<PAGE>   1
                                                                 Exhibit 10.13.1

                                                                  EXECUTION COPY



                               AMENDMENT NO. 1 TO
                            AMENDED AND RESTATED LOAN
                        PURCHASE AND SERVICING AGREEMENT


         THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED LOAN PURCHASE AND
SERVICING AGREEMENT, dated as of NOVEMBER 23, 1999 (this "Amendment"), is
entered into by and among FNBNE FUNDING CORP., as the Seller, FIRST
INTERNATIONAL BANK (f/k/a First National Bank of New England), certain
INVESTORS, VARIABLE FUNDING CAPITAL CORPORATION ("VFCC"), as a Purchaser, FIRST
UNION SECURITIES, INC. (successor-in-interest to First Union Capital Markets
Corp.), as the Deal Agent, FIRST UNION NATIONAL BANK, as the Liquidity Agent,
and HSBC BANK USA, as the Collateral Custodian and Backup Servicer. Capitalized
terms used but not otherwise defined herein shall have the meanings given to
such terms in the Agreement (as defined below).

         WHEREAS, the parties hereto entered into that certain Amended and
Restated Loan Purchase and Servicing Agreement, dated as of September 24, 1999
(the "Agreement");

         WHEREAS, the parties hereto desire to amend the Agreement in certain
respects as provided herein;

         NOW, THEREFORE, in consideration of the premises and other mutual
covenants contained herein, the parties hereto agree as follows:

         SECTION 1.        AMENDMENTS.

         (a) The definition of "Commitment Termination Date" set forth in
Section 1.1 of the Agreement is hereby amended and restated as follows:

                  "Commitment Termination Date: November 15, 2002 or such later
                  date to which the Commitment Termination Date may be extended
                  (if extended) in the sole discretion of VFCC and each Investor
                  in accordance with the Terms of Section 2.1(b)."

         (b) Section 1.1 of the Agreement is hereby amended by adding the
following defined term:

                  "Permitted Securitization Transaction: Any (a) financing
                  transaction undertaken by the Seller or an Affiliate of the
                  Seller that is secured, directly or indirectly, by the Assets
                  or any portion thereof or any interest therein, and (b) any
                  securitization, including any sale, lease, whole loan sale,
                  asset securitization,
<PAGE>   2
                  secured loan or other transfer, to the extent approved in
                  writing by the Deal Agent in its sole discretion."

         (c) The definition of "Purchase Limit" set forth in Section 1.1 of the
Agreement is hereby amended and restated in its entirety as follows:

                  "Purchase Limit: At any time $95,000,000, on or after the
                  Termination Date, the "Purchase Limit" shall mean the
                  aggregate outstanding Capital."

         (d) Section 1.1 of the Agreement is hereby amended by adding the
following defined term:

                  "Servicer's Put Option Date Certificate: A certificate
                  delivered by the Servicer pursuant to Section 2.17(a) in the
                  form of Exhibit M hereto."

         (e) Article II of the Agreement is hereby amended to add the following
new Section 2.17:

                  "SECTION 2.17     PUT OPTION.

                  (a) The Seller hereby grants to the Deal Agent, on behalf of
                  the Purchasers, the option (the "Put Option") to require the
                  Seller to prepay all or a portion of the aggregate Capital in
                  connection with the sale and assignment to the Seller by the
                  Deal Agent, on behalf of the Purchasers, of the Assets,
                  subject to the following terms and conditions:

                           (i) The Deal Agent, on behalf of the Purchasers,
                  shall have given the Seller at least fifteen (15) days prior
                  written notice of its intention to exercise its Put Option.
                  Such notice shall specify the portion of the aggregate Capital
                  for which the Put Option is being exercised and shall set for
                  closing a date (the "Put Option Purchase Date"), which is not
                  less than fifteen (15) nor more than ninety (90) days after
                  the date such notice is sent. The Deal Agent, on behalf of the
                  Purchasers, may rescind such notice, without liability of any
                  kind, at any time prior to the Put Option Purchase Date by
                  giving written notice thereof to the Seller;

                           (ii) Any Put Option shall be exercised solely in
                  connection with a Permitted Securitization Transaction;

                           (iii) No portion of the proceeds used by the Seller
                  to prepay Capital on a Put Option Purchase Date shall be
                  realized from the Seller's sale or assignment of Assets back
                  to the Originator on such date;

