Exhibit 10.4

                         ACCESSORIAL AGREEMENT # 5382/A
                              (for granting a loan)

Almaty                                                              May 6, 2002

          1)   Kazkommertsbank OJSC hereinafter referred to as "the Bank" in the
               person of the Deputy Chairman of the Board Mr. A. L. Dautov
               acting on the basis of Power of attorney # 490 dated January 31,
               2002, on the one side, and

          2)   Karakudukmunay JSC hereinafter referred to as "the Company" in
               the person of the Administrative Manager Mr. U. B. Khairov acting
               on the basis of the unnumbered Power of attorney dated April 30,
               2002, on the other side,

collectively referred to as "the Parties", and separately as stated above or as
"the Party", have concluded this Accessorial Agreement (hereinafter "the
Accessorial Agreement") in the context of the Agreement for establishing a
credit line # 250 dated May 6, 2002 (hereinafter "the Agreement") on the
following:

                          1. SUBJECT OF THE AGREEMENT

1.1. The Bank grants a loan to the Company in the amount of USD 30,000,000.00
     (thirty million US dollars and 00 cents). The Loan is granted to the
     Company for the period from May 6, 2002, to May 6, 2005, on terms of
     security, fixed term, repayment, and compensation.

1.2. For using the loan the Company agrees to pay to the Bank a compensation
     (interest) in the amount of 14 (fourteen) per cent per annum of the sum of
     the loan. The amount of compensation (interest) shall be calculated on the
     basis of a year consisting of 360 days, for the actual number of days of
     using the loan by the Company.

                             2. TERMS OF CREDITING

2.1. The Loan shall be granted to the Company for the following purposes:
     replenishment of floating assets.

2.2. The Loan shall be granted by the Bank by way of transferring the sum of
     loan to the checking account of the Company # 05070546 in the Aktau
     affiliate of Kazkommertsbank OJSC.

2.3. Repayment of the loan and payment of the compensations (interest) shall be
     effected by the Company by way of transferring the money to the Bank within
     the time and in the amount specified in Appendix # 1 to the Accessorial
     Agreement, which is an integral part of it.

2.4.  Counting of the time for charging the compensation (interest) begins from
      the moment of transferring the sum of loan to the checking account of the
      Company # 05070546 in the Aktau affiliate of Kazkommertsbank OJSC by the
      Bank.

2.5. The Bank shall be entitled to collect (withdraw) without acceptance any
     amounts of the debt (including outstanding) of the Company under the
     Accessorial Agreement by way of direct debiting the Company's bank accounts
     with Kazkommertsbank OJSC, and also by way of presenting payment orders
     executable without acceptance or other documents required to effect,
     without acceptance and/or dispute, collection (withdrawal) of money to the
     Company's bank accounts established with any banks (organizations
     performing certain types of banking operations and other crediting
     organization) on the territory of the Republic of Kazakstan and abroad.

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                        3. RESPONSIBILITY OF THE PARTIES

3.1. In the event of violation of any of the obligations with regard to
     repayment of the loan and/or payment of the compensation (interest), the
     Company shall pay to the Bank a penalty (fine) in the following amount:

          -    for a violation up to 7 (seven) days inclusive, the amount of the
               forfeit (fine) shall be calculated at the actual rate of
               compensation (interest) under the Agreement of the amount of the
               outstanding payment (grace period), providing that the Company
               fulfills the outstanding (broken) obligation within the
               abovementioned (seven day) period;

          -    for a violation over 7 (seven) days, 0.1% of the sum of the
               outstanding payment for each day of the delay (not including the
               abovementioned grace period).

                              4. FINAL PROVISIONS

4.1. The Accessorial Agreement comes into force upon signing, remains valid
     until complete fulfilment of all its provisions by the Parties, and is an
     integral part of the Agreement.

4.2. Any relations of the Parties in the part not regulated by the Accessorial
     Agreement shall be governed by the Agreement, the provisions of which have
     direct effect on the relations of the Parties under the Accessorial
     Agreement. on the relations of the Parties under the Accessorial Agreement.

4.3. The Accessorial Agreement is executed in three copies having equal legal
     force, two copies for the Bank and one for the Company.

             5. LEGAL ADDRESSES AND BANKING DETAILS OF THE PARTIES

BANK: Kazkommertsbank OJSC - Republic of Kazakstan, Almaty, 480060, 135/H
Gagarin av., correspondent account 900161126, MFO 190501926 in the Department of
payment systems of the National Bank of the Republic of Kazakstan, RNN
600400055239, residency code 1, economy sector code 4;

BORROWER: Karakudukmunay JSC - Republic of Kazakstan, Mangistau oblast, Aktau,
466200, District 3, Building 82, proceeds account 06467365, currency account
05070546 in Aktau affiliate of Kazkommertsbank OJSC, RNN 430600001175, residency
code 1, economy sector code 7.


                           BANK                      COMPANY

                  /s/  A. L. Dautov               U. B. Khairov
                  -----------------------         -----------------------
                       A. L. DAUTOV               U. B. KHAIROV