Exhibit 4.16

                           DATED 21 FEBRUARY 2002



                     (1) NATIONAL WESTMINSTER BANK PLC


                                    and



                      (2) NIAGARA LASALLE (UK) LIMITED








                        --------------------------

                         THIRD AMENDMENT AGREEMENT
                  relating to a bank facilities agreement
                             dated 21 May 1999

                        --------------------------










                                 EVERSHEDS
                              115 Colmore Row
                                 Birmingham
                                   B3 3AL

                             Tel. 0121 232 1000
                             Fax. 0121 232 1900

                                Ref: DAA/PAJ




                                  CONTENTS


1.INTERPRETATION............................................................1
2.AMENDMENT.................................................................1
3.CONFIRMATIONS.............................................................1
4.REPRESENTATIONS...........................................................2
5.MISCELLANEOUS.............................................................2

SCHEDULE - AMENDMENTS TO THE BANK FACILITIES AGREEMENT......................3



THIS AMENDMENT AGREEMENT is made on 21st February 2002

BETWEEN:

(1)        NATIONAL WESTMINSTER BANK PLC a company incorporated in England
           and Wales acting through its office at PO Box 4641, 103 Colmore
           Row, Birmingham B3 3NR (the "Bank"); and

(2)        NIAGARA LASALLE (UK) LIMITED a company incorporated in England
           and Wales with Company Number 3725308 and whose registered
           office is situate at Victoria Steel Works, Bull Lane, Moxley,
           Wednesbury, West Midlands WS10 8RS (the "Borrower");

WHEREAS:

(A)        Pursuant to a bank facilities agreement dated 21 May 1999,
           between the Bank and the Borrower (the "Facilities Agreement")
           the Bank agreed to make available to the Borrower certain
           facilities.

(B)        The Facilities Agreement was amended with effect on and from 30
           June 2000 pursuant to an Amendment Agreement dated 11 September
           2000 (the "First Amendment").

(C)        The Facilities Agreement was further amended with effect on and
           from 30 June 2001 pursuant to an Amendment Agreement dated 16
           July 2001 (the "Second Amendment").

(D)        The Borrower and the Bank have subsequently agreed to certain
           further amendments to the Facilities Agreement.


NOW IT IS AGREED as follows:

1.         INTERPRETATION

           1.1    Definitions

                  In this Amendment Agreement (except where the context
                  otherwise requires or there is express provision herein
                  to the contrary) all terms and expressions used in this
                  Amendment Agreement shall have the meanings given to such
                  terms and expressions in the Facilities Agreement, as
                  amended.

           1.2    Interpretation

                  Clauses 1.2 - 1.12 (inclusive) of the Facilities
                  Agreement, as amended shall be deemed to be incorporated
                  in this Amendment Agreement as if set out in full herein,
                  with all necessary changes.

2.         AMENDMENT

           As of and with effect from 31 December 2001, the Facilities
           Agreement shall be amended in accordance with the amendments set
           out in the attached Schedule.

3.         CONFIRMATIONS

           3.1    Save as expressly amended by the First and Second
                  Amendments and this Amendment Agreement, the Facilities
                  Agreement shall remain in full force and effect.

           3.2    Each of the parties hereto confirms that notwithstanding
                  the amendment of the Facilities Agreement, each of the
                  Lending Documents to which it is a party remains in full
                  force and effect and will continue to secure the
                  obligations of the Borrower under the Facilities
                  Agreement as so amended, and that as and from the date of
                  this Amendment Agreement any and all references in each
                  of the Lending Documents to the Facilities Agreement
                  will, where applicable, be construed as references to the
                  Facilities Agreement as amended by the First and Second
                  Amendments and this Amendment Agreement.

           3.3    This Agreement shall be a Lending Document.

4.         REPRESENTATIONS

           The Borrower hereby represents and warrants to the Bank that
           save as expressly varied or amended by the First and Second
           Amendments and this Amendment Agreement the representations and
           warranties referred to in Clauses 8.1 and 8.2 of the Facilities
           Agreement are correct on the date hereof.

5.         MISCELLANEOUS

           5.1    This Amendment Agreement may be executed in several
                  counterparts and any single counterpart or set of
                  counterparts, signed in either case by all of the
                  parties, shall be deemed to be an original, and all taken
                  together shall constitute one and the same instrument.

           5.2    This Amendment Agreement shall be governed by and
                  construed in accordance with English law.

           5.3    The Borrower shall be responsible for, on an indemnity
                  basis, the Bank's (and any of its advisers') costs
                  including any VAT and disbursements incurred in
                  connection with this Amendment Agreement.


IN WITNESS WHEREOF the parties hereto have caused this Amendment Agreement
to be duly executed the day and year first above written.

                                  SCHEDULE

                   Amendments to the Facilities Agreement

With effect on and from 31 December 2001 the Facilities Agreement shall be
further amended as set out in this Schedule. All references in this
Schedule to clause numbers are references to clauses in the Facilities
Agreement as amended and all references to paragraph numbers are references
to paragraphs of this Schedule.

The existing Clause 9.3.2 (Adjusted Tangible Net Worth) contained in the
Facilities Agreement shall be amended by the replacement of the figure
"(pound)10,000,000" in the final row of column C with the figure
"(pound)8,500,000". For the avoidance of doubt, the effect of this
amendment is such that the Borrower undertakes to the Bank that Adjusted
Tangible Net Worth will not be less than (pound)8,500,000 on 31 December
2001 and thereafter.






SIGNED BY  /s/ Anthony John Bagshawe             SIGNED BY  /s/ Robin Daniels
          --------------------------                       ------------------

for and on behalf of                             for and on behalf of

NIAGARA LASALLE (UK) Limited                     NATIONAL WESTMINSTER BANK PLC



AGREED

/s/ Robert J. Kush, Vice President
    --------------
    Robert J. Kush

For and on behalf of
M & T Bank