EXHIBIT 10.17

    SECOND AMENDMENT TO CREDIT AND SECURITY AGREEMENT AND WAIVER OF DEFAULTS

     This  Amendment,  dated as of April 13, 1999,  is made by and between ROYAL
GRIP,  INC.,  a Nevada  corporation,  and  Roxxi,  Inc.,  a  Nevada  corporation
(collectively,  jointly and severally, the "Borrower"), and WELLS FARGO BUSINESS
CREDIT,  INC.,  a  Minnesota  corporation,  formerly  known as Norwest  Business
Credit, Inc. (the "Lender").

                                    RECITALS

     The  Borrower  and the Lender have  entered  into an Amended  and  Restated
Credit and Security Agreement dated as of October 9, 1998, as amended by a First
Amendment to Credit and Security  Agreement  and Waiver of Defaults  dated as of
March 16, 1999 (collectively, the "Credit Agreement"). Capitalized terms used in
these  recitals have the meanings given to them in the Credit  Agreement  unless
otherwise specified.

     Royal   Precision,   Inc.,   a  Delaware   corporation   ("Guarantor")   is
contemplating  entering into a merger transaction with Coyote Sports,  Inc. (the
"Transaction").

     Borrower  will  reimburse   Guarantor  for  certain  expenses  incurred  in
connection with the pursuit of the Transaction.

     The Borrower has  requested  that certain  amendments be made to the Credit
Agreement,  which  the  Lender  is  willing  to make  pursuant  to the terms and
conditions set forth herein.

     NOW,  THEREFORE,  in  consideration  of the  premises  and  of  the  mutual
covenants and agreements herein contained, it is agreed as follows:

     1.  DEFINED  TERMS.  Capitalized  terms  used in this  Amendment  which are
defined in the Credit Agreement shall have the same meanings as defined therein,
unless otherwise defined herein.

     2. AMENDMENTS. The Credit Agreement is hereby amended as follows:

          (a) The definition of "Book Net Worth" contained in Section 1.1 of the
Credit Agreement is hereby deleted in its entirety and replaced as follows:

     "Book Net Worth" through and until May 31, 1999, means the aggregate of the
     common and preferred stockholders' equity (exclusive of Transaction related
     expenses  and  expenses  and  losses  related  to the sale of the assets of
     Roxxi) in the Borrower,  determined in accordance with GAAP. From and after
     May 31,  1999,  "Book Net  Worth"  means the  aggregate  of the  common and
     preferred  stockholder's  equity in the Borrower,  determined in accordance
     with GAAP.

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          (b) The  definition  of "Net  Income"  contained in Section 1.1 of the
Credit Agreement is hereby deleted in its entirety and replaced as follows:

     "Net  Income"  through  and until May 31,  1999,  means for the  applicable
     period, after-tax net income (exclusive of Transaction related expenses and
     expenses  and  losses  related  to the sale of the  assets of  Roxxi)  from
     continuing operations as determined in accordance with GAAP. From and after
     May 31, 1999, "Net Income" means for the applicable  period,  after-tax net
     income from continuing operations as determined in accordance with GAAP.

          (c) The  definition  of "Net Loss"  contained  in  Section  1.1 of the
Credit Agreement is hereby deleted in its entirety and replaced as follows:

     "Net Loss" through and until May 31, 1999, means for the applicable period,
     after-tax net loss (exclusive of Transaction  related expenses and expenses
     and  losses  related to the sale of the  assets of Roxxi)  from  continuing
     operations as determined  in accordance  with GAAP.  From and after May 31,
     1999, "Net Loss" means for the applicable  period,  after-tax net loss from
     continuing operations as determined in accordance with GAAP.

