION    
| |  |                                  
| |  | By:                              
| |  | Name:                            
| |  | Title:                           
| |  |                                  
| |  | LENDER:                          
| |  |                                  
| |  | LASALLE BANK NATIONAL ASSOCIATION
| |  |                                  
| |  | By:                              
| |  | Name:                            
| |  | Title:                           
| |  |                                  
| |  | LENDER:                          
| |  |                                  
| |  | US BANK NATIONAL ASSOCIATION     
| |  |                                  
| |  | By:                              
| |  | Name:                            
| |  | Title:                           
| |  |                                  
| |  | LENDER:                          
| |  |                                  
| |  | ZIONS FIRST NATIONAL BANK        
| |  |                                  
| |  | By:                              
| |  | Name:                            
| |  | Title:                           

6

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EXHIBIT A  TO  AMENDMENT NO. 3 TO CREDIT AGREEMENT  DATED AS OF MAY 31, 2002

AMENDED ANNEX I TO CREDIT AGREEMENT

Attached.

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ANNEX I  TO  CREDIT AGREEMENT  DATED AS OF JUNE 30, 2000

LENDERS; COMMITMENTS; LENDING OFFICES

1.    DEUTSCHE BANK TRUST COMPANY AMERICAS:



Revolving Loan Commitment:

$
13,333,333.33Term Loan Commitment:

$
4,694,666.67Aggregate Commitment:

$
18,028,000.00




Revolving Loan Commitment:

$
10,000,000.00Term Loan Commitment:

$
2,472,444.44Aggregate Commitment:

$
12,472,444.44




2.    DIME COMMERCIAL CORP.:



Revolving Loan Commitment:

$
10,000,000.00Term Loan Commitment:

$
3,521,000.00Aggregate Commitment:

$
13,521,000.00




Revolving Loan Commitment:

$
7,500,000.00Term Loan Commitment:

$
1,854,333.33Aggregate Commitment:

$
9,354,333.33




3.    KEY BANK NATIONAL ASSOCIATION:



Revolving Loan Commitment:

$
10,000,000.00Term Loan Commitment:

$
3,521,000.00Aggregate Commitment:

$
13,521,000.00




Revolving Loan Commitment:

$
7,500,000.00Term Loan Commitment:

$
1,854,333.33Aggregate Commitment:

$
9,354,333.33


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4.    LASALLE BANK NATIONAL ASSOCIATION:



Revolving Loan Commitment:

$
10,000,000.00Term Loan Commitment:

$
3,521,000.00Aggregate Commitment:

$
13,521,000.00




Revolving Loan Commitment:

$
7,500,000.00Term Loan Commitment:

$
1,854,333.33Aggregate Commitment:

$
9,354,333.33




5.    US BANK NATIONAL ASSOCIATION



Revolving Loan Commitment:

$
6,666,666.67Term Loan Commitment:

$
2,347,333.33Aggregate Commitment:

$
9,014,000.00




Revolving Loan Commitment:

$
5,000,000.00Term Loan Commitment:

$
1,236,222.22Aggregate Commitment:

$
6,236,222.22




6.    ZIONS FIRST NATIONAL BANK:



Revolving Loan Commitment:

$
10,000,000.00Term Loan Commitment:

$
3,521,000.00Aggregate Commitment:

$
13,521,000.00




Revolving Loan Commitment:

$
7,500,000.00Term Loan Commitment:

$
1,854,333.33Aggregate Commitment:

$
9,354,333.33




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ACKNOWLEDGMENT

Reference is hereby made to that certain Subordination Agreement dated as of June 30, 2000 (the"Subordination
Agreement"), executed by the undersigned,WYNNCHURCH CAPITAL PARTNERS, L.P., a Delaware limited partnership, and WYNNCHURCH CAPITAL PARTNERS CANADA,
L.P., an Alberta limited partnership (collectively, the "Subordinated
Holders"), in favor ofDEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation f/k/a Bankers Trust Company, acting
in its capacity as Agent for the Lenders from time to time under the Credit Agreement referred to in the foregoing Amendment No. 3 to Credit Agreement (the
"Amendment").

Each
Subordinated Holder hereby acknowledges(i)receipt of a copy of the Amendment and (ii)that the terms and provisions thereof do not affect in any way the
obligations and liabilities of such Subordinated Holder under the Subordination
Agreement or any of the other Credit Documents, all of which obligations and liabilities remain in full force and effect and each of which is hereby reaffirmed.

| |  | WYNNCHURCH CAPITAL PARTNERS, L.P.       
| |  | ----------------------------------------
| |  |                                         
| |  | By:                                     
| |  | Its:                                    
| |  |                                         
| |  |                                         
| |  |                                         
| |  |                                         
| |  |                                         
| |  |                                         
| |  |                                         
| |  | WYNNCHURCH CAPITAL PARTNERS CANADA, L.P.
| |  |                                         
| |  | By:                                     
| |  | Its:                                    
| |  |                                         
| |  |                                         
| |  |                                         
| |  |                                         
| |  |                                         
| |  |                                         

Dated
as of May 31, 2002

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ACKNOWLEDGMENT

Reference is hereby made to that certain Guaranty dated as of June 30, 2000 (the"Guaranty"), executed by
the undersigned,WEIDER NUTRITION INTERNATIONAL, INC.,a Delaware corporation ("WNI"), in favor
ofDEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation f/k/a Bankers Trust Company, acting in its capacity as Agent for the Lenders
from time to time under the Credit Agreement referred to in the foregoing Amendment No. 3 to Credit Agreement (the "Amendment").

WNI
hereby acknowledges(i)receipt of a copy of the Amendment and(ii)that the terms and
provisions thereof do not affect in any way the obligations and liabilities of WNI under the Guaranty or any of the other Credit Documents, all of which obligations and liabilities remain in full
force and effect and each of which is hereby reaffirmed.

| |  | WEIDER NUTRITION INTERNATIONAL, INC.
| |  | ------------------------------------
| |  |                                     
| |  | By:                                 
| |  | Name:                               
| |  | Title:                              

Dated
as of May 31, 2002

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ACKNOWLEDGMENT

Reference is hereby made to that certain Guaranty dated as of June 30, 2000 (the"Guaranty"), executed by
the undersigned,WNG HOLDINGS (INTERNATIONAL), INC.,a Nevada corporation ("WHI"), in favor of DEUTSCHE BANK TRUST COMPANY
AMERICAS, a New York banking corporation f/k/a Bankers Trust Company, acting in its capacity as Agent for the Lenders from
time to time under the Credit Agreement referred to in the foregoing Amendment No. 3 to Credit Agreement (the "Amendment").

WHI
hereby acknowledges(i)receipt of a copy of the Amendment and(ii)that the terms and
provisions thereof do not affect in any way the obligations and liabilities of WHI under the Guaranty or any of the other Credit Documents, all of which obligations and liabilities remain in full
force and effect and each of which is hereby reaffirmed.

| |  | WNG HOLDINGS (INTERNATIONAL), INC.
| |  | ----------------------------------
| |  |                                   
| |  | By:                               
| |  | Name:                             
| |  | Title:                            

Dated
as of May 31, 2002

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