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EXHIBIT 99.1

FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT

This Fourth Amendment to Amended and Restated Credit Agreement (herein,
the Amendment") is made as of June      , 2003, by and among Morton Industrial
Group, Inc., a Georgia corporation (the Borrower"), the Lenders party to the
Credit Agreement hereinafter identified and defined, and Harris Trust and
Savings Bank, as Agent for the Lenders (in such capacity, the Agent").

RECITALS

A.     The Lenders currently extend credit to the Borrower on the terms and
conditions set forth in that certain Amended and Restated Credit Agreement
dated as of February 25, 2002, as amended, by and among the Borrower, the
Guarantors, the Lenders, and the Agent (the Credit Agreement"). All
capitalized terms used herein without definition shall have the same meanings
herein as such terms have in the Credit Agreement.

B.     The Borrower has requested that the Lenders consent to the sale by
Mid-Central Plastics, Inc. (Mid-Central") to Innovative Injection
Technologies, Inc. (the Buyer") of substantially all of its assets, including
without limitation its right, title and interest in and to its real property
and associated improvements and certain personal property associated therewith
located at 2360 Grand Avenue, West Des Moines, Iowa (the Mid-Central Sale"),
and the Lenders are willing to consent to such sale, all on the terms and
conditions herein set forth.

C.     The Borrower has requested that the Lenders make certain other changes
to terms and conditions of the Credit Agreement, and the Lenders are willing to
agree to such changes, all on the terms and conditions herein set forth.

NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:

SECTION 1. AMENDMENTS.

Subject to the satisfaction of the conditions precedent set forth in
Section 3 below, the Credit Agreement shall be and hereby is amended as
follows:

1.1. A new Section 3.3(e) is hereby added to the Credit Agreement, reading
in its entirety as follows:



| |                                                                                                                                                                                                                                                                                                                                                                          
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (e) Mid-Central Notes.On the date of any
receipt by Mid-Central, the Borrower or any other
Subsidiary of the Borrower of any principal payment on
the Mid-Central Notes, the Borrower will immediately
make a mandatory prepayment in an amount equal to 100%
of such principal payment received, such prepayment to
be allocated to the Term Loans until repaid in full,





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| |                                                                                      
| | -------------------------------------------------------------------------------------
| | and then to prepay the Revolving Loans and prefund any
outstanding Letters of Credit.

1.2. Section 5.1 of the Credit Agreement is hereby amended by adding a new
definition of Fourth Amendmentthereto in its appropriate order in the
alphabetical sequence, such definition to read in its entirety as follows:



| |                                                                                                                                                                                                         
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Fourth Amendmentmeans that certain Fourth Amendment
to Amended and Restated Credit Agreement dated as of June
     , 2003 among the Borrower, the Lenders and Harris Trust
and Savings Bank, as Agent.

1.3. Section 5.1 of the Credit Agreement is hereby amended by adding a new
definition of Fourth Amendment Effective Datethereto in its appropriate
order in the alphabetical sequence, such definition to read in its entirety as
follows:



| |                                                                                                                         
| | ------------------------------------------------------------------------------------------------------------------------
| | Fourth Amendment Effective Datemeans the date upon
which the Fourth Amendment becomes effective pursuant to its
terms.

1.4. Section 5.1 of the Credit Agreement is hereby amended by adding a new
definition of Mid-Central Salethereto in its appropriate order in the
alphabetical sequence, such definition to read in its entirety as follows:



| |                                                                     
| | --------------------------------------------------------------------
| | Mid-Central Saleis used herein as defined in the
Fourth Amendment.

1.5. Section 5.1 of the Credit Agreement is hereby amended by adding a new
definition of Mid-Central Notesthereto in its appropriate order in the
alphabetical sequence, such definition to read in its entirety as follows:



| |                                                                                                                                                                                                                                                                                                                                                                                          
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Mid-Central Notesmeans those certain promissory
notes received by Mid-Central as partial consideration for
the Mid-Central Sale, including without limitation the Three
Month Note, the Six Month Note and the Subordinated Note as
defined in the asset purchase agreement for the Mid-Central
Sale, all of which are subject to the terms of the Wells
Fargo Subordination Agreement.

