**Exhibit10.4**

**LOANMODIFICATION AGREEMENT NO. 6**

Preamble:  This Loan Modification Agreement No. 6 (this “Agreement”),dated as of July 3, 2007 (the “Amendment Date”), is made by and amongWells Fargo Bank, National Association, acting through its Wells Fargo BusinessCredit operating division, as Agent; each Person identified as a “Lender” onthe signature page hereof, as lenders; and each Person identified as a “Borrower”on the signature page hereof, as borrowers (each, a “Borrower”, and,collectively, the “Borrowers”), for the purpose of amending or otherwisemodifying the terms of that certain Credit Agreement dated as ofAugust 12, 2005 (which, as it has been, or hereafter may be, modified oramended, the “Credit Agreement”), among the Borrowers, the variouslenders from time to time party thereto (the “Lenders”) and Wells FargoBank, National Association, acting through its Wells Fargo Business Creditoperating division, as a Lender and as agent for the Lenders (in such capacity,the “Agent”).  Now, therefore, inconsideration of the mutual promises contained herein and in the CreditAgreement, the receipt and sufficiency of which are hereby acknowledged, theAgent, the Lenders and the Borrowers, each intending to be legally bound, agreeas follows:

# 1.        Definitions.  Capitalized terms used herein, but notexpressly defined themselves herein, shall have the meanings given to suchterms in the Credit Agreement.

# 2.        Increase in Letter of CreditSub-Facility Amount.  The Letter ofCredit Sub-Facility limit shall be increased from Six Million Dollars($6,000,000) to Seven Million Five Hundred Thousand Dollars ($7,500,000).  In furtherance of the foregoing, thedefinition of “Letter of Credit Sub-Facility Amount” set forth in Section 1.1of the Credit Agreement shall be deemed to be amended to read as follows:

“Letter of Credit Sub-Facility Amount” meansSeven Million Five Hundred Thousand Dollars ($7,500,000).

# 3.        Amendment Fee.  To induce the Agent to enter into thisAgreement, each Borrower hereby jointly and severally agrees to pay to theAgent (a) on the Amendment Date, a fully-earned and non-refundable amendmentfee in the amount of $5,000, and (b) without limiting the obligation of theBorrowers to reimburse the Agent for costs and expenses incurred in connectionwith the Loan Documents, on demand by the Agent, all fees, costs and expensesincurred by the Agent in connection with this Agreement, including thereasonable fees and out-of-pocket expenses of counsel to the Agent.

# 4.        Inducing Representations.  To induce the Agent and the Lenders to enterinto this Agreement, each Borrower hereby represents and warrants that: (a)such Borrower is duly authorized to enter into this Agreement, and thisAgreement, upon its execution by such Borrower, the Agent and each Lender, willconstitute such Borrower’s legal, valid and binding obligations enforceable inaccordance with its terms against such Borrower; (b) after giving effect tothis Agreement, no Default or Event of Default exists; (c) no present right ofsetoff, counterclaim, recoupment claim or defense exists in such Borrower’sfavor in respect of its payment or performance of any Obligations; and (d)except as modified by this Agreement, all terms of the Credit Agreement andeach other Loan Document shall remain in full force and effect.

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# 5.        Release.  Each Borrower hereby absolutely andunconditionally releases and forever discharges the Agent and each Lender, andany and all participants, parent corporations, subsidiary corporations,affiliated corporations, insurers, indemnitors, successors and assigns of theAgent and each Lender, together with all of the present and former directors,officers, agents, attorneys and employees of any of the foregoing, from any andall 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 orfederal law or otherwise, which any Borrower has had, now has or has made claimto 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 includingthe date of this Agreement, whether such claims, demands and causes of actionare matured or unmatured or known or unknown.

# 6.        Miscellaneous.  Each existing Loan Document shall be deemedmodified hereby on the Amendment Date as necessary to conform its terms to theterms of the Credit Agreement, as modified hereby.  This Agreement constitutes a Loan Document,and shall be governed and construed accordingly.  This Agreement constitutes the entireagreement among the Agent, the Lenders and the Borrowers relative to thesubject matter hereof, and supersedes and replaces any prior understandings andagreements, written or oral, in regard thereto. This Agreement shall be binding on, and inure to the benefit of, thesuccessors and assigns of the Borrowers, the Agent and the Lenders.  The Borrowers shall reimburse the Agent forall costs which the Agent incurs, including reasonable attorneys fees, in thepreparation, negotiation, execution and performance of this Agreement and anyrelated Loan Documents, and the recording of any Loan Documents in connectionherewith.

[REMAINDER OF PAGEINTENTIONALLY LEFT BLANK;

SIGNATURE PAGE FOLLOWS]

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IN WITNESSWHEREOF, the Agent, the Lenders and the Borrowers have executed this Agreement,by and through their respective authorized officers, as of the Amendment Date.
|        | “Borrowers”:                                                      |                                   |
|--------|-----------------------------------------------------------------------------|----------------------------------------|
|   |                                                                        |                                   |
|   | NATIONAL R.V. HOLDINGS, INC.                                                |
|   |                                                                        |                                   |
|   | By:                                                                         |                                   | /s/ Thomas J. Martini |
|   | Name:                                                                       |                                   | Thomas J. Martini |
|   | Title:                                                                      |                                   | CFO |
|   |                                                                        |                                   |
|   |                                                                        |                                   |
|   | NATIONAL R.V.,  INC.                                                        |                                   |
|   |                                                                        |                                   |
|   | By:                                                                         |                                   | /s/ Thomas J. Martini |
|   | Name:                                                                       |                                   | Thomas J. Martini |
|   | Title:                                                                      |                                   | Treasurer |
|   |                                                                        |                                   |
|   |                                                                        |                                   |
|   | “Agent” and sole “Lender”:                              |
|   |                                                                        |                                   |
|   | WELLS FARGO BANK, NATIONAL                                                  |
|   | ASSOCIATION, acting through its Wells                                       |
|   | Fargo Business Credit operating division, as  the Agent and the sole Lender |
|   |                                                                        |                                   |
|   | By:                                                                         | /s/ Charles F.  Liles                  |
|   |                                                                        |  Charles F. Liles, Vice President |
|        |                                                                             |                                        |  |  |  |  |

 

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