          (d) The definition of "Revolving  Floating Rate"  contained in Section
1.1 of the Credit  Agreement  is hereby  deleted in its entirety and replaced as
follows:

     "Revolving  Floating  Rate"  through  and until  January 1, 1999,  means an
     annual  rate  equal to the sum of the Base  Rate  plus  one-quarter  of one
     percent  (.25%).  From and after January 1, 1999, the  "Revolving  Floating
     Rate"  means an annual  rate equal to the sum of the Base Rate plus two and
     one-quarter percent (2.25%).  The Revolving Floating Rate shall change when
     and as the Base Rate changes.

          (e) The definition of "Term Floating Rate" contained in Section 1.1 of
the Credit Agreement is hereby deleted in its entirety and replaced as follows:

     "Term  Floating  Rate" through and until  January 1, 1999,  means an annual
     rate equal to the sum of the Base Rate plus  three-quarters  of one percent
     (.75%).  From and after January 1, 1999,  the "Term Floating Rate" means an
     annual rate of interest equal to two and  three-quarters  percent  (2.75%).
     The Term Floating Rate shall change when and as the Base Rate changes.

          (f) The  introductory  sentence of Section 2.8 of the Credit Agreement
is hereby deleted and replaced as follows:

     INTEREST; MINIMUM INTEREST CHARGE; DEFAULT INTEREST; PARTICIPATIONS; USURY.
     Interest  accruing  on the  Revolving  Note  shall  be due and  payable  as

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     follows:  (i) in arrears on the first day of each  month,  that  portion of
     Interest accruing at a rate equal to the sum of one and one-quarter percent
     (1.25%)  plus the Base Rate,  and (ii) the  balance of the  Interest on the
     prepayment in whole of the Obligations. Interest accruing on the Term Notes
     shall be due and  payable  as  follows:  (i) in arrears on the first day of
     each month, that portion of Interest accruing at a rate equal to the sum of
     one and  three-quarters  percent  (1.75%) plus the Base Rate,  and (ii) the
     balance of the Interest on the prepayment in whole of the Obligations.

          (g)  Section  2.13(c) of the Credit  Agreement  is hereby  deleted and
replaced as follows:

          (c)  TERMINATION  AS A  RESULT  OF  THE  TRANSACTION.  Notwithstanding
anything in Section  2.13 to the  contrary,  if the  Obligations  are prepaid in
whole as a result of  financing  obtained in  connection  with the  Transaction,
Borrower shall pay the Lender a fee in an amount equal to (i) three percent (3%)
of the sum of the Maximum Line plus the then outstanding  principal  balances of
the First Term  Advance and the Second  Term  Advance if the  prepayment  occurs
before  October 9, 1999,  (ii) two percent  (2%) of the sum of the Maximum  Line
plus the then outstanding  principal  balances of the First Term Advance and the
Second Term Advance if the  prepayment  occurs after  October 9, 1999 but before
October 9, 2000,  and (iii) one percent (1%) of the sum of the Maximum Line plus
the then outstanding principal balances of the First Term Advance and the Second
Term Advance if the prepayment occurs after October 9, 2000.

          (h)  Section  6.12 of the Credit  Agreement  is hereby  deleted in its
entirety, and replaced as follows:

     Section 6.12 DEBT SERVICE COVERAGE RATIO. The Borrower covenants that Royal
     Grip,  Roxxi and the Covenant  Entities  shall,  as of the last day of each
     fiscal  quarter,  on and after  August 31,  1999,  maintain a  consolidated
     average  minimum  debt  service  coverage  ratio (based upon the period set
     forth below) as follows:

     Quarter Ending                     Debt Service Coverage Ratio
     --------------                     ---------------------------
     August 31, 1999                    .75 to 1 based upon the immediately
                                        preceding three month period

     November 30, 1999                  .75 to 1 based upon the immediately
                                        preceding six month period

     February 28, 2000                  .85 to 1 based upon the immediately
                                        preceding nine month period

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     May 31, 2000 and each              1.05 to 1 based upon the immediately
     May 31 thereafter                  preceding twelve month period

     August 31, 2000 and each           1.05 to 1 based upon the immediately
     August 31 thereafter               preceding twelve month period

