Exhibit 10.1

First Amendment to SECURITY AGREEMENT

THIS First Amendment to SECURITY AGREEMENT dated as of October 21, 2013 (this “Amendment”), is by and among Axion International Holdings, Inc., a Colorado corporation (“Debtor”), Axion International, Inc. a Delaware corporation (the “Subsidiary” and collectively with Debtor, the “Pledgors”), and the holders of Debtor’s Convertible Notes (as defined below) (individually and collectively, the “Secured Party”).

WHEREAS, pursuant to the Note Purchase Agreement (the “Note Purchase Agreement”), dated as of August 24, 2012, among Debtor and the Secured Party, Debtor agreed to issue to the Secured Party an aggregate of up to $10,000,000 of Debtor’s 8% convertible promissory notes (the “Convertible Notes”);

WHEREAS, in connection with the entry into the Note Purchase Agreement, Debtor, the Subsidiary and the Secured Party entered into that certain Security Agreement (the “Security Agreement”), dated as of August 24, 2012, pursuant to which Debtor and the Subsidiary granted to the Secured Party a security interest in all of their assets and rights to secure the obligations of Debtor under the Convertible Notes;

WHEREAS, (i) on the date hereof, the Secured Party has loaned Debtor an aggregate of approximately $603,000 (other than the loans made on the date hereof in consideration for Convertible Notes), and in consideration of such loans, Debtor proposes to issue to each such Secured Party a secured promissory note, and (ii) it is contemplated that following the date hereof, the Secured Party shall loan Debtor an aggregate of up to an additional $3,000,000, and in consideration of such loans, Debtor proposes to issue to each such Secured Party a secured promissory note (the secured promissory notes referred to in (i) and (ii) are hereinafter collectively referred to as the “Secured Notes”), and each such Secured Note shall be exchanged on a future date for a Convertible Note and warrants to purchase shares of Debtor’s common stock;

WHEREAS, Debtor, the Subsidiary, and the Secured Party making the loans referenced in the foregoing recital desire for Debtor’s obligations under the Secured Notes to be secured pursuant to the Security Agreement; and

WHEREAS, Debtor, the Subsidiary and the Secured Party desire to amend the Security Agreement on the terms set forth herein.

NOW, THEREFORE, Debtor, the Subsidiary and the Secured Party hereby amend the Security Agreement by this Amendment, as follows:

“Section 2 Grant of Security. To secure the prompt and complete payment, observance and performance when due (whether at stated maturity, by acceleration or otherwise) of all of the Obligations, each of the Pledgors hereby collaterally assigns and pledges to the Secured Party, and grants to the Secured Party a security interest and Lien in and to, the Collateral. The Secured Party acknowledges and agrees that the attachment of its security interest and Lien in any commercial tort claim as original collateral is subject to the Debtor’s compliance with Section 4(a).”

[Signature page follows]

IN WITNESS WHEREOF, each of the Pledgors and the Secured Party has caused this First Amendment to Security Agreement to be duly executed and delivered as of the date first above written.

Signature page to First Amendment to Security Agreement

Signature page to First Amendment to Security Agreement