1.6. Section 5.1 of the Credit Agreement is hereby amended by adding a new
definition of Wells Fargo Subordination Agreementthereto in its appropriate
order in the alphabetical sequence, such definition to read in its entirety as
follows:



| |                                                                                                                                                                                                                                                                                                                            
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Wells Fargo Subordination Agreementmeans that
certain Subordination Agreement dated as of June 20, 2003
made by the Borrower for the benefit of Wells Fargo Business
Credit, Inc. (Wells Fargo") and relating to the Mid-Central
Notes, in the form delivered to the Agent prior to the
Fourth Amendment Effective Date.

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1.7. The definition of Other Asset Valueset forth in Section 5.1 of the
Credit Agreement is hereby amended and restated to read in its entirety as
follows:



| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Other Asset Valuemeans, from and after the Fourth
Amendment Effective Date, $2,121,000, providedthat such
Other Asset Value shall be further reduced (but not below
$0), effective 45 days after the end of each of the first
three fiscal quarters of each fiscal year of the Borrower
and 90 days after the end of the fourth fiscal quarter of
each fiscal year of the Borrower, by 50% of the amount by
which EBITDA for such fiscal quarter exceeds the projected
EBITDA for such fiscal quarter as identified in the Approved
Base Case.

1.8. The definition of Revolving Credit Commitmentsset forth in Section
5.1 of the Credit Agreement is hereby amended and restated to read in its
entirety as follows:



| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Revolving Credit Commitmentsshall mean the
commitments of each Lender to extend credit under the
Revolving Credit in the aggregate amount of $18,800,000 for
all the Lenders (each Lenders share of the total Revolving
Credit Commitments to be in the amount and percentage set
forth opposite such Lenders name on Schedule 1 to the
Fourth Amendment and, if applicable, opposite such Lenders
signature on the relevant Assignment Agreement delivered
pursuant to Section 12.15 hereof) (subject to the paragraph
immediately following).
|
| | All increases or reductions in the Revolving Credit
Commitments shall increase or decrease the Revolving Credit
Commitments of the Lenders pro rata in accordance with their
Revolver Percentages.                                                                                                                                                                                                                                                                                                                                                  

1.9. Section 8.10 of the Credit Agreement is hereby amended and restated
to read in its entirety as follows:



| |                                                                                                                                                                                                                                                                                                                                                                                                                   
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Section 8.10. Capital Expenditures. The Borrower will
not, nor will it permit any Subsidiary to, expend or
(without duplication) become obligated to expend, in each
case for Capital Expenditures aggregating for the Borrower
and its Subsidiaries (taken together) in excess of
$3,500,000 during fiscal 2003 and $1,000,000 during the
period from January 1, 2004 through and including the
Termination Date.

1.10. A new Section 8.32 is hereby added to the Credit Agreement
immediately following the existing Section 8.31, reading in its entirety as
follows:



| |                                                                                                                                                                                                                                                                                                                                            
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Section 8.32. Mid-Central Debt. The Borrower will not,
nor will it permit Mid-Central or any other Subsidiary to,
amend or modify any of the terms or provisions of, or agree
to defer or forgive any payments otherwise due under, any of
the Mid-Central Notes, except to the extent required by the
Wells Fargo Subordination Agreement.

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SECTION 2. CONSENT AND WAIVER.

The Lenders hereby consent to the Mid-Central Sale and waive any term or
provision of the Credit Agreement or any other Loan Document which would
otherwise be violated thereby, providedthat it is a condition to the Lenders
consent hereunder that (i) the Mid-Central Sale occurs concurrently with the
effectiveness of this Amendment on the terms and conditions set forth in the
draft of that certain Asset Purchase Agreement dated as of May 29, 2003 between
Mid-Central and the Buyer delivered to the Agent on or about      , 2003,
without any amendment to the terms set forth therein or any material waiver of
the conditions set forth therein except as otherwise agreed by the Required
Lenders, and (ii) not less than $3,500,000 of the net cash proceeds received by
Mid-Central as a result of the Mid-Central Sale are distributed by Mid-Central
to the Borrower and then paid by the Borrower to the Agent as a principal
payment on the Revolving Loans. The Lenders agree that the net cash proceeds
received pursuant to the preceding sentence will be applied as a prepayment on
the Revolving Loans notwithstanding any contrary provision of Section 3.3(c) of
the Credit Agreement regarding the application of such proceeds. Upon the
closing of the Mid-Central Sale, the receipt by the Agent of the net cash
proceeds described in this Section 2 and the satisfaction of the other
conditions set forth in Section 3 hereof, the Agent will and is hereby directed
by the Lenders to deliver appropriate mortgage releases and UCC partial
releases and such other documents and instruments as may be necessary to
release its security interest in the property sold pursuant to the Mid-Central
Sale.

