<PAGE>

                                                                    EXHIBIT 10.1


                        AMENDMENT NO. 4 TO SECOND AMENDED
                          AND RESTATED CREDIT AGREEMENT

     AMENDMENT  NO. 4,  dated as of August 9, 2000  (this  "Amendment"),  to the
Existing Credit  Agreement (as defined below),  among EVERCOM,  INC., a Delaware
corporation  (the  "Borrower"),   each  of  the  Borrower's   Subsidiaries  (the
"Consenting  Obligors"),  Canadian Imperial Bank of Commerce,  as Administrative
Agent  for  the  Lenders  and the  Lenders  (such  capitalized  term  and  other
capitalized  terms  used in this  preamble  and the  recitals  below to have the
meanings set forth in, or as defined by reference in, Article I).


                              W I T N E S S E T H:

     WHEREAS,  the Borrower,  the Lenders,  the  Administrative  Agent and First
Source Financial LLP, as Co-Agent are parties to the Second Amended and Restated
Credit  Agreement,  dated as of December 19, 1997 (as heretofore  modified,  the
"Existing Credit Agreement", and as modified by with this Amendment, the "Credit
Agreement");

     WHEREAS, the Borrower desires to amend the Existing Credit Agreement as set
forth herein; and

     WHEREAS,  the  Required  Lenders  have  agreed,  subject  to the  terms and
conditions  hereinafter  set forth,  to amend the Existing  Credit  Agreement in
certain respects as provided below;

     NOW,  THEREFORE,  in consideration of the agreements herein contained,  the
parties hereto hereby agree as follows:

                                    ARTICLE I
                                   DEFINITIONS

     SECTION I.1.  Certain  Definitions.  The  following  terms  (whether or not
underscored) when used in this Amendment shall have the following meanings (such
meanings to be equally applicable to the singular and plural form thereof):

         "Amendment" is defined in the preamble.

         "Borrower" is defined in the preamble.

         "Consenting Obligors" is defined in the preamble.


                                       1
<PAGE>

         "Credit Agreement" is defined in the first recital.

         "Existing Credit Agreement" is defined in the first recital.

         "Fourth Amendment Effective Date" is defined in Section 3.1.

     SECTION I.2.  Other  Definitions.  Terms for which meanings are provided in
the Existing  Credit  Agreement  are,  unless  otherwise  defined  herein or the
context otherwise requires, used in this Amendment with such meanings.


                                   ARTICLE II
                         AMENDMENTS TO CREDIT AGREEMENT

     Effective  on (and  subject  to the  occurrence  of) the  Fourth  Amendment
Effective  Date, the Existing  Credit  Agreement is hereby amended in accordance
with this Article II; except as so amended,  the Existing Credit Agreement shall
continue in full force and effect.

     SECTION II.1.  Amendments  to Recitals.  Clause (a) of the fifth recital of
the Existing Credit  Agreement is hereby amended and restated in its entirety to
read as follows:

                  "(a) (i) a Term Loan Commitment  pursuant to which  Borrowings
         of  Term  Loans  were  made,  in  the  aggregate  principal  amount  of
         $55,000,000,  to the Borrower in multiple  Borrowings  occurring on and
         subsequent  to the Closing  Date but prior to the Term Loan  Commitment
         Termination Date (collectively, the "Existing Term Loans");

                  (ii) an  Additional  Term Loan  Commitment  pursuant  to which
         Borrowings  of  Additional  Term  Loans  were  made,  in the  aggregate
         principal  amount of $5,500,000,  to the Borrower in a single Borrowing
         occurring on the Second Amendment Effective Date; and

                  (iii) a Second  Additional  Term Loan  Commitment  pursuant to
         which  Borrowings  of Second  Additional  Term Loans will be made, in a
         maximum  aggregate  principal amount not to exceed  $7,500,000,  to the
         Borrower in multiple  Borrowings  occurring  on any  Business Day on or
         subsequent  to the  Fourth  Amendment  Effective  Date but prior to the
         Second  Additional Term Loan Commitment  Termination Date (and the full
         drawing of which are subject to the Borrower meeting certain  financial
         conditions described herein); and"

     SECTION  II.2.  Amendments  to Article I. Article I of the Existing  Credit
Agreement is hereby amended as follows:


                                       2
<PAGE>

     SECTION  II.2.1.  Section 1.1 of the  Existing  Credit  Agreement is hereby
amended  by  inserting  the  following   definitions  in  such  Section  in  the
appropriate alphabetical sequence:

          "Amendment  No. 4" means  Amendment No. 4, dated as of August 9, 2000,
     to the Second Amended and Restated  Credit  Agreement,  among the Borrower,
     the Administrative  Agent and the Lenders parties thereto, and consented to
     by the Consenting Obligors listed therein.

