MATLACK SYSTEMS INC
8-K, EX-10, 2000-12-06
TRUCKING (NO LOCAL)
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November 22, 2000


Matlack Leasing Corporation
Matlack, Inc.
Matlack (DE), Inc.
Matlack Leasing, L.L.C.
Summit Business Capital Corp.

RE:   Note and Security Agreement Dated December 29, 1994 - Release
      of Vehicles

Dear Gentlemen:

Fleet National Bank (successor in interest to The First National Bank
of Boston) ("Bank") hereby agrees to release its security interest in
those twelve (12) certain vehicles and/or trailers set forth on
Schedule A hereto upon its receipt of $205,531 on or before November
22, 2000, which amount shall be applied to the obligations of the
Debtor under the referenced Note and Security Agreement in such order
as Bank may determine appropriate.  Upon Bank's receipt of such
funds, Debtor is authorized to release these certificates of title
held on Bank's behalf pursuant to the terms of such Agreement.

      Bank agrees to execute such title releases and other documents
to effect and confirm the foregoing, as you may reasonably request.

      The Note and Security is otherwise confirmed in all respects.

                        Very truly yours,

                        Fleet National Bank

                  By:  /s/ Arthur W. Young
                  its   Authorized Signatory



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