     November 30, 2000 and each         1.05 to 1 based upon the immediately
     November 30 thereafter             preceding twelve month period

     February 28, 2001 and each         1.05 to 1 based upon the immediately
     February 28 thereafter             preceding twelve month period

          (i)  Section  6.13 of the Credit  Agreement  is hereby  deleted in its
entirety, and replaced as follows:

     Section 6.13 NET WORTH. The Borrower covenants that as of May 31, 1999, the
     aggregate  consolidated  Net Worth of Royal  Grip,  Roxxi and the  Covenant
     Entities shall  increase by not less than  $196,000.00 as measured from the
     last day of the  immediately  preceding  fiscal  quarter  ending  aggregate
     consolidated  Net  Worth.  Thereafter,  the  Borrower  covenants  that said
     aggregate  consolidated  Net  Worth  as of the  end of each  future  fiscal
     quarter end shall  increase by not less than (or in the event a decrease is
     allowed, decrease by not more than) the amounts set forth below as measured
     from the immediately  preceding fiscal year ending  aggregate  consolidated
     Net Worth.

     Quarter Ending                              Net Worth Increase (Decrease)
     --------------                              -----------------------------
     August 31, 1999 and each August 31
     thereafter                                  $0.00

     November 30, 1999 and each November 30
     thereafter                                  ($300,000.00)

     February 28, 2000 and each February 28
     thereafter                                  ($100,000.00)

     May 31, 2000 and each May 31 thereafter     $600,000.00

          (j)  Section  6.14 of the Credit  Agreement  is hereby  deleted in its
entirety and replaced as follows:

     Section 6.14 NET INCOME. The Borrower covenants that for the fiscal quarter
     ending May 31,  1999,  Royal Grip,  Roxxi and the Covenant  Entities  shall
     achieve an aggregate  consolidated  Net Income of at least  $223,000.00  as
     measured from the immediately preceding fiscal quarter end. Thereafter, the
     Borrower  covenants that Royal Grip, Roxxi and the Covenant  Entities shall

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     achieve an aggregate  consolidated Net Income of at least (or, in the event
     a Net Loss is allowed for such fiscal quarter, a Net Loss of not more than)
     the amount set forth  below for each fiscal  quarter as  measured  from the
     immediately preceding fiscal year end.

     Quarter Ending                              Net Worth Increase (Decrease)
     --------------                              -----------------------------
     August 31, 1999 and each August 31
     thereafter                                  $0.00

     November 30, 1999 and each November 30
     thereafter                                  ($300,000.00)

     February 28, 2000 and each February 28
     thereafter                                  ($100,000.00)

     May 31, 2000 and each May 31 thereafter     $600,000.00

          (k)  Section  6.15 of the Credit  Agreement  is hereby  deleted in its
entirety and replaced as follows:

     Section  6.15  STOP  LOSS.  The  Borrower  covenants  that  for the  period
     commencing on March 1, 1999 and ending on May 30, 1999,  Royal Grip,  Roxxi
     and the Covenant  Entities shall not achieve an aggregate  consolidated Net
     Loss in excess of  $150,000.00.  Thereafter,  the Borrower  covenants  that
     beginning with August,  1999,  and  continuing  for each month  thereafter,
     Royal Grip, Roxxi and the Covenant  Entities shall not achieve an aggregate
     consolidated  Net Loss in excess of the  amounts  set forth  below for each
     month as measured from the last day of the immediately preceding month.

