Item 1.01 Entry into a Material Definitive Agreement.
On April 28, 2009, Proliance International, Inc. (the "Company") entered into the Twenty-Eighth Amendment (the "Twenty-Eighth Amendment") of the Credit and Guaranty Agreement (as amended prior to April 28, 2009, the "Agreement") by and among the Company and certain domestic subsidiaries of the Company, as guarantors, the lenders party thereto from time to time (collectively, the "Lenders"), Silver Point Finance, LLC ("Silver Point"), as administrative agent for the Lenders, collateral agent and as lead arranger, and Wells Fargo Foothill, LLC ("Wells Fargo"), as a lender and borrowing base agent for the Lenders.
Pursuant to the Twenty-Eighth Amendment, and upon the terms and subject to the conditions thereof, the Waiver Reserve reduction to $0 was extended from April 28, 2009 to May 5, 2009. In addition, the requirement for interest rate protection was extended from April 30, 2009 to May 29, 2009.
The foregoing description of the Twenty-Eighth Amendment does not purport to be complete and is qualified in its entirety by reference to the Twenty-Eighth Amendment, a copy of which is filed as Exhibit 10.1 hereto, and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

Item 1.01 of this Current Report on Form 8-K is hereby incorporated by
reference.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is attached to this Current Report on Form 8-K:
10.1 Twenty-Eighth Amendment to Credit Agreement dated April 28, 2009.

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