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                                                                    EXHIBIT 10.1


                               SIXTH AMENDMENT
                                      TO
                   AMENDED AND RESTATED FINANCING AGREEMENT

        This Sixth Amendment to Amended and Restated Financing Agreement is
executed and entered into by and between NATIONSBANK OF TEXAS, N.A., a national
bank ("Lender") and ENCORE WIRE CORPORATION, A Delaware corporation
("Borrower"), effective as of September 17, 1996, as follows:


                                   RECITALS

        NationsBank and Encore are parties to the certain Amended and Restated
        Financing Agreement dated effective June 15, 1994, as amended by the
        First Amendment to Amended and Restated Financing Agreement dated July
        26, 1994, the Second Amendment to Amended and Restated Financing
        Agreement dated December 29, 1994, the Third Amendment to Amended and
        Restated Financing Agreement dated April 7, 1995, the Fourth Amendment
        to Amended and Restated Financing Agreement dated August 31, 1995, and
        the Fifth Amendment to Amended and Restated Financing Agreement dated
        March 19, 1995 (hereinafter called the "Agreement").  Terms defined in
        the Agreement, wherever used in this Sixth Amendment, shall have the   
        same meanings as are prescribed by the Agreement.

        NationsBank and Encore have agreed to amend the Agreement as provided
        hereinbelow.

        NOW THEREFORE, for value received, and in consideration of the premises,
NationsBank and Encore hereby agree as follows:


        1.      Paragraph 1.20 (definition of "Contract Term") of the Agreement
hereby is amended to read in its entirety as follows:

                "1.20  "CONTRACT TERM" means the period beginning
                on the effective date specified in the preamble of
                this Agreement and continuing through July 15, 1998."

        2.      Subparagraph (a)3 ("Fixed Charge Ratio") of paragraph 7.21
("Financial Covenants") of the Agreement hereby is amended to read in tis
entirety as follows:

                "3.     Fixed Charge Ratio.  Fixed Charge Ratio shall not at
                        any time be less than the following prescribed 
                        minimums, as applicable:

                                                                 Minimum Fixed 
                        Applicable Period                         Charge Ratio 
                        -----------------                        --------------
                                                                               
                        All times through December 30, 1996        1.5 to 1.0  
                                                                               
                        December 31, 1996 through June 29, 1997    2.0 to 1.0

                        June 30, 1997 through December 30, 1997    2.5 to 1.0

                        December 31, 1997 and thereafter           3.0 to 1.0"

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        4.      The following items shall be delivered to Lender prior to or
simultaneously with execution and delivery of this Sixth Amendment:

                (a)     A certificate signed by the corporation secretary of
        Borrower (i) certifying to Lender that its Certificate of Incorporation
        and Bylaws have not been amended since Borrower's certification thereof
        under Secretary's Certificate previously submitted to Lender as of June
        15, 1994 in connection with execution of the Agreement, and specifying
        that the officers of Borrower listed therein are duly elected, qualified
        and ating as of the effective date hereof (or alternatively, specifying
        any change in such listing) and (ii) attaching and certifying
        resolutions duly adopted by the board of directors of Borrower
        authorizing the Sixth Amendment and the transactions evidenced hereby,
        and authorizing and directing one or more named officers of Borrower to
        execute and deliver the Sixth Amendment, and all related documentation
        required by Lender, on behalf of Borrower, which certificate shall be in
        form satisfactory to Lender; and

                (b)     Such other documentation as Lender may reasonably
        require in connection with the Agreement or this Sixth Amendment.

        5.      In consideration of this Sixth Amendment, Borrower represents to
Lender that, except as specifically referenced in the certain letter agreement
of even date herewith between Lender and Borrower (i) no Event of Default, or
other event or condition which would be the subject of a required notice under
paragraph 7.13 of the Agreement, is in existence as of the effective date
hereof, (ii) each of the representations and warranties contained in the
following paragraphs of the Agreement are true and correct as of the effective
date of this Sixth Amendment:  paragraph 6.1 through paragraph 6.21.

        6.      The Agreement hereby is ratified and confirmed as being and
continuing in full force and effect according to its terms, as amended by this
Sixth Amendment.

        7.      This Agreement (i) is binding upon Borrower and Lender and their
respective successors and assigns, (ii) represents the entire agreement between
the parties regarding the subject matter hereof and may not be amended or
modified except in writing signed by both parties, (iii) shall be governed and
construed according to the laws of the State of Texas and (iv) may be executed
by counterpart, in which case each such counterpart together shall be considered
to be the same agreement.  A telecopy of any such executed counterpart shall be
valid as an original.





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        THIS WRITTEN AGREEMENT REPRESENTS THE FINAL AGREEMENT BETWEEN 
        THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR,
        CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.  
        THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.

        EXECUTED effective as of the date specified in the preamble.