     Month                                              Maximum Net Loss
     -----                                              ----------------
     August of each year                                $400,000.00

     September of each year                             $150,000.00

     October of each year                               $200,000.00

     November of each year                              $100,000.00

     December of each year                              $250,000.00

     January of each year                               $50,000.00

     February of each year                              $0.00

     March of each year                                 $0.00

     April of each year                                 $0.00

     May of each year                                   $0.00

     June of each year                                  $0.00

     July of each year                                  $0.00

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          (l) There is hereby added a new Section  6.16 to the Credit  Agreement
which provides as follows:

     Section 6.16 MINIMUM  AVAILABILITY.  In the event the Transaction  fails to
     close on or before  July 1,  1999,  then  until  such time as  Borrower  is
     reimbursed by Coyote Sport, Inc. for all Transaction related expenses,  the
     Borrower   covenants  that  there  shall  at  all  times  be  an  aggregate
     Availability  under this Credit  Agreement and the Credit  Agreement by and
     between the Covenant Entities and Lender in the following amounts:

     Aggregate Availability       Period
     ----------------------       ------
     $150,000.00                  Within seven (7) days of the public
                                  announcement that the Transaction has
                                  been terminated through and until 7-1-99

     $500,000.00                  From 7-1-99 through and until 9-30-99

     $350,000.00                  From 10-1-99 through and until 10-31-99

     $200,000.00                  From 11-1-99 through and until 11-30-99

     $50,000.00                   From 12-1-99 through and until 12-31-99

     $0.00                        On and after January 1, 2000

          (m)  Section  7.19 of the Credit  Agreement  is hereby  deleted in its
entirety and replaced as follows:

     Section 7.19  PAYMENTS TO  AFFILIATES.  Neither Royal Grip nor Roxxi shall,
     without the express written consent of Lender, which consent may be granted
     or withheld in Lender's sole  discretion,  make any  transfer,  conveyance,
     loan or payment of any kind  ("Payment") to Royal Grip (from Roxxi),  Roxxi
     (from Royal Grip), to any Covenant Entity or to any other  Affiliates which
     is not for fair and adequate consideration or which (i) is in the aggregate
     in excess of  $2,500,000.00  (of  which  not more than  $600,000.00  of the
     $1,000,000.00  increase may be applicable to Transaction  related  expenses
     and  not  more  than  $400,000.00  of  the  $1,000,000.00  increase  may be
     applicable to management  related  expenses) during  Borrower's 1999 fiscal
     year,  and (ii) is in the  aggregate  in  excess of  $1,500,000.00  for any
     fiscal year thereafter.

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          (n) There is hereby added a new Section  7.22 to the Credit  Agreement
which provides as follows:

     7.22 TRANSACTION  RELATED EXPENSES.  In no event shall Royal Grip, Roxxi or
     any of the Covenant  Entities make  Payments to any  Affiliates or incur in
     the aggregate in excess of $900,000.00 for Transaction related expenses.

     3. NO OTHER CHANGES. Except as explicitly amended by this Amendment, all of
the terms and conditions of the Credit  Agreement shall remain in full force and
effect and shall apply to any advance or letter of credit thereunder.

     4.  WAIVER  OF  DEFAULTS.  The  Borrower  is in  default  of the  following
provisions of the Credit Agreement (collectively, the "Current Defaults"):

          (a)  Borrower has failed to satisfy the Debt  Service  Coverage  Ratio
required by Section 6.12 of the Credit Agreement for the quarter ending February
28, 1999.

          (b) Borrower has failed to satisfy the Net Worth requirements required
by Section  6.13 of the Credit  Agreement  for the quarter  ending  February 28,
1999.

          (c)  Borrower  has  failed  to  satisfy  the Net  Income  requirements
required by Section 6.14 of the Credit Agreement for the quarter ending February
28, 1999.

          (d) Borrower has failed to satisfy the Monthly Stop Loss  requirements
required by Section 6.15 of the Credit  Agreement for the months ending  January
31, 1999, and February 28, 1999.

Upon the terms and subject to the  conditions set forth in this  Amendment,  the
Lender hereby waives the Current  Defaults.  This waiver shall be effective only
in this  specific  instance and for the specific  purpose for which it is given,
and this waiver shall not entitle the Borrower to any other or further waiver in
any similar or other circumstances.