          "Applicable  Margin"  means,  in the case of (a)  Revolving  Loans and
     Existing Term Loans, for Loans of each type, the applicable  percentage set
     forth below such type of Loan and  corresponding to the relevant Total Debt
     to EBITDA Ratio:

<TABLE>
<CAPTION>


                        Total Debt                           Applicable                      Applicable
                     to EBITDA Ratio                  Margin for LIBO Rate Loans     Margin for Base Rate Loans

<S>                                                             <C>                            <C>
         greater than or equal to 5.0:1                         3.50%                          2.25%

         greater than or equal to 4.0:1 but less                3.25%                          2.00%
         than 5.0:1

         greater than or equal to 3.0:1 but less                2.75%                          1.50%
         than 4.0:1

         less than 3.0:1                                        2.25%                          1.00%

</TABLE>

          (b) Additional Term Loans,  maintained as a (i) LIBO Rate Loan,  3.75%
     per annum and (ii) Base Rate Loan, 2.75% per annum; and

          (c) Second Additional Term Loans,  maintained as a (i) LIBO Rate Loan,
     4.0% per annum and (ii) Base Rate Loan, 3.0% per annum.

If the  Borrower  shall fail to  deliver a  Compliance  Certificate  for a given
Fiscal Quarter  within the time required by clause (d) of Section  7.1.1,  or if
any Event of Default shall have occurred and be continuing,  then the Applicable
Margin  for the  period  from the 46th day after  the  first day of such  Fiscal
Quarter  (or, in the case of the fourth  Fiscal  Quarter,  the 91st day) through
(but  excluding)  the  date  such  Compliance  Certificate  is  delivered  shall
conclusively  equal the highest Applicable Margin set forth above for the Fiscal
Quarter during which the Compliance  Certificate was not timely  delivered.  Any
reduction in the Applicable Margin shall be effective beginning on the date that
is three days following the date on which the Administrative  Agent receives the
Borrower's  Compliance  Certificate  pursuant to clause (d) of Section 7.1.1. If
the Applicable  Margin is required to be increased as a result of an increase in
the most recently  determined Total Debt to EBITDA Ratio, such higher Applicable
Margin shall be effective as of and  retroactive  to the first day of the Fiscal
Quarter in which such Compliance Certificate was required to be delivered.



                                       3
<PAGE>

               "Condition  Date" means the date on which the  Borrower  delivers
          evidence   to  the   Administrative   Agent  in  form  and   substance
          satisfactory  to the  Administrative  Agent that the  Borrower  had at
          least $40,000,000 of EBITDA for the 2000 Fiscal Year.

               "Fourth  Amendment  Effective  Date" is defined in Section 3.1 of
          Amendment  No. 4. "Second  Additional  Term Loan" is defined in clause
          (c) of Section 2.1.1.

               "Second Additional Term Loan Commitment"  means,  relative to any
          Lender, such Lender's obligation to make Term Loans pursuant to clause
          (c) of Section 2.1.1.

               "Second  Additional  Term Loan  Commitment  Amount" means, on any
          date,  $7,500,000,  as such  amount may be  reduced  from time to time
          pursuant to Section 2.2.

               "Second  Additional Term Loan Commitment  Termination Date" means
          the earliest of:

                 (a)  April 15, 2001; or
                 (b)  the date on which any Commitment Termination Event occurs.

               Upon the  occurrence  of any event  described  above,  the Second
          Additional Term Loan  Commitment  shall  terminate  automatically  and
          without any further action.

               "Second  Additional  Term Note"  means a  promissory  note of the
          Borrower  payable to any Lender,  substantially in the form of Exhibit
          A-4  hereto  (as such  promissory  note may be  amended,  endorsed  or
          otherwise  modified  from  time to  time),  evidencing  the  aggregate
          Indebtedness of the Borrower to such Lender resulting from outstanding
          Second  Additional  Term  Loans,  and also means all other  promissory
          notes accepted from time to time in  substitution  therefor or renewal
          thereof.

