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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0001116502-03-001017.txt : 20030605
<SEC-HEADER>0001116502-03-001017.hdr.sgml : 20030605
<ACCEPTANCE-DATETIME>20030605082459
ACCESSION NUMBER:		0001116502-03-001017
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20030530
ITEM INFORMATION:		Other events
ITEM INFORMATION:		Financial statements and exhibits
FILED AS OF DATE:		20030605

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			SINGING MACHINE CO INC
		CENTRAL INDEX KEY:			0000923601
		STANDARD INDUSTRIAL CLASSIFICATION:	PHONOGRAPH RECORDS & PRERECORDED AUDIO TAPES & DISKS [3652]
		IRS NUMBER:				953795478
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			0331

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24968
		FILM NUMBER:		03733299

	BUSINESS ADDRESS:	
		STREET 1:		6601 LYONS ROAD
		STREET 2:		BLDG A-7
		CITY:			COCONUT CREEK
		STATE:			FL
		ZIP:			33073
		BUSINESS PHONE:		9545961000

	MAIL ADDRESS:	
		STREET 1:		6601 LYONS ROAD BLDG
		CITY:			COCONUT CREEK
		STATE:			FL
		ZIP:			33073
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>singingmachine-8k.txt
<DESCRIPTION>CURRENT REPORT
<TEXT>


                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                            -------------------------

                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


          Date of Report (Date of earliest event reported):May 30, 2003


                        THE SINGING MACHINE COMPANY, INC.
 -------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)

                                    Delaware
 -------------------------------------------------------------------------------
                 (State or Other Jurisdiction of Incorporation)

             0-24968                                 95-3795478
- -----------------------------------     ----------------------------------------
     (Commission File Number)               (IRS Employer Identification No.)


                           6601 Lyons Road, Bldg. A-7
                             Coconut Creek, FL 33073
 -------------------------------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)


                                 (954) 596-1000
- --------------------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)


- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Change Since Last Report)



<PAGE>


ITEM 5.  OTHER EVENTS AND REGULATION FD DISCLOSURE

         We entered into an eleventh amendment to our credit facility with
LaSalle Business Credit, LLC. today which changed the formula for determining
our borrowing base effective as of May 30, 2003. In the tenth amendment to our
credit facility many of the formula numbers were based on the time period
between March 31, 2003 and May 31, 2003 and this amendment changed the relevant
time period to the period between May 31, 2003 and June 30, 2003. We are also
paying a one-time amendment fee of $10,000. The other terms and conditions of
the credit facility will remain the same, including the maximum advance of $10
million under the credit facility during the period between May 31, 2003 through
June 30, 2003. A copy of the amendment is attached hereto as Exhibit 10.1 and is
incorporated herein by this reference.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS


         (c) Exhibits.

         10.1     Eleventh Amendment effective as of May 30, 2003 to the Loan
                  and Security Agreement dated April 26, 2001 by and between
                  LaSalle Business Credit, LLC. and The Singing Machine Company,
                  Inc.

                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereto duly authorized.

                                            THE SINGING MACHINE COMPANY, INC.

Date: June 4, 2003                          By:  /s/ April Green
                                                 ------------------------------
                                                     April Green
                                                     Chief Financial Officer




<PAGE>



                                  EXHIBIT INDEX


Exhibit No.                       Description
- -----------                       -----------

10.1     Eleventh Amendment effective as of May 30, 2003 to the Loan and
         Security Agreement dated April 26, 2001 by and between LaSalle Business
         Credit, LLC. and The Singing Machine Company, Inc.



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.1
<SEQUENCE>3
<FILENAME>lasalle-11thamend.txt
<DESCRIPTION>LASALLE BUSINESS-11THAMENDMENT
<TEXT>
                                                                    Exhibit 10.1

LASALLE BUSINESS CREDIT, LLC
- --------------------------------------------------------------------------------
                                                           MEMBER ABN AMRO GROUP
135 South LaSalle Street
Suite 425
Chicago, Illinois 60603                         May 30, 2003
(312) 904-8490


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


         Re: ELEVENTH 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 the "Amendments") to the Security Agreement (the Security Agreement
and the Amendments hereinafter are referred to, 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 hereby 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.
May 30, 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 May 31,
                                    2003 through June 30, 2003; plus

                           (C)      "INTENTIONALLY OMITTED"; minus

                           (d)      Such reserves as tender 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 May 31, 2003 until June 30, 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 May
                                    31, 2003 through June 30, 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 time.


         (b)      Paragraph (5)(c) of Exhibit A of the Agreement is deleted in
                  its entirety and the following is substituted in its place:


         (c)      ONE-TIME AMENDMENT FEE: Borrower shall pay to Bank a one-time
                  amendment fee of Ten Thousand


<PAGE>

LASALLE BUSINESS CREDIT, LLC
- --------------------------------------------------------------------------------
                                                           MEMBER ABN AMRO GROUP
The Singing Machine Company, Inc.
May 30, 2003
Page 3

                  and No/100 Dollars (10,000.00), which fee shall be deemed
                  fully earned on the date of this Amendment and payable on or
                  before June 30, 2003.

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

                                         LASALLE BUSINESS CREDIT, LLC, A
                                         DELAWARE LIMITED LIABILITY COMPANY

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

ACKNOWLEDGED AND AGREED TO this 30th day of May, 2003.

THE SINGING MACHINE COMPANY, INC.

By /s/ Edward Steele
   --------------------------
       EDWARD STEELE

Title CHIEF EXECUTIVE OFFICER

/s/ April Green
    CFO

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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