     5. CONDITIONS PRECEDENT. This Amendment, and the waiver set forth in
Paragraph 4 hereof,  shall be effective  when the Lender shall have  received an
executed original hereof, together with each of the following, each in substance
and form acceptable to the Lender in its sole discretion:

          (a) The Acknowledgment and Agreement of Guarantor set forth at the end
of this Amendment, duly executed by the Guarantor.

          (b) A Certificate  of the  Secretary of the Borrower  certifying as to
(i) the  resolutions  of the board of directors of the  Borrower  approving  the
execution  and  delivery of this  Amendment,  (ii) the fact that the articles of
incorporation and bylaws of the Borrower,  which were certified and delivered to
the Lender pursuant to the Certificate of Authority of the Borrower's  secretary
or  assistant  secretary  dated as of  October  9, 1998 in  connection  with the

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execution and delivery of the Credit Agreement continue in full force and effect
and have not been  amended  or  otherwise  modified  except  as set forth in the
Certificate to be delivered,  and (iii)  certifying that the officers and agents
of the  Borrower  who  have  been  certified  to  the  Lender,  pursuant  to the
Certificate  of Authority  of the  Borrower's  secretary or assistant  secretary
dated as of October 9, 1998, as being authorized to sign and to act on behalf of
the Borrower continue to be so authorized or setting forth the sample signatures
of each of the  officers and agents of the  Borrower  authorized  to execute and
deliver this Amendment and all other  documents,  agreements and certificates on
behalf of the Borrower.

          (c) An opinion of the  Borrower's  counsel as to the matters set forth
in  paragraphs  6(a) and 6(b) hereof and as to such other  matters as the Lender
shall require.

          (d) Such other matters as the Lender may require.

     6. REPRESENTATIONS AND WARRANTIES. The Borrower hereby represents and
warrants to the Lender as follows:

          (a) The Borrower has all requisite power and authority to execute this
Amendment and to perform all of its  obligations  hereunder,  and this Amendment
has been duly executed and delivered by the Borrower and  constitutes the legal,
valid and binding obligation of the Borrower, enforceable in accordance with its
terms.

          (b) The  execution,  delivery and  performance by the Borrower of this
Amendment has been duly authorized by all necessary  corporate action and do not
(i)  require  any  authorization,   consent  or  approval  by  any  governmental
department,  commission,  board, bureau, agency or instrumentality,  domestic or
foreign,  (ii) violate any  provision of any law,  rule or  regulation or of any
order, writ,  injunction or decree presently in effect,  having applicability to
the Borrower,  or the articles of incorporation  or by-laws of the Borrower,  or
(iii) result in a breach of or  constitute a default under any indenture or loan
or credit  agreement or any other  agreement,  lease or  instrument to which the
Borrower is a party or by which it or its properties may be bound or affected.

          (c) All of the representations  and warranties  contained in Article V
of the Credit  Agreement are correct on and as of the date hereof as though made
on and as of such  date,  except to the  extent  that such  representations  and
warranties relate solely to an earlier date.

     7.  REFERENCES.  All references in the Credit Agreement to "this Agreement"
shall be deemed to refer to the Credit Agreement as amended hereby;  and any and
all references in the Security Documents to the Credit Agreement shall be deemed
to refer to the Credit Agreement as amended hereby.

     8. NO  OTHER  WAIVER.  Except  as set  forth in  Paragraph  4  hereof,  the
execution of this Amendment and acceptance of any documents related hereto shall
not be deemed to be a waiver  of any  Default  or Event of  Default  or  Default
Period under the Credit  Agreement or breach,  default or event of default under
any Security Document or other document held by the Lender, whether or not known
to the Lender and whether or not existing on the date of this Amendment.