     SECTION  II.2.2.  Section 1.1 of the  Existing  Credit  Agreement is hereby
amended  by  deleting  the   following   definitions:   "Additional   Term  Loan
Percentage", "Existing Term Loan Percentage",  "Applicable Base Rate Margin" and
"Applicable LIBO Rate Margin".

     SECTION  II.2.3.  Section 1.1 of the  Existing  Credit  Agreement is hereby
amended by amending and restating the following  definitions  in such Section so
that they read in their entireties as follows:

                  "Letter of Credit  Commitment  Amount"  means,  on any date, a
         maximum amount of $10,000,000,  as such amount may be reduced from time
         to time  pursuant to the terms hereof (or, if less,  the then  existing
         Revolving Loan Commitment Amount).


                                       4
<PAGE>

                  "Percentage"  means,  relative to any Lender,  the  applicable
         percentage relating to Revolving Loans, Existing Term Loans, Additional
         Term Loans,  Second  Additional Term Loans or its aggregate  percentage
         for all facilities  provided  herein,  as the case may be, as set forth
         opposite  its name on Schedule II hereto  under the  applicable  column
         heading  or set  forth in  Lender  Assignment  Agreement(s)  under  the
         applicable column heading, as such percentage may be adjusted from time
         to time  pursuant to Lender  Assignment  Agreement(s)  executed by such
         Lender and its Assignee  Lender(s)  and  delivered  pursuant to Section
         10.11.  A Lender shall not have (a) any  Commitment  to make  Revolving
         Loans or Second  Additional Term Loans (as the case may be) or (b) made
         any Existing Term Loans or Additional  Term Loans (as the case may be),
         in each case, if its percentage under the applicable  column heading on
         Schedule II is zero.  As used herein,  "Percentage"  as it relates to a
         Lender's  Percentage of Letter of Credit Outstandings shall be equal to
         such Lender's Percentage of Revolving Loans.

                  "Term Loan  Commitment"  means,  relative to any Lender,  such
         Lender's  obligation to make Existing Term Loans pursuant to clause (a)
         of Section 2.1.1,  to make Additional Term Loans pursuant to clause (b)
         of Section 2.1.1,  and/or to make Second Additional Term Loans pursuant
         to clause (c) of Section 2.1.1, as the context may require.

                  "Term Loans" means, collectively, the Existing Term Loans, the
         Additional Term Loans and the Second Additional Term Loans.

                  "Term Note" means,  as the context may require,  an Additional
         Term Note, an Existing Term Note or a Second Additional Term Note.

     SECTION II.3.  Amendments to Article II. Article II of the Existing  Credit
Agreement is hereby amended as follows:

     SECTION II.3.1.  Section 2.1.1 of the Existing  Credit  Agreement is hereby
amended  by  adding  a new  clause  (c) at the  end of such  Section  to read as
follows:

                  "(c) From time to time on any  Business  Day  occurring on and
         after the  Fourth  Amendment  Effective  Date and  prior to the  Second
         Additional Term Loan Termination Date, each Lender with a Percentage in
         excess of zero of the Second  Additional  Term Loan  Commitment  Amount
         will make loans (relative to such Lender,  its "Second  Additional Term
         Loans")  to the  Borrower  equal  to such  Lender's  Percentage  of the
         aggregate  amount of the  Borrowing  of Second  Additional  Term  Loans
         requested  by the  Borrower to be made on such day (the  commitment  of
         each such Lender  described in this Section 2.1.1 is herein referred to
         as its "Second  Additional Term Loan Commitment");  provided,  however,
         that the Borrower may only borrow up to $5,000,000 of Second Additional
         Term Loans prior to the Condition Date. No amounts paid or prepaid with
         respect to any Second Additional Term Loans may be reborrowed."


                                       5
<PAGE>

     SECTION II.3.2.  Section 2.1.4 of the Existing  Credit  Agreement is hereby
amended by adding a new clause (e) thereto to read as follows:

                  "(e) make any Second  Additional  Term Loan if,  after  giving
         effect thereto, the aggregate  outstanding  principal amount of all the
         Second  Additional  Term  Loans  (i)  of all  Lenders  with  an  Second
         Additional  Term Loan  Commitments  would exceed the Second  Additional
         Term  Loan  Commitment  Amount  or (ii) of such  Lender  with an Second
         Additional Term Loan Commitment  would exceed such Lender's  Percentage
         of the Second Additional Term Loan Commitment Amount."

