Exhibit 10.81
 FIRST AMENDMENT AND WAIVER TO CREDIT AND GUARANTY AGREEMENT
 First Amendment , Borrower Holdings Required Lenders
 RECITALS
 Credit Agreement
 Extension
    1)
    
    Amendment to Section 5.01(h).
  Financial Plan Financial Plan




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2)
    
    Limited Waiver.The Required Lenders hereby waive any Default which may exist under Section
5.01(h) of the Credit Agreement, such Waiver to be effective solely for the period commencing
January 30, 2009 and ending on the Amendment Effective Date (as defined below). The waiver
granted pursuant to this paragraph 2 shall be limited precisely as written, and shall not
extend to any Default under any other provision of the Credit Agreement or to any Default
under Section 5.01(h) of the Credit Agreement which may exist after the Amendment Effective
Date.
 3)
    
    Representations of Holdings and the Borrower.Each of Holdings and the Borrower represents
and warrants that, after giving effect to the waiver set forth in paragraph 2, (i) the
representations and warranties of the Credit Parties set forth in Article 4 of the Credit
Agreement will be true and correct in all material respects on and as of the Amendment
Effective Date, except to the extent such representations and warranties specifically relate
to an earlier date, in which case such representations and warranties will be true and correct
in all material respects on and as of such earlier date and (ii) no Default or Event of
Default will have occurred and be continuing on the Amendment Effective Date.
 4)
    
    Effectiveness.This First Amendment shall become effective on the date when the following
conditions are met (the Amendment Effective Date):
 i)
    
    the Administrative Agent shall have received from each of Holdings, the
Borrower and the Required Lenders a counterpart hereof signed by such party or
facsimile or other written confirmation (in form satisfactory to the Administrative
Agent) that such party has signed a counterpart hereof; andii)
    
    The Borrower shall have paid or reimbursed the Administrative Agent for all
out-of-pocket costs and expenses (including, without limitation, the fees, charges and
disbursements of counsel for the Administrative Agent) incurred in connection with the
preparation of this First Amendment, to the extent invoiced to the Administrative Agent
or the Borrower prior to the Amendment Effective Date.




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5)
    
    Miscellaneous.
 i)
    
    On and after the date hereof, each reference in the Credit Agreement to
hereunder, hereof, herein or words of like import referring to the Credit
Agreement, and each reference in any other Credit Document to the Credit Agreement,
thereunder, thereof or words of like import referring to the Credit Agreement
shall mean and be a reference to the Credit Agreement as amended by this First
Amendment.
 ii)
    
    Except as specifically amended by this First Amendment, the Credit Agreement
and the other Credit Documents shall remain in full force and effect.iii)
    
    Except to the extent specifically set forth in paragraph 2 hereof, the
execution, delivery and performance of this Amendment shall not constitute a waiver of
any provision of, or operate as a waiver of any right, power or remedy of any Agent or
Lender under the Credit Agreement or any other Credit Document.iv)
    
    Section headings used herein are for convenience of reference only, are not
part of this First Amendment and shall not affect the constructions of, or be taken
into consideration in interpreting, this First Amendment.v)
    
    This First Amendment shall be construed in accordance with and governed by the
law of the State of New York.vi)
    
    This First Amendment may be executed in counterparts (and by different parties
hereto on different counterparts), each of which shall constitute an original, but all
of which when taken together shall constitute a single contract.




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AMERICAN REPROGRAPHICS COMPANY, L.L.C.By:
    /s/ JONATHAN R. MATHERName:
    Jonathan R. MatherTitle:
    Chief Financial OfficerAMERICAN REPROGRAPHICS COMPANYBy:
    /s/ JONATHAN R. MATHERName:
    Jonathan R. MatherTitle:
    Chief Financial Officer




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REQUIRED LENDERS:
 JPMORGAN CHASE BANK, N.A.By:
    /s/ ANTHONY W. WHITEName:
    Anthony W. WhiteTitle:
    Vice PresidentWACHOVIA BANK, NATIONAL ASSOCIATIONBy:
    /s/ DOUG SLEEPERName:
    Doug SleeperTitle:
    Managing DirectorBANK OF AMERICA, N.A.By:
    /s/ DOUGLAS LIESName:
    Douglas LiesTitle:
    SVP/Sr. Client ManagerWELLS FARGO BANK, N.A.By:
    /s/ KEITH W. ENDERSENName:
    Keith W. EndersenTitle:
    Vice President