                           (iv) Unless a Put Option Purchase Date is a Payment
                  Date (in which case the relevant calculations with respect to
                  such Put Option shall be reflected on the applicable Monthly
                  Report), the Servicer shall deliver to the Deal Agent a
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                  Servicer's Put Option Purchase Date Certificate, together with
                  evidence to the reasonable satisfaction of the Deal Agent
                  (which evidence may consist solely of the Servicer's Put
                  Option Purchase Date Certificate) that the Seller shall have
                  sufficient funds on the related Put Option Purchase Date to
                  effect the contemplated Put Option in accordance with this
                  Agreement. In effecting a Put Option, the Seller may use the
                  proceeds of sales of the Assets (which sales must be made in
                  arm's-length transactions to Persons other than the
                  Originator);

                           (v) After giving effect to the prepayment of Capital
                  pursuant to the exercise of the Put Option and the assignment
                  to the Seller of the Assets on any Put Option Purchase Date,
                  (x) the remaining aggregate Capital shall be less than or
                  equal to the lesser of the Capital Limit and the Purchase
                  Limit, (y) the representations and warranties contained in
                  Section 4.1 and Section 4.2 hereof shall continue to be
                  correct in all material respects, except to the extent
                  relating to an earlier date, and (z) neither an Early
                  Amortization Event nor an event that, with the giving of
                  notice of the lapse of time, or both, would become an Early
                  Amortization Event, shall have resulted.

                           (vi) On the related Put Option Purchase Date, the
                  Deal Agent shall have received, for the benefit of the
                  Purchasers and the Hedge Counterparties, as applicable, in
                  immediately available funds, an amount equal to the sum of (i)
                  the portion of the aggregate Capital to be prepaid plus (ii)
                  an amount equal to all unpaid Yield to the extent reasonably
                  determined by the Deal Agent to be attributable to that
                  portion of the aggregate Capital to be paid in connection with
                  the Put Option plus (iii) an aggregate amount equal to the sum
                  of all other amounts due and owing to the Deal Agent, the
                  Purchasers and the Hedge Counterparties, as applicable, under
                  this Agreement and the other Transaction Documents, to the
                  extent accrued to such date and to accrue thereafter
                  (including, without limitation, Breakage Costs and Hedge
                  Breakage Costs).

                           (vii) On or prior to each Put Option Purchase Date,
                  the Deal Agent shall designate the Assets to be sold and
                  assigned to the Seller.

                  (b) In connection with any Put Option that does not constitute
                  a prepayment in full of the outstanding aggregate Capital,
                  then, following receipt by the Deal Agent of the amounts
                  referred to in clause (v) above, there shall be sold and
                  assigned to the Seller all of the right, title and interest of
                  the Deal Agent in, to and under the portion of the Assets so
                  retransferred and such portion of the Assets so retransferred
                  shall be released from the Lien of this Agreement (subject to
                  the requirements of clause (iv) above).

                  (c) The Seller hereby agrees to pay the reasonable legal fees
                  and expenses of the Deal Agent, the Purchasers and the Hedge
                  Counterparties in connection with any Put Option (including,
                  but not limited to, expenses incurred in connection with the
                  release of the Lien of the Deal Agent, the Purchasers, the
                  Hedge
<PAGE>   4
                  Counterparties and any other party having such an interest in
                  the Assets in connection with such Put Option).

                  (d) In connection with any Put Option, on the related Put
                  Option Purchase Date, the Deal Agent, on behalf of the
                  Purchasers and the Hedge Counterparties, shall, at the expense
                  of the Seller (i) execute such instruments of release with
                  respect to the portion of the Assets to be retransferred to
                  the Seller, in recordable form if necessary, in favor of the
                  Seller as the Seller may reasonably request, (ii) deliver any
                  portion of the Assets to be retransferred to the Seller in its
                  possession to the Seller and (iii) otherwise take such
                  actions, and cause or permit the Collateral Custodian to take
                  such actions, as are necessary and appropriate to release the
                  Lien of the Deal Agent on the portion of the Assets to be
                  retransferred to the Seller and release and deliver to the
                  Seller such portion of the Assets to be retransferred to the
                  Seller."

                  (e) Notwithstanding any other provision of this Section 2.17,
                  the closing of the Put Option may only occur if the Seller
                  obtains the Capital for which the Put Option is being
                  exercised by transferring the applicable Assets in a Permitted
                  Securitization Transaction.

