<DOCUMENT>
<TYPE>EX-10.5
<SEQUENCE>7
<FILENAME>tenthamendment.txt
<DESCRIPTION>TENTH AMENDMENT
<TEXT>
                                                                    Exhibit 10.5

LaSalle Business Credit, LLC                               Member ABN AMRO Group


135 South LaSalle Street
Suite 425
Chicago, Illinois  60603                              March 28, 2003
(312) 904-8490

The Singing Machine Company, Inc.
6601 Lyons Road
Suite A-7
Coconut Creek, Florida  33073

            Re:  Tenth Amendment

Gentlemen:

         The Singing Machine Company, Inc., a Delaware corporation ("Borrower")
and LaSalle Business Credit, LLC, a Delaware limited liability company
("Lender") have entered into that certain Loan and Security Agreement dated
April 26, 2001 (the "Security Agreement"). From time to time thereafter,
Borrower and Bank may have executed various amendments (each an "Amendment" and
collectively, as the "Agreement"). Borrower and Lender now desire to further
amend the Agreement as provided herein, subject to the terms and conditions
hereinafter set forth.

         NOW, THEREFORE, in consideration of the foregoing recitals, the mutual
covenants and agreements set forth herein and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto herby agree as follows:

         1. The Agreement hereby is amended as follows:

         (a) Paragraph (1) of Exhibit A of the Agreement is deleted in its
entirety and the following is substituted in its place:

                  (1)      LOANS: Subject to the terms and conditions of the
                           Agreement and the Other Agreements, Lender shall,
                           absent the occurrence of an Event of Default, advance
                           an amount up to the sum of the following sublimits
                           (the "Loan Limit"):


                           (a)      Up to seventy percent (70%), or such lesser
                                    percentage as determined by Lender in its
                                    sole discretion exercised in good faith, of
                                    the face amount (less maximum discounts,
                                    credits and allowances which may be taken by
                                    or granted to Account Debtors in


<PAGE>


LaSalle Business Credit, LLC                               Member ABN AMRO Group

The Singing Machine Company, Inc.
March 28, 2003
Page 2


                                    connection therewith in the ordinary course
                                    of Borrower's business) of Borrower's
                                    Eligible Accounts; plus

                           (b)      Subject to subparagraph (3)(a) of this
                                    Exhibit A, the lesser of: up to ten percent
                                    (10%), or such lesser percentage as
                                    determined by Lender in its sole discretion
                                    exercised in good faith, of the lower of the
                                    cost or market value of Borrower's Eligible
                                    inventory or Two Million and No/100 Dollars
                                    ($2,000,000.00) during the period of (March
                                    31, 2003 through May 31, 2003; plus

                           (c)      "Intentionally Omitted"; minus

                           (d)      Such reserves as Lender elects, in its sole
                                    discretion exercised in good faith, to
                                    establish from time to time, including
                                    without limitation, (i) a seasonal dilution
                                    reserve in the amount of One Million and
                                    No/100 Dollars ($1,000,000.00) against
                                    Borrower's "Eligible Accounts" during the
                                    period of March 31, 2003 until May 31, 2003,
                                    and (ii) to the extent that the ratio of
                                    Free on Board sales to domestic sales
                                    increases, Lender in its sole discretion may
                                    create a reserve to account for the
                                    additional dilution;

                                    provided, that the Loan Limit shall in no
                                    event exceed Ten Million and No/100 Dollars
                                    ($10,000,000.00) during the period of March
                                    31, 2003 through May 31, 2003, (the "Maximum
                                    Loan Limit"), except as such amount may be
                                    increased or, following the occurrence of an
                                    Event of Default, decreased by Lender, in
                                    its sole discretion, exercised in good
                                    faith, from time to tune.

         2. This Amendment shall not become effective until fully executed by
all parties hereto.

                   3. Except as expressly amended hereby and by any other
 supplemental documents or instruments executed by either party hereto in


<PAGE>
LaSalle Business Credit, LLC                               Member ABN AMRO Group

The Singing Machine Company, Inc.
March 28, 2003
Page 3

order to effectuate the transactions contemplated hereby, the Agreement and
Exhibit A thereto hereby are ratified and confirmed by the parties hereto and
remain in full force and effect in accordance with the terms thereof.


                                              LASALLE BUSINESS CREDIT, LLC, A
                                              DELAWARE LIMITED LIABILITY COMPANY


                                              By       /s/ Casey Orlowski
                                                  ----------------------------
                                              Title    Vice President
                                                    --------------------------


ACKNOWLEDGED AND AGREED TO
this 31st day of March, 2003.

The Singing Machine Company, Inc.


By /s/ John F. Klecha
-----------------------
John F. Klecha

Title  President/Secretary


</TEXT>
</DOCUMENT>