SECTION 3. CONDITIONS PRECEDENT.

The effectiveness of this Amendment is subject to the satisfaction of all
of the following conditions precedent:

3.1. The Borrower, the Agent, and the Lenders shall have executed and
delivered this Amendment, and the Guarantors shall have executed and delivered
their consent to this Amendment in the space provided for that purpose below.

3.2. Legal matters incident to this Amendment shall be satisfactory to the
Agent and the Lenders and their counsel.

3.3. The Borrower shall have paid all fees and expenses of counsel to the
Agent with respect to the preparation of this Amendment as well as any prior
fees and charges of counsel to the Agent incurred prior to the date hereof
which remain outstanding and unpaid.

3.4. The Mid-Central Sale shall occur concurrently with the effectiveness
of this Amendment and in compliance with the terms of Section 2 hereof and the
Agent shall have received a cash payment on the Loans from the cash proceeds
thereof in an amount not less than $3,500,000.

3.5. The Borrower shall cause to be delivered to the Agent the originals
of each of the Mid-Central Notes (as defined in Section 1.5 hereof), together
with an allonge for each endorsing the same to the Agent as a pledge of
collateral under and pursuant to the terms of the Security Agreement.

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SECTION 4. REPRESENTATIONS.

In order to induce the Lenders to execute and deliver this Amendment, the
Borrower hereby represents to the Lenders that as of the date hereof, and after
giving effect to this Amendment, (a) the representations and warranties set
forth in Section 6 of the Credit Agreement are and shall be and remain true and
correct in all material respects (except that for purposes of this paragraph
the representations contained in Section 6.4 shall be deemed to refer to the
most recent financial statements of the Borrower delivered to the Lenders) and
(b) the Borrower is in full compliance with all of the terms and conditions of
the Credit Agreement after giving effect to this Amendment and no Default or
Event of Default has occurred and is continuing under the Credit Agreement or
shall result after giving effect to this Amendment.

SECTION 5. RELEASE OF CLAIMS.

TO INDUCE THE LENDERS AND THE AGENT TO ENTER INTO THIS AMENDMENT, THE
BORROWER AND THE GUARANTORS HEREBY RELEASE, ACQUIT, AND FOREVER DISCHARGE THE
LENDERS, THE AGENT AND THEIR AFFILIATES AND THEIR RESPECTIVE OFFICERS,
DIRECTORS, AGENTS, ATTORNEYS, ADVISORS, CONSULTANTS, EMPLOYEES, SUCCESSORS AND
ASSIGNS, FROM ALL LIABILITIES, CLAIMS, DEMANDS, ACTIONS, AND CAUSES OF ACTION
OF ANY KIND (IF THERE ARE ANY), WHETHER ABSOLUTE OR CONTINGENT, DUE OR TO
BECOME DUE, DISPUTED OR UNDISPUTED, AT LAW OR IN EQUITY, THAT THEY NOW HAVE OR
EVER HAD AGAINST THE LENDERS, THE AGENT AND THE OTHER PARTIES IDENTIFIED ABOVE,
OR ANY ONE OR MORE OF THEM INDIVIDUALLY, UNDER OR IN CONNECTION WITH THE CREDIT
AGREEMENT OR ANY OF THE OTHER LOAN DOCUMENTS.

SECTION 6. MISCELLANEOUS.

