Exhibit 4.1

                   SECOND AMENDMENT TO LOAN AGREEMENT AND NOTE


     THIS SECOND  AMENDMENT TO LOAN AGREEMENT AND NOTE (this  "Agreement")  made
and  delivered  this  1st  day  of  August,   2003,  by  and  between  STARCRAFT
CORPORATION,  an Indiana  corporation  (the  "Company")  and  COMERICA  BANK,  a
Michigan banking corporation (the "Bank").

                                   WITNESSETH:

     WHEREAS,  the Company and the Bank entered into that certain Loan Agreement
dated June 28, 2002, as amended by one amendment (the "Loan Agreement");

     WHEREAS,  the  Company  and the Bank  desire to amend the terms of the Loan
Agreement and the Line Note (as defined in the Loan  Agreement)  pursuant to the
terms and conditions set forth below.

     NOW,  THEREFORE,  in  consideration  of the premises  above set forth,  the
covenants,  promises and  agreements  hereinafter  described  and other good and
valuable  consideration,  the  receipt  and  sufficiency  of  which  are  hereby
acknowledged,  the Company and the Bank agree that the Loan Agreement is amended
as follows:

     1.  Sections 1.1 and 1.2 of the Loan  Agreement  are amended to change each
reference to "April 1, 2004" to read "October 1, 2004."

     2. The Line Note is amended to extend the maturity date to October 1, 2004.

     3. All representations,  warranties,  promises,  covenants, or undertakings
expressly  or  impliedly  made by the Company in the Loan  Agreement  are hereby
expressly ratified and confirmed as of the date hereof.

     4. Except to the extent expressly modified by this Agreement, all terms and
conditions of the Loan Agreement shall remain in full force and effect,  and the
Bank reserves unto itself all rights and privileges granted thereunder.

     5. Company  agrees to pay all expenses  incurred by the Bank in  connection
with this  Amendment,  including  but not  limited  to the  costs of the  Bank's
outside legal counsel.

     6. Company hereby waives,  discharges,  and forever  releases Bank,  Bank's
employees, officers, directors, attorneys, stockholders, successors and assigns,
from and of any and all claims, causes of action, allegations or assertions that
Company  has or may have had at any time up through  and  including  the date of
this First  Amendment to Loan  Agreement,  against any or all of the  foregoing,
regardless  of  whether  any such  claims,  causes  of  action,  allegations  or
assertions  are known to Company or whether any such  claims,  causes of action,
allegations  or assertions  arose as a result of Bank's  actions or omissions in
connection with the Loan Agreement, any amendments, extensions, or modifications
thereto, or Bank's administration of the Indebtedness.

     7. This Amendment  shall be effective upon execution  hereof by Company and
Bank and execution by Kelly L. Rose of the attached Acknowledgment.

     IN WITNESS WHEREOF,  the parties hereto have executed this SECOND AMENDMENT
TO LOAN AGREEMENT as of the day and year first above written.

                                   COMERICA BANK


                                   By: /s/ Michael H. Cliff
                                       -----------------------------------------

                                   Its: Vice President
                                        ----------------------------------------

                                   STARCRAFT CORPORATION

                                   By: /s/ Michael H. Schoeffler
                                       -----------------------------------------

                                   Its: President and Chief Operating Officer
                                       -----------------------------------------

                                 ACKNOWLEDGMENT

     The undersigned  executed and delivered to the Bank a Guaranty dated August
1, 2003. The undersigned  acknowledges the foregoing Amendment and confirms that
his obligations under the Guaranty remain in full force and effect subject to no
defense, setoff or counterclaim.

                                             /s/ Kelly L. Rose
                                             -----------------------------------
                                             Kelly L. Rose