Amendment to Letter Agreement for $1,500,000 Line of Credit between The Chase Manhattan Bank and The Princeton Review, Inc.

Summary

The Chase Manhattan Bank has approved a $1,500,000 line of credit for The Princeton Review, Inc., to be used for short-term working capital needs. The bank may make short-term loans at mutually agreed terms, with an annual administrative fee of $15,000. The line of credit is not a commitment and is subject to ongoing financial review, required documentation, and a condition that no loans be outstanding for 30 consecutive days before expiration. The agreement expires on June 30, 2001.

EX-10.7.1 4 y35818a1ex10-7_1.txt AMENDMENT TO LETTER AGREEMENT 1 Exhibit 10.7.1 September 26, 2000 Mr. John Katzman Chairman The Princeton Review, Inc. 2315 Broadway New York, NY 10024 Dear John, We are pleased to advise you that based upon your annual financial statements for the fiscal year 1999, The Chase Manhattan Bank (the "Bank") has approved your request for a line of credit in the aggregate amount of $1,500,000. Our officers may, at their discretion, make short term loans to The Princeton Review Operations, LLC on such terms as are mutually agreed upon between us from time to time. Borrowings under this line are intended to be used to meet your normal short term working capital needs and will bear interest at such a rate as shall be mutually agreed upon by each of us from time to time. All loans under this line of credit are subject to the requirement that for 30 consecutive days prior to the expiration hereof there shall be no loans outstanding. This line will carry an annual administrative fee of $15,000 payable semi-annually. As this line is not a commitment, credit availability is, in addition, subject to your execution and delivery of such documentation as the Bank deems appropriate and the receipt and continuing satisfaction with the current financial information (including without limitation audited annual and unaudited quarterly financial statements, promptly prepared and received), which information will be furnished to the Bank as it may from time to time reasonably request, and continuing satisfaction with your financial condition, business affairs and prospects. This line expires on June 30, 2001. We are pleased to be of service and trust you will call upon us to assist in any of your banking requirements. Very truly yours, /s/ Walter P. Drury WPD/bm cc: Steve Melvin Chief Financial Officer