6.1. The Borrower has heretofore executed and delivered to the Agent and
the Lenders certain of the Collateral Documents. The Borrower hereby
acknowledges and agrees that, notwithstanding the execution and delivery of
this Amendment, the Collateral Documents remain in full force and effect and
the rights and remedies of the Agent and the Lenders thereunder, the
obligations of the Borrower thereunder, and the liens and security interests
created and provided for thereunder remain in full force and effect and shall
not be affected, impaired, or discharged hereby, except to the extent that the
liens of the Agent on the property sold in the Mid-Central Sale are released in
accordance with the terms hereof. Nothing herein contained shall in any manner
affect or impair the priority of the liens and security interests created and
provided for by the Collateral Documents as to the indebtedness which would be
secured thereby prior to giving effect to this Amendment.

6.2. Except as specifically amended herein or waived hereby, the Credit
Agreement shall continue in full force and effect in accordance with its
original terms. Reference to this specific Amendment need not be made in the
Credit Agreement, the Notes, or any other instrument or document executed in
connection therewith, or in any certificate, letter or communication issued or
made pursuant to or with respect to the Credit Agreement, any reference in any
of such items to the Credit Agreement being sufficient to refer to the Credit
Agreement as amended hereby.

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6.3. The Borrower agrees to pay all reasonable out-of-pocket costs and
expenses incurred by the Agent and the Lenders in connection with the
preparation, execution and delivery of this Amendment and the documents and
transactions contemplated hereby, including the reasonable fees and expenses of
counsel for the Agent with respect to the foregoing.

6.4. This Amendment may be executed in any number of counterparts, and by
the different parties on different counterpart signature pages, all of which
taken together shall constitute one and the same agreement. Any of the parties
hereto may execute this Amendment by signing any such counterpart and each of
such counterparts shall for all purposes be deemed to be an original. This
Amendment shall be governed by the internal laws of the State of Illinois.

[SIGNATURE PAGES TO FOLLOW]

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This Fourth Amendment to Amended and Restated Credit Agreement is entered
into by the parties hereto as of the date and year first above written.

| |  |                                                           |  |       |  | 
| |  | --------------------------------------------------------- |  | ----- |  | 
| |  | MORTON INDUSTRIAL GROUP, INC.                            
| |  |                                                           |  |       |  | 
| |  | By                                                        |  |       |  | 
| |  |                                                           |  | Name  |  | 
| |  |                                                           |  |       |  | 
| |  |                                                           |  | Title |  | 
| |  |                                                           |  |       |  | 
| |  |                                                           |  |       |  | 
| |  | Accepted and agreed to.                                  
| |  |                                                           |  |       |  | 
| |  | HARRIS TRUST AND SAVINGS BANK                            
| |  |                                                           |  |       |  | 
| |  | By                                                        |  |       |  | 
| |  |                                                           |  | Name  |  | 
| |  |                                                           |  |       |  | 
| |  |                                                           |  | Title |  | 
| |  |                                                           |  |       |  | 
| |  |                                                           |  |       |  | 
| |  | BRANCH BANKING & TRUST CO.                               
| |  |                                                           |  |       |  | 
| |  | By                                                        |  |       |  | 
| |  |                                                           |  | Name  |  | 
| |  |                                                           |  |       |  | 
| |  |                                                           |  | Title |  | 
| |  |                                                           |  |       |  | 
| |  |                                                           |  |       |  | 
| |  | U.S. BANK NATIONAL ASSOCIATION
  f/k/a Firstar Bank, N.A.
| |  |                                                           |  |       |  | 
| |  | By                                                        |  |       |  | 
| |  |                                                           |  | Name  |  | 
| |  |                                                           |  |       |  | 
| |  |                                                           |  | Title |  | 
| |  |                                                           |  |       |  | 
| |  |                                                           |  |       |  | 
| |  | LASALLE BANK NATIONAL ASSOCIATION                        
| |  |                                                           |  |       |  | 
| |  | By                                                        |  |       |  | 
| |  |                                                           |  | Name  |  | 
| |  |                                                           |  |       |  | 
| |  |                                                           |  | Title |  | 
| |  |                                                           |  |       |  | 
| |  |                                                           |  |       |  | 
| |  | NATIONAL CITY BANK                                       
| |  |                                                           |  |       |  | 
| |  | By                                                        |  |       |  | 
| |  |                                                           |  | Name  |  | 
| |  |                                                           |  |       |  | 
| |  |                                                           |  | Title |  | 
| |  |                                                           |  |       |  | 