         (g) The amount of the "Commitment" for the Required Investors set forth
         on the signature pages of the Agreement is hereby amended and restated
         to be "$95,000,000."

         SECTION 2. AGREEMENT IN FULL FORCE AND EFFECT AS AMENDED. Except as
specifically amended hereby, the Agreement shall remain in full force and
effect. All references to the Agreement shall be deemed to mean the Agreement as
modified hereby. This Amendment shall not constitute a novation of the
Agreement, but shall constitute an amendment thereof. The parties hereto agree
to be bound by the terms and conditions of the Agreement, as amended by this
Amendment, as though such terms and conditions were set forth herein.

         SECTION 3. REPRESENTATIONS. Each of the Seller and Servicer represent
and warrant as of the date of this Amendment as follows:

                  (i) it is duly incorporated or organized, validly existing and
         in good standing under the laws of its jurisdiction of incorporation or
         organization;

                  (ii) the execution, delivery and performance by it of this
         Amendment are within its powers, have been duly authorized, and do not
         contravene (A) its charter, by-laws, or other organizational documents,
         or (B) any Requirements of Law applicable to it;

                  (iii) no consent, license, permit, approval or authorization
         of, or registration, filing or declaration with any governmental
         authority, is required in connection with the execution, delivery,
         performance, validity or enforceability of this Amendment by or against
         it;
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                  (iv) this Amendment has been duly executed and delivered by
         it;

                  (v) this Amendment constitutes its legal, valid and binding
         obligation enforceable against it in accordance with its terms, except
         as enforceability may be limited by applicable bankruptcy, insolvency,
         reorganization, moratorium or similar laws affecting the enforcement of
         creditors' rights generally or by general principles of equity;

                  (vi)     it is not in default under the Agreement; and

                  (vii) there is no Early Amortization Event, Servicer
         Termination Event or event that, with the giving of notice or the lapse
         of time, or both, would become an Early Amortization Event or Servicer
         Termination Event.

         SECTION 4. CONDITIONS PRECEDENT. The effectiveness of this Amendment is
subject to the following conditions precedent: (i) delivery to the Deal Agent of
a copy of the Amendment, duly executed by each of the parties hereto; (ii)
delivery to the Deal Agent (in a form acceptable to it) of a due authorization,
execution, and enforceability opinion with respect to this Amendment; and (iii)
such other documents, agreements, certificates or legal opinions as the Deal
Agent, may reasonably require.

         SECTION 5. MISCELLANEOUS.

         (a) This Amendment may be executed in any number of counterparts, and
by the different parties hereto on the same or separate counterparts, each of
which shall be deemed to be an original instrument but all of which together
shall constitute one and the same agreement.

         (b) The descriptive headings of the various sections of this Amendment
are inserted for convenience of reference only and shall not be deemed to affect
the meaning or construction of any of the provisions hereof.

         (c) This Amendment may not be amended or otherwise modified except as
provided in the Agreement.

         (d) First Union certifies by execution hereof that it is an Investor
with Commitments in excess of 66-2/3% of the Purchase Limit, and therefore is a
Required Investor pursuant to the Agreement.

         (e) The failure or unenforceability of any provision hereof shall not
affect the other provisions of this Amendment.

         (f) Whenever the context and construction so require, all words used in
the singular number herein shall be deemed to have been used in the plural, and
vice versa, and the masculine gender shall include the feminine and neuter and
the neuter shall include the masculine and feminine.
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         (g) This Amendment represents the final agreement between the parties
and may not be contradicted by evidence of prior, contemporaneous or subsequent
oral agreements between the parties. There are no unwritten oral agreements
between the parties.

         (h) THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER
THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED AND INTERPRETED IN ACCORDANCE
WITH THE LAWS OF THE STATE OF NEW YORK WITHOUT REFERENCE TO ITS CONFLICT OF LAWS
PROVISIONS.







                  [Remainder of Page Intentionally Left Blank]
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         IN WITNESS WHEREOF, the parties have caused this Amendment to be
executed by their respective officers thereunto duly authorized, as of the date
first above written.

THE SELLER:                   FNBNE FUNDING CORP.