                                           NATIONSBANK OF TEXAS, N.A.    
                                                                         
                                           By: /s/ FRANK IZZO            
                                              ---------------------------
                                           Name: Frank Izzo              
                                                -------------------------
                                           Title: Senior Vice President  
                                                 ------------------------
                                                                         
                                                                         
                                                                         
                                           By: /s/ TODD M. BURNS           
                                              ---------------------------
                                           Name: Todd M. Burns           
                                                -------------------------
                                           Title: Banking Officer        
                                                 ------------------------
                                                                         
                                                                         
                                           ENCORE WIRE CORPORATION       
                                                                         
                                           By: /s/ SCOTT WEAVER          
                                              ---------------------------
                                           Name: Scott Weaver            
                                                -------------------------
                                           Title: VP - Finance           
                                                 ------------------------
                                                                         


                             CONSENT BY GUARANTOR

        EWC Leasing Corp. hereby (i) consents to execution and performance by
Borrower of the foregoing Sixth Amendment to Amended and Restated Financing
Agreement ("Sixth Amendment") and (ii) ratifies and confirms its Guaranty dated
effective as of June 15, 1994 as continuing in full force and effect with
respect to all "Obligations" defined by the Agreement, including as amended by
the Sixth Amendment, as of the effective date hereof.

                                           EWC LEASING CORP.              
                                                                          
                                                                          
                                           By: /s/ SCOTT WEAVER           
                                              --------------------------- 
                                           Name: Scott Weaver             
                                                ------------------------- 
                                           Title: VP - Finance            
                                                 ------------------------ 




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THE STATE OF TEXAS      )

COUNTY OF DALLAS        )

        BEFORE ME, the undersigned authority, on this day personally appeared
Frank Izzo, known to me to be the person and officer whose name is subscribed to
the foregoing instrument, and acknowledged to me that the same was the act of
the said NATIONSBANK OF TEXAS, N.A., and was executed for the purposes and
consideration therein expressed and in the capacity therein stated.

        GIVEN UNDER MY HAND AND SEAL OF OFFICE this the 26 day of September,
1996.

                                                /s/ KAREN LYNNE RUSHING
                                                -------------------------------
                                                NOTARY PUBLIC, STATE OF TEXAS

My Commission Expires:
    6/24/99                                       Karen Lynne Rushing
---------------------                           -------------------------------
                                                (Printed Name of Notary)


                (NOTARY SEAL)   KAREN LYNNE RUSHING
                                   NOTARY PUBLIC
                                   STATE OF TEXAS
                                My Comm. Exp. 06-24-99


THE STATE OF TEXAS      )

COUNTY OF DALLAS        )

        BEFORE ME, the undersigned authority, on this day personally appeared 
T. M. Burns, known to me to be the person and officer whose name is subscribed 
to the foregoing instrument, and acknowledged to me that the same was the act 
of the said NATIONSBANK OF TEXAS, N.A., and was executed for the purposes and
consideration therein expressed and in the capacity therein stated.

        GIVEN UNDER MY HAND AND SEAL OF OFFICE this the 26 day of September,
1996.


                                                /s/ KAREN LYNNE RUSHING
                                                -------------------------------
                                                NOTARY PUBLIC, STATE OF TEXAS

My Commission Expires:
    6/24/99                                       Karen Lynne Rushing
---------------------                           -------------------------------
                                                (Printed Name of Notary)


                (NOTARY SEAL)   KAREN LYNNE RUSHING
                                   NOTARY PUBLIC
                                   STATE OF TEXAS
                                My Comm. Exp. 06-24-99
            






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THE STATE OF TEXAS      )

COUNTY OF COLLIN        )

        BEFORE ME, the undersigned authority, on this day personally appeared
Scott Weaver, known to me to be the person and officer whose name is subsribed
to the foregoing instrument, and acknowledged to me that the same was the act of
the said ENCORE WIRE CORPORATION, a Delaware corporation, and that he executed
the same as the act of such corporation for the purposes and consideration
therein expressed and in the capacity therein stated.

        GIVEN UNDER MY HAND AND SEAL OF OFFICE this the 18 day of September,
1996.


                                                /s/ SHIRLEY WRIGHT
                                                -------------------------------
                                                NOTARY PUBLIC, STATE OF TEXAS

My Commission Expires:
     1-31-97                                    SHIRLEY WRIGHT
---------------------                           -------------------------------
                                                (Printed Name of Notary)





THE STATE OF TEXAS      )

COUNTY OF COLLIN        )

        BEFORE ME, the undersigned authority, on this day personally appeared
Scott Weaver, known to me to be the person and officer whose name is subsribed
to the foregoing instrument, and acknowledged to me that the same was the act of
the said EWC LEASING CORP., a Nevada corporation, and that he executed
the same as the act of such corporation for the purposes and consideration
therein expressed and in the capacity therein stated.

        GIVEN UNDER MY HAND AND SEAL OF OFFICE this the 18 day of September,
1996.


                                                /s/ SHIRLEY WRIGHT
                                                -------------------------------
                                                NOTARY PUBLIC, STATE OF TEXAS

My Commission Expires:
     1-31-97                                    SHIRLEY WRIGHT
---------------------                           -------------------------------
                                                (Printed Name of Notary)




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