     SECTION II.3.3.  Section 2.6.2 of the Existing  Credit  Agreement is hereby
amended by deleting the words  "Applicable Base Rate Margin"  appearing  therein
and replacing them with  "Applicable  Margin for Revolving  Loans  maintained as
Base Rate Loans".

     SECTION II.4. Amendments to Article III. Article III of the Existing Credit
Agreement is hereby amended as follows:

     SECTION  II.4.1.  Clause  (j) of  Section  3.1.1.  of the  Existing  Credit
Agreement is hereby amended by inserting the words "and Second  Additional  Term
Loans" after the words "Additional Term Loans" appearing therein.

     SECTION II.4.2.  Section 3.2.1 of the Existing  Agreement is hereby amended
by deleting the words  "Applicable  Base Rate Margin and  "Applicable  LIBO Rate
Margin" appearing therein and replacing them with "Applicable  Margin" each time
such words appear.

     SECTION II.4.3.  Section 3.2.2 of the Existing  Credit  Agreement is hereby
amended by deleting the words  "Applicable Base Rate Margin"  appearing  therein
and replacing them with  "Applicable  Margin for Revolving  Loans  maintained as
Base Rate Loans".

     SECTION II.4.4.  Section 3.3.3 of the Existing  Agreement is hereby amended
by  deleting  the words  "Applicable  LIBO Rate  Margin"  appearing  therein and
replacing them with  "Applicable  Margin for Revolving Loans  maintained as LIBO
Rate Loans" each time such words appears.

     SECTION  II.5.  Amendments to Article VII.  Section  7.1.11 of the Existing
Credit  Agreement  is hereby  amended by deleting the word "and"  following  the
words  "Revolving  Loans" and  replacing it with a "," and inserting the words "
and Second  Additional Term Loans"  immediately  following the words "Additional
Term Loans" in the second sentence thereof.

     SECTION  II.6.  Schedule  II  to  Credit  Agreement.  The  Existing  Credit
Agreement  is hereby  amended by adding a new Schedule II thereto in the form of
Schedule II hereto.



                                       6
<PAGE>

     SECTION  II.7.  Exhibit  A-4  to  Credit  Agreement.  The  Existing  Credit
Agreement  is hereby  amended by adding a new Exhibit A-4 thereto in the form of
Exhibit A-4 hereto.


                                   ARTICLE III
                           CONDITIONS TO EFFECTIVENESS

     SECTION III.1. Amendment Effective Date. This Amendment (and the amendments
and modifications contained herein) shall become effective, and shall thereafter
be  referred  to as  "Amendment  No.  4",  on the date  (the  "Fourth  Amendment
Effective  Date") when all of the  conditions set forth in this Section 3.1 have
been satisfied.

     SECTION III.1.1. Execution of Counterparts.  The Administrative Agent shall
have received  counterparts  of this  Amendment,  duly executed and delivered on
behalf of the Borrower,  the Consenting Obligors,  the Required Lenders and each
Lender with a Second Additional Term Loan Commitment.

     SECTION  III.1.2.  Resolutions,  etc. The  Administrative  Agent shall have
received from the Borrower a certificate,  dated the Fourth Amendment  Effective
Date, in form and substance  satisfactory  to the  Administrative  Agent, of its
Secretary or Assistant Secretary as to (a) resolutions of its Board of Directors
then  in  full  force  and  effect  authorizing  the  execution,   delivery  and
performance of this Amendment and each other Loan Document to be executed by it;
and (b) the incumbency and signatures of those of its officers authorized to act
with respect to this Amendment and each other Loan Document executed by it, upon
which certificate each Lender may conclusively rely until it shall have received
a further  certificate  of the Secretary or Assistant  Secretary of the Borrower
canceling or amending such prior certificate.

     SECTION  III.1.3.  Delivery of Notes. The  Administrative  Agent shall have
received,  for the account of each Lender making Second  Additional  Term Loans,
its Second Additional Term Notes duly executed and delivered by the Borrower.

