3rd Amendment 07/01/96 - Loan And Security Agreement

July 1, 1996


THIS THIRD AMENDMENT IS made to the Amended and Restated Loan and Security Agreement (the "Loan Agreement"), which Amended and Restated Loan and Security Agreement took effect on April 6, 1995 as an amendment and restatement of the December 16, 1994 Loan and Security Agreement made between


The First National Bank of Boston, a national banking association
with offices at 100 Federal Street, Boston, Massachusetts, as agent for the
ratable benefit of the "Lenders" being:


The First National Bank of Boston;


and


State Street Bank and Trust Company, a Massachusetts trust
company with offices at 225 Franklin Street, Boston, Massachusetts
02110;


and


Citizens Bank of Massachusetts, a Massachusetts savings bank
with offices at 55 Summer Street, Boston, Massachusetts 02110


and


ACT Manufacturing, Inc., a Massachusetts corporation with its
principal executive offices at 108 Forest Avenue, Hudson, Massachusetts
01749


in consideration of the mutual covenants contained herein and benefits to be derived herefrom,


WITNESSETH:


1.. AGREEMENT TO AMEND
------------------


Provided each of those "Conditions to Amendment" set forth in Section 2, below, is satisfied on or before ................., 1996, the Loan Agreement shall be amended, as set forth below, such amendment to take effect as of .................... 1996.


Section 1-1(b) of the Loan Agreement (Definition of "Loan Cap") is amended
to read as follows:


"Loan Cap": $28,000,000.00 Minus the then aggregate Stated Amount of all
L/C's.


Article 3 is amended by the amendment of the following definitions,
included therein, to read as follows:


"Commitment and Commitment Percentage": the following amounts and
Percentages during the periods indicated: ======================================================================= REVOLVING CREDIT: COMMITMENTS AND PERCENTAGE COMMITMENTS ================================================================== ...