EX 10.5


		
			EXHIBIT 10.5
		

		
			 
		

		
			INTERNATIONAL SHIPHOLDING CORPORATION 
11 North Water Street, Suite 18290
		

		
			Mobile, Alabama 36602
		

		
			July 2, 2015
		

		
			Regions Bank
		

		
			Capital One Bank, N.A.
		

		
			Branch Banking and Trust Company
		

		
			Whitney Bank
		

		
			do Regions Bank, as Administrative Agent
		

		
			and as Collateral Agent
		

		
			11 North Water Street
		

		
			PO Box 2527
		

		
			Mobile, AL 36622
		

		
			Attn: Edward Midyett, Senior Vice President
		

		
			Facsimile No.: 251-690-1003
		

		
			Re:Requests under that certain Credit Agreement
		

		
			dated as of September 24, 2013, as amended
		

		
			Dear Sirs:
		

		
			Reference is made to that certain Credit Agreement dated as of September 24, 2013, as amended (the "Credit Agreement"), by and among (1) International Shipholding Corporation, Enterprise Ship Company, Inc., Sulphur Carriers, Inc., CG Railway, Inc,, Central Gulf Lines, Inc., Coastal Carriers, Inc., Waterman Steamship Corporation, N.W. Johnsen & Co., Inc., LMS Shipmanagement, Inc., ILS , United Ocean Services, LLC, Mary Ann Hudson, LLC, Sheila McDevitt, LLC, Tower, LLC and Frascati Shops, Inc., as borrowers, (2) Regions Bank, Capital One Bank, N.A., Branch Banking and Trust Company and Whitney Bank, as lenders, and (3) Regions Bank, as administrative agent and as collateral agent. Capitalized terms used herein shall have the meanings provided to them in the Credit Agreement.
		

		
			Pursuant to Section 2.11(b)(i) of the Credit Agreement, the Company, on behalf of the Borrowers, hereby notifies the Administrative Agent that the Borrowers are permanently reducing the Revolving Commitments by $10,000,000 (ratably among the Lenders in accordance with their respective commitment percentage thereof), effective immediately. By acknowledgment and acceptance hereof, the Required Lenders hereby waive the requirement for three Business Days prior notice to the effectiveness of such commitment reduction.
		

		
			 
		


		

		

		 

 

		If you have any questions, please feel free to contact the undersigned.
		

		
			Sincerely yours,
		

		
			INTERNATIONAL SHIPHOLDING CORPORATION
		

		
			By:  /s/ D.  B.  Drake
		

		
			Name: D. B. Drake
		

		
			    Title: V/P/ Treasurer
		

		
			
		

		
			 
		

		
			 
		

		
			 
		

		
			
		


		

		

		 

 

		Acknowledged and Accepted By:
		

		
			 
		

		
			REGIONS BANK, 
		

		
			As Administrative Agent and Collateral Agent
		

		
			 
		

		
			By: /s/ Edward Midyett
		

		
			Name: Edward Midyett
		

		
			Title: Senior VP
		

		
			 
		

		
			 
		

		
			CAPITAL ONE
		

		
			As a Lender
		

		
			
		

		
			By: /s/ Kyle Fontanille
		

		
			Name: Kyle Fontanille
		

		
			Title: AVP
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		


		

		

		 

 

		Acknowledged and Accepted By:
		

		
			 
		

		
			BRANCH BANKING AND TRUST COMPANY,
		

		
			As a Lender
		

		
			 
		

		
			By: /s/ Robert M. Searson
		

		
			Name: Robert Searson
		

		
			Title: Senior Vice President
		


		
			 
		

		
			 
		

		
			 
		

		
			WHITNEY BANK
		

		
			As a Lender
		

		
			 
		

		
			By: /s/ Phillip E. Gordillo
		

		
			Name: Phillip E. Gordillo
		

		
			Title: Senior Vice President