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Exhibit 10.1

(BANK OF AMERICA LOGO)

AMENDMENT NO. 5 TO LOAN AGREEMENT

This Amendment No. 5 (the Amendment) dated as of September 25, 2003, is
between Bank of America, N.A. (the Bank) and Sport Chalet, Inc. (the
Borrower).

RECITALS

A.     The Bank and the Borrower entered into a certain Business Loan
Agreement dated as of June 19, 1998 (together with any previous amendments, the
Agreement).

B.     The Bank and the Borrower desire to amend the Agreement.

AGREEMENT

1.     Definitions. Capitalized terms used but not defined in this Amendment
shall have the meaning given to them in the Agreement.

2.     Amendments. The Agreement is hereby amended as follows:



| | 2.1 | Paragraph 2.1(a) of the Agreement is amended to read in its
entirety as follows:                                                                                                                                                  
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |     | (a)                                                                                                                                                                                                                              
|
| | 2.2 | Paragraph 2.2 of the Agreement is amended to read in its
entirety as follows:                                                                                                                                                     
|
| |     | 2.2 Availability Period.The line of credit is available between
the date of this Agreement and September 30, 2005, or such earlier
date as the availability may terminate as provided in this Agreement
(the Expiration Date).
|
| | 2.3 | Paragraph 2.6(a) of the Agreement is amended to read in its
entirety as follows:                                                                                                                                                  
|
| |     | (a)                                                                                                                                                                                                                              
|
| | 2.4 | Paragraphs 2.9(i), 2.9(ii) and 2.9(iii) of the Agreement are
amended to read in their entirety as follows:                                                                                                                        
|
| |     | (i)                                                                                                                                                                                                                               
|
| |     | (ii)                                                                                                                                                                                                                              
|
| |     | (iii)                                                                                                                                                                                                                             
|
| | 2.5 | A new sentence is added at the end of Paragraph 8.2(a) of the
Agreement, which reads in its entirety follows:                                                                                                                     
|
| |     | The statements shall be prepared on a consolidated basis.                                                                                                                                                                       

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| | 2.6 | A new sentence is added at the end of Paragraph 8.2(b) of the
Agreement, which reads in its entirety follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | --- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |     | The statements shall be prepared on a consolidated basis.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|
| | 2.7 | Paragraph 8.5 of the Agreement is amended to read in its
entirety as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|
| |     | 8.5 Fixed Charge Coverage Ratio.To maintain a Fixed Charge
Coverage ratio of at least 1.12:1.00:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|
| |     | Fixed Charge Coverage Ratio is defined as the sum of net profit
after taxes, plus tax expense, interest expense, depreciation,
amortization, and rent expense, less dividends, loans and advances
to parents, affiliates and officers, and cash taxes paid divided by
the sum of current portion of long term debt, plus rent expense,
interest expense, and maintenance capital expenditures; provided,
however that for the purposes of calculating this ratio, maintenance
capital expenditures refers to (a) Four Million Dollars ($4,000,000)
for the periods ending September 30, 2003 and December 31, 2003 and
(b) One Hundred Forty Five Thousand Dollars ($145,000) per open
store location, as established annually at each fiscal year end
beginning March 31, 2004 and thereafter. This ratio will be
calculated at the end of each fiscal quarter, using the results of
that quarter and each of the 3 immediately preceding quarters. The
current portion of long term debt will be measured as of the last
day of the preceding fiscal year.
|
| | 2.8 | Paragraph 8.10 of the Agreement is amended to read in its
entirety as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|
| |     | 8.10 Out of Debt Period. To reduce the amount of advances
outstanding under this Agreement to zero for a period of at least 30
consecutive days between January 1 and August 31 in each year.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                

3.     Representations and Warranties. When the Borrower signs this
Amendment, the Borrower represents and warrants to the Bank that: (a) there is
no event which is, or with notice or lapse of time or both would be, a default
under the Agreement except those events, if any, that have been disclosed in
writing to the Bank or waived in writing by the Bank, (b) the representations
and warranties in the Agreement are true as of the date of this Amendment as if
made on the date of this Amendment, (c) this Amendment does not conflict with
any law, agreement, or obligation by which the Borrower is bound, and (d) this
Amendment is within the Borrowers powers, has been duly authorized, and does
not conflict with any of the Borrowers organizational papers.

[Use this paragraph if conditions precedent are required. Describe each item
being required in a series of sequentially numbered paragraphs beginning with
(a). You may choose from the paragraphs shown below, which can be modified to
meet the particular condition.]

4.     Conditions. This Amendment will be effective when the Bank receives
the following items, in form and content acceptable to the Bank:



| |                                                                                                                                                                                                                                              
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (a) If the Borrower is anything other than a natural person,
evidence that the execution, delivery and performance by the Borrower of
this Amendment and any instrument or agreement required under this
Amendment have been duly authorized.

5.     Effect of Amendment. Except as provided in this Amendment, all of the
terms and conditions of the Agreement shall remain in full force and effect.

6.     Counterparts. This Amendment may be executed in counterparts, each of
which when so executed shall be deemed an original, but all such counterparts
together shall constitute but one and the same instrument.

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7.     FINAL AGREEMENT. BY SIGNING THIS DOCUMENT EACH PARTY REPRESENTS AND
AGREES THAT: (A) THIS DOCUMENT REPRESENTS THE FINAL AGREEMENT BETWEEN PARTIES
WITH RESPECT TO THE SUBJECT MATTER HEREOF, (B) THIS DOCUMENT SUPERSEDES ANY
COMMITMENT LETTER, TERM SHEET OR OTHER WRITTEN OUTLINE OF TERMS AND CONDITIONS
RELATING TO THE SUBJECT MATTER HEREOF, UNLESS SUCH COMMITMENT LETTER, TERM
SHEET OR OTHER WRITTEN OUTLINE OF TERMS AND CONDITIONS EXPRESSLY PROVIDES TO
THE CONTRARY, (C) THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES,
AND (D) THIS DOCUMENT MAY NOT BE CONTRADICTED BY EVIDENCE OF ANY PRIOR,
CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OR UNDERSTANDINGS OF THE
PARTIES.

This Amendment is executed as of the date stated at the beginning of this
Amendment.

|                                                   |  |                                                                      |  | 
|-------------------------------------------------- |  | -------------------------------------------------------------------- |  | 
|Borrower:                                          |  | Bank:                                                               
|                                                   |  |                                                                      |  | 
|Sport Chalet, Inc.                                 |  | Bank of America, N.A.                                                |  | 
|                                                   |  |                                                                      |  | 
|By /s/ Howard K. Kaminsky

Howard K. Kaminsky, CFO |  | By /s/ Robert W. Troutman

Robert W. Troutman, Senior Vice President |  | 

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