AMENDMENT NO. 4 TO CREDIT AND GUARANTEE AGREEMENT


     AMENDMENT NO. 4 TO CREDIT AND GUARANTEE AGREEMENT (this "Amendment"), dated
as of November 22, 2002, among REMINGTON  PRODUCTS  COMPANY,  L.L.C., a Delaware
limited liability company (the "Company") REMINGTON CONSUMER PRODUCTS LIMITED, a
company  incorporated  under the laws of England (the "UK Borrower"),  REMINGTON
PRODUCTS  GMBH, a company  organized and existing under the laws of Germany (the
"German  Borrower"),  REMINGTON  CONSUMER PRODUCTS  (IRELAND) LIMITED, a company
incorporated  under the laws of Ireland  (the "Irish  Borrower")  and  REMINGTON
PRODUCTS  (CANADA)  INC., a company  incorporated  under the laws of Canada (the
"Canadian  Borrower";  together  with the Company,  the UK Borrower,  the German
Borrower and the Irish  Borrower,  the  "Borrowers"),  the lending  institutions
party  hereto  and Fleet  Capital  Corporation,  as  administrative  agent  (the
"Agent").

     WHEREAS, the Borrowers,  certain lenders,  Fleet Securities,  Inc., as sole
advisor,  lead arranger and book manager,  Congress  Financial  Corporation (New
England),  as  syndication  agent and  coarranger,  and the Agent entered into a
certain Credit and Guarantee Agreement,  dated as of August 21, 2001, as amended
as of  September  30,  2001,  as of March 28,  2002 and as of July 1, 2002 (such
agreement being referred to herein as the "Credit Agreement"), pursuant to which
one or  more  of  such  lenders  have  agreed,  subject  to  certain  terms  and
conditions,  to make  revolving  advances to one or more of the Borrowers and to
issue or to cause the  issuance  of letters of credit for the  account of one or
more of the Borrowers;

     WHEREAS,  the Borrowers have  requested that the Required  Lenders agree to
amend Section 10.10 (Limitations on Certain Debt Payments and Interest Payments)
of the  Credit  Agreement  and the  Required  Lenders,  subject to the terms and
conditions set forth herein, are willing to grant such request;

     NOW, THEREFORE,  the Company, on behalf of the Borrowers,  and the Required
Lenders hereby agree as follows:

     1. CAPITALIZED  TERMS.  Capitalized terms used but not defined herein shall
have the respective meanings set forth in the Credit Agreement.

     2. AMENDMENT TO THE CREDIT AGREEMENT.

     Section 10.10  (Limitations on Certain Debt Payments and Interest Payments)
of the Credit  Agreement is hereby  amended by adding the following new sentence
to the end of clause (b) thereto:

<PAGE>


          "Notwithstanding  the immediately  preceding sentence,  solely for the
     fiscal  years of the Company and its  consolidated  Subsidiaries  ending on
     December 31, 2002 and December 31, 2003, the Company may prepay, repurchase
     or  redeem  in any  such  fiscal  year up to  $10,000,000  (not  to  exceed
     $40,000,000  in the  aggregate  during  the  term  of  this  Agreement  and
     $20,000,00 in the aggregate in any such fiscal year) of Senior Subordinated
     Indebtedness  so long as (i) no  Default  or Event of  Default  shall  have
     occurred and be continuing or would result  therefrom and (ii) for each day
     during the period of 30 consecutive days immediately  after the date of any
     such prepayment,  repurchase or redemption, (1) the aggregate amount of the
     Borrowing  Base of the Company plus the Dollar  equivalent of the aggregate
     Borrowing  Bases  of the  other  Borrowers  less (2) the  aggregate  of the
     Domestic  Revolving  Credit  Exposure  plus the  Dollar  equivalent  of the
     Foreign Revolving Credit Exposure shall be no less than $20,000,000. In the
     event that the Company does not prepay, repurchase or redeem $10,000,000 of
     the Senior Subordinated Indebtedness in the fiscal year ending December 31,
     2002,  it may (in  addition to the  $10,000,000  it is permitted to prepay,
     repurchase or redeem in accordance with the immediately preceding sentence)
     prepay,  repurchase  or redeem in the fiscal year ending  December 31, 2003
     the difference  between the amount it prepaid,  repurchased or redeemed the
     fiscal year ending December 31, 2002 and  $10,000,000;  provided that in no
     event may the Company prepay, repurchase or redeem more than $20,000,000 in
     the aggregate of Senior Subordinated Indebtedness in the fiscal year ending
     December 31, 2003."

