
<PAGE>
 
                                                              EXHIBIT 109(H)(3)

                     SECOND AMENDMENT TO CREDIT AGREEMENT
                     ------------------------------------

     THIS SECOND AMENDMENT TO CREDIT AGREEMENT (the "Second Amendment") is 
                                                     ----------------
entered into as of this 27th day of June, 1997 by and among GOLD KIST INC., a 
cooperative marketing association organized and existing under the laws of the 
State of Georgia (the "Borrower"), various banks and other lending institutions 
                       --------
as are, or may from time to time become, parties to the Credit Agreement
referred to below (collectively, the "Lenders", and, individually, a "Lender"),
                                      -------                         ------
and SUNTRUST BANK, ATLANTA, a Georgia banking corporation ("SunTrust", as agent
                                                            -------- 
for the Lenders (SunTrust, in such capacity, hereinafter referred to as the
"Agent").
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                             W I T N E S S E T H:
                             -------------------

     WHEREAS, the Borrower, the Agent and the Lenders have entered into that 
certain Credit Agreement, dated as of August 9, 1996 (as amended, restated or 
otherwise modified to the date hereof, the "Credit Agreement"; capitalized terms
                                            ----------------
which are defined in the Credit Agreement and not otherwise defined shall be 
used herein with the meanings ascribed to such terms in the Credit Agreement); 
and

     WHEREAS, the Borrower, the Agent and the Lenders desire to amend the Credit
Agreement in the manner set forth below to extend the maturity dates and to make
other changes to the covenants described within;

     NOW, THEREFORE, for and in consideration of the mutual premises, covenants 
and conditions contained herein, and other good and valuable consideration, the 
receipt and sufficiency of which are hereby acknowledged, the parties hereto 
agree as follows:

                                      1.

     The last sentence of Section 7.1 shall be superseded with the following 
sentence:

     "Effective with fiscal year ended June 28, 1997, the use of the term 
"Consolidated" in Article 7 shall mean, in connection with the calculation of 
financial covenants, the Borrower, the Restricted Subsidiaries, and Golden 
Poultry, on a consolidated basis, and, without limiting the foregoing, in the 
event that the Borrower acquires or otherwise obtains the remaining outstanding 
common stock of Golden Poultry not now owned by it, the financial covenants set 
forth in Article 7 will be calculated beginning on the last day of the first 
fiscal quarter following such purchase, on a consolidated basis in accordance
with GAAP."

                                      2.

     The definition of "Consolidated Earnings Available for Restricted Payments"
shall be superseded on June 28, 1997 by the following:
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               "'Consolidated Net Earnings Available for Restricted Payments'
                 -----------------------------------------------------------
          shall mean (i) prior to June 29, 1997, an amount equal to the sum of
          (a) $30,000,000 plus (b) 50% of Consolidated Net Earnings (less 100%
                          ----
          of cumulative net losses) for the period (taken as one accounting
          period) commencing on July 1, 1996 and terminating at the end of the
          last fiscal quarter preceding the date of any proposed Restricted
          Payment, and (ii) on June 29, 1997 and thereafter, an amount equal to
          the sum of ($15,000,000) plus (b) 50% of Consolidated Net Earnings
                                   ----
          (less 100% of cumulative net losses) for the period (taken as one
          accounting period) commencing on June 29, 1997 and terminating at the
          end of the last fiscal quarter preceding the date of any proposed
          Restricted Payment."

                                      3.

     The definition of "364-Day Maturity Date" shall be superseded with the 
following:

               "364-Day Maturity Date" shall mean August 5, 1998, which is the 
                ---------------------
          date which is four (4) days prior to the second anniversary of the
          Closing Date or such later date as provided for in Section 3.4(b) of
          this Agreement.

                                      4.

     Section 7.4 of the Credit Agreement is hereby amended by adding a new 
subsection 7.4(t) (with other portions of Article 7 reproduced herein for 
clarity):

                                  ARTICLE 7.
                                  ----------

                              NEGATIVE COVENANTS
                              ------------------

          "The Borrower covenants and agrees that, so long as it may borrow
     under this Agreement or so long as any Indebtedness remains Outstanding
     under the Notes:

                                      ***

          Section 7.4.  Restrictions on Loans, Advances, Investments and 
                        ------------------------------------------------
     Contingent Liabilities. The Borrower shall not make or permit to remain
     ----------------------
     outstanding any loan or advance to, or extend credit other than credit
     extended in the normal course of business to any Person which is not an
     Affiliate of the Borrower, or guarantee, endorse or otherwise be or become
     contingently liable, directly or indirectly, in connection with the
     obligations, stock or dividends of, or own, purchase or acquire any stock,
     obligations or securities of, or any other interest in, or make any capital
     contribution to, any Person, except that the Borrower or any Subsidiary
     may;

                                      ***

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<PAGE>
 
          (t)  Make additional investments in CF Industries, Inc., a Delaware 
     corporation, Highland-Exchange Service Cooperative, a Florida corporation,
     CoBank, Universal Cooperative, Inc., a Minnesota corporation, or other
     cooperatives or companies as a result of the receipt of non-cash
     allocations of patronage earnings or equity in earnings.

                                      5.

     The Credit Agreement, as amended, and as amended by this Second Amendment, 
shall remain in full force and effect in accordance with the terms thereof in 
effect prior to this Second Amendment to the extent not inconsistent with this 
Second Amendment. The Credit Agreement, as amended by this Second Amendment, is 
hereby reaffirmed and restated on the date hereof. Furthermore, nothing 
contained herein shall be construed as a waiver or modification of existing 
rights or obligations under the Credit Agreement, except as set forth herein. 
From and after the date hereof, references to the Credit Agreement shall be 
deemed to be references to the Credit Agreement as amended to the date hereof 
by this Second Amendment.

                                      6.

     Borrower represents that all of the representations and warranties set 
forth in Article 5 of the Credit Agreement are true and correct on the date 
hereof and that no "Default" or "Event of Default" has occurred and is 
continuing as of the date hereof.

                                      7.

     This Second Amendment shall be binding on, and shall inure to the benefit 
of, the parties hereto and their respective successors and assigns. This Second 
Amendment shall be effective as provided in Paragraph 12 hereof when the Agent, 
on behalf of the Lenders, shall have received, in form and substance 
satisfactory to it, counterparts of this Second Amendment executed by the 
Borrower and the Lenders.

                                      8.

     This Second Amendment shall be governed by, and construed in accordance 
with, the laws of the State of Georgia.

                                      9.

     This Second Amendment constitutes the entire understanding of the parties 
with respect to the subject matter hereof, and any other prior or 
contemporaneous agreements, whether written or oral, with respect thereto are 
expressly superseded hereby.

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<PAGE>
 
                                      10.

     Borrower agrees to reimburse the Agent for its reasonable costs and 
expenses, including reasonable attorneys' fees, incurred in connection with this
Second Amendment.

                                      11.

     This Second Amendment may be executed in any number of counterparts and by 
the different parties hereto on separate counterparts, each of which when 
executed and delivered shall be an original, but all of which shall together 
constitute one and the same instrument.

                                      12.

     The effective date of this Second Amendment shall be the opening of 
business on June 28, 1997, provided that the extension of the 364-Day Maturity 
Date shall not be effective until the expiration of the 364-Day Line of Credit 
Commitment on August 7, 1997.

     IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment to
be executed and delivered by their duly authorized officers as of the day and 
year first above written.

                                     GOLD KIST INC.


                                     By:________________________________
                                      Name:
                                      Title:

                                     Attest:____________________________
                                      Name:
                                      Title:

                                             [CORPORATE SEAL]


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