                              By:      /s/ Ted Horan
                                       --------------------------
                              Name:    Ted Horan
                                       --------------------------
                              Title:   Vice President
                                       --------------------------


THE SERVICER:                 FIRST INTERNATIONAL BANK
                              (f/k/a First National Bank of England)



                              By:      /s/Ted Horan
                                       --------------------------
                              Name:    Ted Horan
                                       --------------------------
                              Title:   Senior Vice President
                                       --------------------------


THE REQUIRED INVESTORS:       FIRST UNION NATIONAL BANK



                              By:      /s/Bill A. Shirley
                                       --------------------------
                              Name:    Bill A. Shirley
                                       --------------------------
                              Title:   Senior Vice President
                                       --------------------------

                              Commitment:  $95,000,000

                              First Union National Bank
                              One First Union Center, TW-9
                              Charlotte, North Carolina  28288
                              Attention:  Capital Markets Credit Administration
                              Facsimile:  (704) 374-3254
                              Telephone:  (704) 374-4001






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<PAGE>   8
VFCC:                       VARIABLE FUNDING CAPITAL CORPORATION

                            By First Union Securities, Inc. (successor-in-
                            interest to First Union Capital Markets Corp.)


                            By:      /s/Paul S. Zajac
                                     --------------------------
                            Name:    Paul S. Zajac
                                     --------------------------
                            Title:   Vice President
                                     --------------------------

                            First Union Securities, Inc.
                            One First Union Center, TW-9
                            Charlotte, North Carolina  28288
                            Attention:  Conduit Administration
                            Facsimile:  (704) 383-6036
                            Telephone:  (704) 383-9343

With a copy to:             Lord Securities Corp.
                            2 Wall Street, 19th Floor
                            New York, New York 10005
                            Attention: Vice President
                            Facsimile:  (212) 346-9012
                            Confirmation No.: (212) 346-9008

THE DEAL AGENT:             FIRST UNION SECURITIES, INC.
                            (successor-in-interest First Union Capital Markets
                            Corp.)


                            By:      /s/James L. Sigman
                                     --------------------------
                            Name:    James L. Sigman
                                     --------------------------
                            Title:   Director
                                     --------------------------

                            First Union Securities, Inc.
                            One First Union Center, TW-9
                            Charlotte, North Carolina  28288
                            Attention:  Conduit Administration
                            Facsimile:  (704) 383-6036
                            Telephone:  (704) 383-9343






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<PAGE>   9
THE HEDGE COUNTERPARTY:        FIRST UNION NATIONAL BANK



                               By:      /s/ Bill A. Shirley
                                     --------------------------
                               Name:    Bill A. Shirley
                                     --------------------------
                               Title:   Senior Vice President
                                     --------------------------

                               First Union National Bank
                               One First Union Center, TW-9
                               Charlotte, North Carolina  28288
                               Attention:  Capital Markets Credit Administration
                               Facsimile:  (704) 374-3254
                               Telephone:  (704) 374-4001


THE LIQUIDITY AGENT:           FIRST UNION NATIONAL BANK



                               By:      /s/Bill A. Shirley
                                     --------------------------
                               Name:    Bill A. Shirley
                                     --------------------------
                               Title:   Senior Vice President
                                     --------------------------

                               First Union National Bank
                               One First Union Center, TW-9
                               Charlotte, North Carolina  28288
                               Attention:  Capital Markets Credit Administration
                               Facsimile:  (704) 374-3254
                               Telephone:  (704) 374-4001





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<PAGE>   10
THE COLLATERAL CUSTODIAN:      HSBC BANK USA


                               By:      /s/Susan Barstock
                                     --------------------------
                               Name:    Susan Barstock
                                     --------------------------
                               Title:   Assistant Vice President
                                     --------------------------

                               HSBC Bank USA
                               140 Broadway
                               Corporate Trust Department, 12th Floor
                               New York, New York  10005
                               Attention:  Susan Barstock
                               Facsimile:  (212) 658-6425

THE BACKUP SERVICER:           HSBC BANK USA


                               By:      /s/Susan Barstock
                                     --------------------------
                               Name:    Susan Barstock
                                     --------------------------
                               Title:   Assistant Vice President
                                     --------------------------

                               HSBC Bank USA
                               140 Broadway
                               Corporate Trust Department, 12th Floor
                               New York, New York  10005
                               Attention:  Susan Barstock
                               Facsimile:  (212) 658-6425







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