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                                                                   Exhibit 10.36

                                   AMENDMENT
                                       TO
                             ARGO-TECH CORPORATION
                                TRUST AGREEMENT

     This Amendment ("Amendment") to the Argo-Tech Corporation Trust Agreement
("Rabbi Trust") is entered into on this 22 day of November, 2002 by and between
Argo-Tech Corporation (HBP) (fka Argo-Tech Corporation; the "Corporation") and
Michael S. Lipscomb ("Beneficiary").

     Whereas the Beneficiary and the Corporation entered into a certain Stay
Pay Agreement ("Stay Pay Agreement") on February 13, 1989; and

     Whereas, the Corporation executed the Rabbi Trust on October 28, 1994,
which trust was intended to secure amounts due under the Stay Pay Agreement; and

     Whereas, the Beneficiary wishes to cause the Rabbi Trust to make certain
investments and is willing to bear the risk of the diminution in value of same.

     NOW, THEREFORE, for the promises contained herein the parties agree to the
following:

     1.   Pursuant to Section 12 of the Rabbi Trust, the parties wish to amend
          the Rabbi Trust.

     2.   The prohibition against investment by the Trustee, as set forth in
          Section 7(h) of the Rabbi Trust, in securities or obligations of the
          Corporation or its affiliates shall be eliminated.

     3.   Notwithstanding any other provision in the Rabbi Trust, the Trustee is
          to invest substantially all of the trust funds in securities and/or
          obligations of the Corporation as set forth on Exhibit A, attached
          hereto and incorporated herein.

     4.   The Board of Directors of the Corporation has approved the change in
          investment, pursuant to Section 12 of the Rabbi Trust.

     5.   The Beneficiary, by signing below, indicates his consent to the change
          in investment, pursuant to Section 12 of the Rabbi Trust.

     6.   Two officers of the Corporation have signed on behalf of the
          Corporation, pursuant to Section 12 of the Rabbi Trust.


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7.   The trustee of the Rabbi Trust has signed indicating its consent to the
     Amendment, pursuant to Section 12 of the Rabbi trust.

8.   The parties all acknowledge that there are sufficient funds currently
     within the Rabbi Trust to pay any and all amounts due under the Rabbi Trust
     and Stay Pay Agreement. Notwithstanding any other provision in the Rabbi
     Trust and Stay Pay Agreement (including but not limited to Section 3d of
     the Rabbi Trust), the Beneficiary shall bear the entire risk of the
     diminution in value of the investments listed on Exhibit A. The Corporation
     shall not be obligated to pay any shortfall caused by the diminution in
     value of such investments, whether such obligation would otherwise be due
     under the Rabbi trust or the Stay Pay Agreement.

9.   The trust funds in the Rabbi Trust shall remain in the investments listed
     on Exhibit A until such time as the parties may further amend the Rabbi
     Trust pursuant to Section 12 of said Rabbi Trust.

10.  The parties recognize that National City Bank has succeeded KeyBank, N.A.
     as trustee of the Rabbi Trust.

11.  Henceforth National City Bank shall be deemed a non-discretionary trustee
     with respect to the assets held in trust. National City Bank shall have no
     fiduciary responsibility with respect to investments directed by the
     Employer and/or the Beneficiary and shall be indemnified and held harmless
     from and against any and all claims, demands, losses, damages, actions and
     causes of action, including expenses, costs and reasonable attorneys fees
     which National City Bank may sustain in connection with any such directed
     investments.

12.  Except as otherwise set forth herein the Rabbi Trust shall remain in full
     force and effect.


                                       CORPORATION:

                                               Argo-Tech Corporation (HBP)


                                           By: /s/ Frances S. St. Clair
                                               ------------------------
                                               Frances S. St. Clair
                                               Vice President and CFO

                                           By: /s/ Paul A. Sklad
                                               ------------------------
                                               Paul A. Sklad
                                               Controller

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                                           BENEFICIARY: /s/ Michael S. Lipscomb
                                                        ------------------------
                                                        Michael S. Lipscomb



                                           TRUSTEE: /s/ O. Bruce Anderson
                                                    --------------------------
                                                    O. Bruce Anderson
                                                    Vice President
                                                    National City Bank, N.A.
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EXHIBIT A


                              LIST OF INVESTMENTS


1.   Argo-Tech Corporation 8-5/8% Senior Subordinated Notes Due 2007

2.   Stock and Bond Mutual Funds

3.   Money Market Accounts