EX-10.1






AMENDMENT NO. 1 TO

COMMITMENT LETTER




This AMENDMENT NO. 1 TO COMMITMENT LETTER (the “Amendment”) is made and entered into as of October
26, 2005 by and between Countrywide Warehouse Lending (“Lender”) and Encore Credit Corp., Bravo
Credit Corporation and ECC Capital Corporation (collectively “Borrower”). This Amendment amends
that certain Commitment Letter by and between Lender and Borrower dated as of July 20, 2005 (the
“Commitment Letter”), which supplements that certain Revolving Credit and Security Agreement by and
between Lender and Borrower dated as of May 14, 2002 (as may be amended from time to time, the
“Credit Agreement”).



R E C I T A L S




Lender and Borrower have previously entered into the Commitment Letter and Credit
Agreement pursuant to which Lender may, from time to time, provide Borrower credit in
the form of a warehouse line secured by residential mortgage loans. Lender and
Borrower hereby agree that the Commitment Letter shall be amended as provided herein.



In consideration of the mutual promises contained herein, and for other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, Lender and Borrower
hereby agree as follows:




	 	1.	 	Financial Ratios. Lender and Borrower agree that the Maximum ratio of total
Liabilities and Warehouse Debt Financial Ratio of the Commitment Letter listed below shall
amended as follows, all other existing Financial Ratios of the Commitment Letter shall remain
unchanged:



“


	 	 	 
	Maximum ratio of Total

Liabilities and Warehouse Debt

(Warehouse Debt is inclusive of

outstandings on warehouse lines,

repurchase facilities or other

off balance sheet financing to

Tangible Net Worth) (excluding

the related liability, asset and

equity in CMO investments)

(excluding Credit Off and

Countrywide’s Early Purchase

Program):

	 	













20:1,

(with the exception of the

3rd Quarter, 2005,

ending on September 30, 2005

which shall be 25:1)
	 

	 	 






“




	 	2.	 	No Other Amendments; Conflicts with Previous Amendments. Other than as expressly
modified and amended herein, the Commitment Letter shall remain in full force and effect and
nothing herein shall affect the rights and remedies of Lender as provided under the Commitment
Letter and Credit Agreement. To the extent any amendments to the Commitment Letter contained
herein conflict with any previous amendments to the Commitment Letter, the amendments
contained herein shall control.






	 	3.	 	Capitalized Terms. Any capitalized term used herein and not otherwise defined herein
shall have the meaning ascribed to such term in the Credit Agreement.






	 	4.	 	Facsimiles. Facsimile signatures shall be deemed valid and binding to the same extent
as the original.





[Signature page to follow]





1






IN WITNESS WHEREOF, Lender and Borrower have caused their names to be signed hereto by their
respective officers thereunto duly authorized as of the date first written above.



Countrywide Warehouse Lending




By: /s/ Richie Walia

Signature





Name: Richie Walia





Title: First Vice President



Date:



Encore Credit Corp.




By: /s/ William E. Moffatt

Signature





Name: William E. Moffatt





Title: Treasurer



Date: 10/27/05



Bravo Credit Corporation




By: /s/ William E. Moffatt

Signature





Name: William E. Moffatt





Title: Treasurer



Date: 10/27/05



ECC Capital Corporation




By: /s/ William E. Moffatt

Signature





Name: William E. Moffatt





Title: Treasurer



Date: 10/27/05




2