     3.  EFFECTIVENESS.  This Amendment shall become effective when counterparts
hereof have been duly  executed and  delivered  to the Agent by the Company,  on
behalf of the Borrowers, and the Required Lenders.

     4.  COUNTERPARTS.  This Amendment may be executed in counterparts,  each of
which shall be an original, and all of which, taken together, shall constitute a
single  instrument.  This  Amendment  shall be  governed  by, and  construed  in
accordance with, the laws of the State of New York.

     5. REFERENCES TO CREDIT AGREEMENT. From and after the effectiveness of this
Amendment and the amendment  contemplated  hereby,  all references in the Credit
Agreement to "this Agreement",  "hereof", "herein", and similar terms shall mean
and refer to the Credit Agreement,  as the provisions  thereof have been amended
by this Amendment, and all references in other documents to the Credit Agreement
shall mean such  agreement as the  provisions  thereof have been amended by this
Amendment.

     6. RATIFICATION AND  CONFIRMATION.  The Credit Agreement is hereby ratified
and confirmed and,  except as herein  agreed,  remains in full force and effect.
The Company,  on behalf of the  Borrowers,  represents  and warrants  that after
giving effect to this Amendment (i) all representations and warranties contained
in the Loan  Documents  are true and correct in all material  respects  with the
same effect as though such  representations  and warranties had been made on and
as of the date  hereof  (except  to the  extent  that  such  representations  or
warranties  expressly  related to a  specified  date) and (ii)  there  exists no
Default or Event of Default.


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<PAGE>



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

                             REMINGTON PRODUCTS COMPANY,L.L.C.


                             By:
                                ------------------------------------------------
                             Name:
                             Title:

                             REMINGTON CONSUMER PRODUCTS LIMITED


                             By:
                                ------------------------------------------------
                             Name:
                             Title:

                             REMINGTON PRODUCTS GMBH


                             By:
                                ------------------------------------------------
                             Name:
                             Title:

                             REMINGTON CONSUMER PRODUCTS (IRELAND) LIMITED


                             By:
                                ------------------------------------------------
                             Name:
                             Title:

                             REMINGTON PRODUCTS (CANADA) INC.


                             By:
                                ------------------------------------------------
                             Name:
                             Title:



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<PAGE>


                             FLEET CAPITAL CORPORATION, as Agent and as a Lender


                             By:
                                ------------------------------------------------
                             Name: Edgar Ezerins
                             Title: Vice President

                             CONGRESS FINANCIAL CORPORATION
                             (NEW ENGLAND), as a Lender


                             By:
                                ------------------------------------------------
                             Name:
                             Title:

                             HELLER FINANCIAL, INC., as a Lender


                             By:
                                ------------------------------------------------
                             Name
                             Title:

                             CITIZENS BUSINESS CREDIT CO.,
                             A DIVISION OF CITIZENS LEASING  CORP., as a Lender


                             By:
                                ------------------------------------------------
                             Name
                             Title:

                             WHITEHALL BUSINESS  CREDIT CORPORATION, as a Lender


                             By:
                                ------------------------------------------------
                             Name:
                             Title:


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<PAGE>

                             THE PROVIDENT BANK, as a Lender


                             By:
                                ------------------------------------------------
                             Name:
                             Title:

                             PNC, NATIONAL ASSOCIATION, as a Lender


                             By:
                                ------------------------------------------------
                             Name:
                             Title:




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