     SECTION III.1.4.  Opinions of Counsel.  The Administrative Agent shall have
received legal opinions, dated the Fourth Amendment Effective Date and addressed
to the  Administrative  Agent and all Lenders,  from (a) Stutzman & Bromberg,  a
professional  corporation,  counsel to the  Obligors,  and (b) Shustak,  Jalil &
Heller,  New  York  counsel  to the  Obligors,  each  satisfactory  in form  and
substance to the Administrative Agent.

     SECTION   III.1.5.   Amendment  Fee  and  Additional  Term  Loan  Fee.  The
Administrative  Agent  shall have  received,  (a) for the account of each Lender
signatory hereto prior to or on the date hereof,  an amendment fee equal to .25%
of each such Lender's  Percentage  of the  outstanding  principal  amount of the
Loans and Commitments;  and (b) for the account of each Lender that has a Second
Additional Term Loan Commitment,  an up-front fee in an amount equal to 3.00% of
each such Lender's Second Additional Term Loan Commitment Amount.


                                       7
<PAGE>

     SECTION III.1.6.  Closing Fees,  Expenses,  etc. The  Administrative  Agent
shall have received for the account of each Lender, all fees, costs and expenses
due and payable  pursuant to Sections  3.3 and 10.3 of the Credit  Agreement  or
payable hereunder, if then invoiced.

     SECTION III.1.7.  Legal Details,  etc. All documents  executed or submitted
pursuant   hereto  shall  be   satisfactory   in  form  and   substance  to  the
Administrative Agent and its counsel. The Administrative Agent and their counsel
shall have  received  all  information  and such  counterpart  originals or such
certified or other copies or such materials,  as the Administrative Agent or its
counsel  may  reasonably  request,   and  all  legal  matters  incident  to  the
transactions  contemplated  by  this  Amendment  shall  be  satisfactory  to the
Administrative Agent and its counsel.


                                   ARTICLE IV
                             AFFIRMATION AND CONSENT

     SECTION  IV.1.  Acknowledgment  and  Reaffirmation.  The  Borrower and each
Consenting Obligor hereby reaffirms,  as of the Fourth Amendment Effective Date,
(a) the covenants and agreements  contained in each Loan Document to which it is
a party,  including,  in each case,  as such  covenants  and  agreements  may be
modified by this Amendment and the transactions  contemplated  thereby,  (b) its
guarantee of payment of the Obligations  pursuant to the Subsidiary Guaranty and
(c) its  obligations  with respect to collateral  security under each other Loan
Document to which it is a party.

     SECTION IV.2.  Representations  and Warranties,  etc. The Borrower and each
Consenting Obligor hereby certifies that, as of the date hereof (both before and
after giving effect to the occurrence of the Fourth  Amendment  Effective Date),
the representations and warranties made by it contained in the Loan Documents to
which it is a party are true and correct in all material  respects with the same
effect  as  if  made  on  the  date  hereof,  except  to  the  extent  any  such
representation or warranty refers or pertains solely to a date prior to the date
hereof (in which case such  representation  and warranty was true and correct in
all material respects as of such earlier date).

     SECTION IV.3.  Loan  Documents.  The Borrower and each  Consenting  Obligor
further confirms that each Loan Document to which it is a party (a) is and shall
continue  to be in full force and effect  and the same are hereby  ratified  and
confirmed  in all  respects,  except  that  upon the  occurrence  of the  Fourth
Amendment  Effective  Date, all references in such Loan Documents to the "Credit
Agreement",  "Loan  Documents",  "thereunder",  "thereof",  or words of  similar
import shall mean the Credit  Agreement and the Loan Documents,  as the case may
be, in each case after giving effect to the amendments  and other  modifications
provided for in this Amendment,  (b) if such Loan Document relates to collateral
security,  such document shall also  expressly and completely  secure all Second
Additional Term Loans and all  Obligations  related thereto


                                       8
<PAGE>

and (c) if such Loan Document  relates to a guarantee,  such document shall also
expressly  and  completely  guarantee all Second  Additional  Term Loans and all
Obligations related thereto.

     SECTION  IV.4.  Course of Dealing,  etc.  Each  Consenting  Obligor  hereby
acknowledges  and agrees that the  acceptance  by each  Lender of this  document
shall not be construed  in any manner to establish  any course of dealing on any
Lender's  part,  including the providing of any notice or the  requesting of any
acknowledgment  not otherwise  expressly  provided for in any Loan Document with
respect to any future amendment, waiver, supplement or other modification to any
Loan Document or any arrangement contemplated by any Loan Document.