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     9. RELEASE. The Borrower,  and each Guarantor by signing the Acknowledgment
and  Agreement  of  Guarantor  set  forth  below,  each  hereby  absolutely  and
unconditionally  releases  and forever  discharges  the Lender,  and any and all
participants,   parent   corporations,   subsidiary   corporations,   affiliated
corporations,  insurers,  indemnitors,  successors and assigns thereof, together
with all of the present and former directors,  officers, agents and employees of
any of the  foregoing,  from any and all claims,  demands or causes of action of
any  kind,  nature  or  description,  whether  arising  in law or equity or upon
contract  or tort or under  any state or  federal  law or  otherwise,  which the
Borrower or such  Guarantor  has had,  now has or has made claim to have against
any such person for or by reason of any act,  omission,  matter,  cause or thing
whatsoever  arising from the beginning of time to and including the date of this
Amendment,  whether  such  claims,  demands  and causes of action are matured or
unmatured or known or unknown.

     10. COSTS AND EXPENSES.  The Borrower hereby  reaffirms its agreement under
the Credit  Agreement to pay or reimburse the Lender on demand for all costs and
expenses  incurred by the Lender in connection  with the Credit  Agreement,  the
Security  Documents  and all other  documents  contemplated  thereby,  including
without  limitation  all  reasonable  fees and  disbursements  of legal counsel.
Without  limiting the  generality of the  foregoing,  the Borrower  specifically
agrees  to pay all fees and  disbursements  of  counsel  to the  Lender  for the
services  performed by such counsel in connection  with the  preparation of this
Amendment and the  documents and  instruments  incidental  hereto.  The Borrower
hereby  agrees that the Lender may, at any time or from time to time in its sole
discretion and without further authorization by the Borrower, make a loan to the
Borrower under the Credit Agreement,  or apply the proceeds of any loan, for the
purpose of paying any such fees, disbursements, costs and expenses.

     11.  MISCELLANEOUS.  This Amendment and the Acknowledgment and Agreement of
Guarantor may be executed in any number of  counterparts,  each of which when so
executed  and   delivered   shall  be  deemed  an  original  and  all  of  which
counterparts, taken together, shall constitute one and the same instrument.

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         IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the date first written above.

                                          WELLS FARGO BUSINESS CREDIT, INC.


                                          By /s/ Clifton Moschnik
                                             -----------------------------------

                                          Its Business Banking Officer
                                              ----------------------------------

                                          ROYAL GRIP, INC., a Nevada corporation


                                          By /s/ Thomas Schneider
                                             -----------------------------------

                                          Its President
                                              ----------------------------------

                                          ROXXI, INC., a Nevada corporation

                                          By /s/ Thomas Schneider
                                             -----------------------------------

                                          Its President
                                              ----------------------------------

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                    ACKNOWLEDGMENT AND AGREEMENT OF GUARANTOR


     The  undersigned,  a guarantor of the indebtedness of Royal Grip, Inc., and
Roxxi, Inc., each Nevada corporations (collectively,  jointly and severally, the
"Borrowers")  to Wells Fargo Business  Credit,  Inc.,  formerly known as Norwest
Business Credit,  Inc. (the "Lender") pursuant to a Guaranty dated as of October
9, 1998 (the  "Guaranty"),  hereby (i)  acknowledges  receipt  of the  foregoing
Amendment;  (ii) consents to the terms (including without limitation the release
set  forth  in  paragraph  9 of the  Amendment)  and  execution  thereof;  (iii)
reaffirms its  obligations to the Lender  pursuant to the terms of its Guaranty;
and (iv)  acknowledges  that the  Lender may amend,  restate,  extend,  renew or
otherwise  modify the Credit  Agreement and any indebtedness or agreement of the
Borrower,  or enter into any  agreement  or extend  additional  or other  credit
accommodations,  without  notifying or obtaining the consent of the  undersigned
and without  impairing the liability of the  undersigned  under the Guaranty for
all of the Borrowers' present and future indebtedness to the Lender.

                                          ROYAL PRECISION, INC.,
                                            a Delaware corporation


                                          By /s/ Thomas Schneider
                                             -----------------------------------

                                          Its President
                                              ----------------------------------

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