EXTENSION AND AMENDMENT AGREEMENT

         This Extension and Amendment Agreement ("Agreement") is entered into as
of  August  31,  2000,  among  Contran   Corporation,   a  Delaware  corporation
("Contran"), National City Lines, Inc., a Delaware corporation ("NCL"), and U.S.
Bank National Association ("U.S. Bank").

                                    RECITALS

         A. Contran, NCL (collectively,  the "Contran Companies"), and U.S. Bank
are parties to a loan  agreement  dated as of  September 3, 1998 (the "1998 Loan
Agreement"),  and certain  related note,  guaranty,  and pledge  agreements,  as
previously amended (the "1998 Loan Documents").

         B. Capitalized terms used in this Agreement that are not defined herein
have the meaning assigned to those terms in the 1998 Loan Agreement.

         C. The  parties  desire  to  extend  the  Expiry  Date of the 1998 Loan
Documents  for an additional  364 days (to August 30,  2001),  and amend certain
provisions regarding the letter of credit subfacility.

         NOW, THEREFORE, for valuable consideration, the receipt and sufficiency
of which are hereby  acknowledged,  the Contran Companies and U.S. Bank agree as
follows:

                                    AGREEMENT

         1. Each Contran Company  represents and warrants to U.S. Bank that: (a)
it is in good standing under the laws of the state of its formation,  (b) it has
been authorized to execute and perform its obligations  under this Agreement and
the 1998 Loan  Documents  (as modified by this  Agreement),  (c) the  individual
executing  this  Agreement on its behalf has been duly  authorized  to take such
action,  (d)  the  1998  Loan  Documents  (as  amended  by this  Agreement)  are
enforceable  against it in accordance with their respective terms,  subject only
to the effect of  insolvency  and other  similar laws  affecting  the rights and
remedies of creditors generally, general principles of equity whether applied by
a court of law or equity, and general applicable rules of law, (e) all financial
information  previously  provided to U.S.  Bank  presents  fairly its  financial
position  as of the date of such  financial  information  and the results of its
operations and changes in financial position for the period in question, (f) the
representations  and  warranties  made to U. S. Bank in the 1998 Loan  Documents
continue to be true and correct in all  material  respects,  and (g) the Contran
Companies  are not in  default  in any  material  respect  under  the 1998  Loan
Documents as of the date of this Agreement.

         2. U.S.  Bank  hereby  extends  the  Expiry  Date,  and  therefore  its
commitment to make Advances to the Contran Companies on the terms and conditions
of the 1998 Loan Documents, to August 30, 2001.

         3.  Section  II.C.1.  of the 1998  Loan  Agreement  is  amended  in its
entirety to read as follows:

         "1. Commitment.  Upon the written  application of Contran and
         such  terms  and  conditions  as  U.S.  Bank  may  reasonably
         require,  U.S.  Bank will  issue,  until 30 days prior to the
         Expiry  Date,  standby  letters  of credit  to  beneficiaries
         designated by Contran for terms that expire no later than 365
         days after the Expiry  Date.  Contran  will pay all Letter of
         Credit Fees associated with issuance of the letters of credit
         and the administrative  charges normally charged by U.S. Bank
         in  connection  with  such  letters  of credit  and  drawings
         thereon.  Borrower agrees that Obligations  under any letters
         of credit that remain outstanding during any period beyond an
         Expiry  Date shall  continue to be secured by  collateral  as
         required by Section  II(B)(10) of the 1998 Loan Agreement or,
         at  Borrower's  option,  may be  secured by a deposit of cash
         collateral in the face amount of the outstanding letter(s) of
         credit."

         4. This Agreement  will become  effective only when each of the Contran
Companies  and U.  S.  Bank  has  signed  it and has  sent a copy of the  signed
document to the other parties to this Agreement  (which may be  accomplished  by
facsimile  transmission).  Each party to this  Agreement  will deliver  manually
signed counterparts of this Agreement to the other.

         5. Except as specified in paragraphs 2 and 3 of this Agreement,  all of
the terms and  conditions of the 1998 Loan Agreement and the 1998 Loan Documents
remain in full force and effect.

         STATUTORY  NOTICE:  Under Oregon law, most  agreements,  promises,  and
commitments  made by Lender after  October 3, 1989,  concerning  loans and other
credit extensions which are not for personal,  family, or household  purposes or
secured  solely  by  the  Borrower's  residence  must  be  in  writing,  express
consideration, and be signed by Lender to be enforceable.

U.S. BANK NATIONAL ASSOCIATION          CONTRAN CORPORATION



By:                                     By:
    -----------------------------           ------------------------------------
    Janice T. Thede                         Bobby D. O'Brien
    Vice President                          Vice President and Treasurer



                                        NATIONAL CITY LINES, INC.


                                        By:
                                             -----------------------------------
                                             Bobby D. O'Brien
                                              Vice President and Treasurer