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GUARANTORS ACKNOWLEDGEMENT AND CONSENT

Each of the undersigned hereby acknowledges and agrees that it is a
Guarantor under the terms of Section 11 of the Credit Agreement and, as such
has executed and delivered certain Collateral Documents pursuant to the Credit
Agreement. The undersigned hereby consent to the Fourth Amendment to Amended
and Restated Credit Agreement as set forth above and agree to the terms
thereof, including, without limitation, Section 5 thereof, and the undersigned
hereby confirm that their guaranties and the Collateral Documents executed by
them, and all of the obligations of the undersigned thereunder, remain in full
force and effect. The undersigned further agree that the consent of the
undersigned to any further amendments to the Credit Agreement shall not be
required as a result of this consent having been obtained. The undersigned
acknowledge the Lenders are relying on this acknowledgement and consent in
entering into the Fourth Amendment to Amended and Restated Credit Agreement
with the Borrower.

| |  |                                                       |  |       |  | 
| |  | ----------------------------------------------------- |  | ----- |  | 
| |  | MORTON METALCRAFT CO.                                
| |  |                                                       |  |       |  | 
| |  | By                                                    |  |       |  | 
| |  |                                                       |  | Name  |  | 
| |  |                                                       |  |       |  | 
| |  |                                                       |  | Title |  | 
| |  |                                                       |  |       |  | 
| |  |                                                       |  |       |  | 
| |  | MORTON METALCRAFT CO. OF NORTH      CAROLINA         
| |  |                                                       |  |       |  | 
| |  | By                                                    |  |       |  | 
| |  |                                                       |  | Name  |  | 
| |  |                                                       |  |       |  | 
| |  |                                                       |  | Title |  | 
| |  |                                                       |  |       |  | 
| |  |                                                       |  |       |  | 
| |  | MORTON METALCRAFT CO. OF SOUTH
              CAROLINA
| |  |                                                       |  |       |  | 
| |  | By                                                    |  |       |  | 
| |  |                                                       |  | Name  |  | 
| |  |                                                       |  |       |  | 
| |  |                                                       |  | Title |  | 
| |  |                                                       |  |       |  | 
| |  |                                                       |  |       |  | 
| |  | MID-CENTRAL PLASTICS, INC.                           
| |  |                                                       |  |       |  | 
| |  | By                                                    |  |       |  | 
| |  |                                                       |  | Name  |  | 
| |  |                                                       |  |       |  | 
| |  |                                                       |  | Title |  | 
| |  |                                                       |  |       |  | 
| |  |                                                       |  |       |  | 





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| |  |                             |  |       |  | 
| |  | --------------------------- |  | ----- |  | 
| |  | B&W METAL FABRICATORS, INC.
| |  |                             |  |       |  | 
| |  | By                          |  |       |  | 
| |  |                             |  | Name  |  | 
| |  |                             |  |       |  | 
| |  |                             |  | Title |  | 
| |  |                             |  |       |  | 

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SCHEDULE 1
TO FOURTH AMENDMENT

REVOLVING CREDIT COMMITMENTS

|                                  |  |            |           |        |  |   |              | 
|--------------------------------- |  | ---------- | --------- | ------ |  | - | ------------ | 
|LENDER                            |  | PERCENTAGE |           | AMOUNT
|                                  |  |            |           |       
|Harris Trust and Savings Bank     |  |            | 41.666667 | %      |  | $ | 7,833,333.34 | 
|Branch Banking & Trust Co.        |  |            | 16.666667 | %      |  | $ | 3,133,333.33 | 
|U.S. Bank National Association    |  |            | 13.888889 | %      |  | $ | 2,611,111.11 | 
|LaSalle Bank National Association |  |            | 16.666667 | %      |  | $ | 3,133,333.33 | 
|National City Bank                |  |            | 11.111111 | %      |  | $ | 2,088,888.89 |