Item 1.01 Entry into a Material Definitive Agreement.

On May 5, 2009, Proliance International, Inc. (the "Company") entered into the Twenty-Ninth Amendment (the "Twenty-Ninth Amendment") of the Credit and Guaranty Agreement (as amended prior to May 5, 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-Ninth Amendment, and upon the terms and subject to the conditions thereof, the Waiver Reserve which was established in the amount of $0, will be increased to $7,250,000 on the earliest of (x) the occurrence of an Event of Default, other than any Prospective Event of Default, as defined in the Agreement, and (y) May 12, 2009.
The foregoing description of the Twenty-Ninth Amendment does not purport to be complete and is qualified in its entirety by reference to the Twenty-Ninth 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-Ninth Amendment to Credit Agreement dated May 5, 2009.

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