                                    ARTICLE V
                                  MISCELLANEOUS

     SECTION V.1. Cross-References.  References in this Amendment to any Article
or Section are, unless otherwise specified or otherwise required by the context,
to such Article or Section of this Amendment.

     SECTION V.2. Loan Document Pursuant to Credit Agreement.  This Amendment is
a Loan  Document  executed  pursuant  to  the  Credit  Agreement  and  shall  be
construed,  administered  and  applied in  accordance  with all of the terms and
provisions of the Credit Agreement.

     SECTION V.3.  Successors and Assigns.  This Amendment shall be binding upon
and inure to the benefit of the parties hereto and their  respective  successors
and assigns.

     SECTION V.4.  Counterparts.  This  Amendment may be executed by the parties
hereto in several counterparts,  each of which when executed and delivered shall
be deemed to be an original and all of which shall  constitute  together but one
and the same agreement.

     SECTION V.5. Full Force and Effect; Limited Amendment.  Except as expressly
modified  hereby,  all of the  representations,  warranties,  terms,  covenants,
conditions and other  provisions of the Existing  Credit  Agreement and the Loan
Documents shall remain unchanged and shall continue to be, and shall remain,  in
full force and effect in accordance with their  respective  terms.  The consents
and  modifications  set forth herein shall be limited  precisely as provided for
herein,  and shall not be deemed to be an amendment to, waiver of, consent to or
modification  of any other term or provision of the Existing  Credit  Agreement,
any other Loan Document  referred to therein or herein or of any  transaction or
further or future  action on the part of the Borrower or any Obligor which would
require the consent of the Lenders under the Existing Credit Agreement or any of
the Loan Documents.

     SECTION  V.6.  Governing  Law.  THIS  AMENDMENT  SHALL BE  GOVERNED  BY AND
CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK.



                                       9
<PAGE>

     IN WITNESS WHEREOF, the signatories hereto have caused this Amendment to be
executed by their  respective  officers  thereunto duly authorized as of the day
and year first above written.

EVERCOM, INC.

By:  /s/ Terry Matlack
  Title: Chief Executive Officer



EVERCOM SYSTEMS, INC.

By:   /s/ Keith Kelson
  Title:  Vice President



CANADIAN IMPERIAL BANK OF COMMERCE,
as Administrative Agent

By:  /s/ Laura Hom
  Title: Executive Director, CIBC World Markets Corp. As Agent


CIBC  INC.

By:  /s/ Laura Hom
Title:   Executive Director, CIBC World Markets Corp. As Agent



                                       10
<PAGE>

FIRST SOURCE FINANCIAL LLP
By: First Source Financial, Inc.
      its Agent/Manager


By:  /s/ Kathi J. Inorio
   -----------------------------------------------------
   Title: Vice President


IBJ WHITEHALL BANK & TRUST
COMPANY


By:  /s/ Alexander B. Wright
   -----------------------------------------------------
   Title: Director


ARES LEVERAGED INVESTMENT
FUND L.P.
By: Ares Management L.P.


By:  /s/ J. M. Moore
   -----------------------------------------------------
   Title: Principal



                                       11
<PAGE>

                                   SCHEDULE II


<TABLE>
<CAPTION>

                                       REVOLVING LOAN  EXISTING TERM    ADDITIONAL TERM   SECOND ADDITIONAL  AGGREGATE PERCENTAGE
                                         COMMITMENT        LOANS             LOANS            TERM LOANS

<S>                                     <C>             <C>                <C>                <C>                 <C>
CIBC Inc.                               32.8125%        19.17613636%       .36363636%         43.33333333%        27.77762642%


First Source Financial LLP              23.4375%        23.43750000%               0%                   0%        19.18728205%


IBJ Whitehall Bank & Trust Company      12.5000%        12.50000000%               0%         13.33333333%        11.62816042%


Banque Paribas                          12.5000%         12.5000000%               0%                   0%        10.23321709%


American National Bank                  18.7500%        18.75000000%               0%                   0%        15.34982562%


Ares Leveraged Investment Fund L.P.      0.0000%        13.63636364%     63.63636364%         43.33333333%        15.82388840%

</TABLE>