AMENDING AGREEMENT

BETWEEN:

Ian  Westwood
of  Calgary,  Alberta,  Canada
                                                                (the "Licensor")

                                     - and -

Niew  Industries  Inc.,  a corporation according to the laws of British Columbia
with  offices  in  Prince  George,  British  Columbia

                                                                (the "Licensee")

WHEREAS:

1.     Pursuant  to  an  Agreement (hereafter the "Agreement") dated November 8,
1999  the  Licensor  granted  a license to the Licensee to practice an invention
entitled  "Portable  Overhead Bin" protected by United States Patent Application
Serial  Number  09/333182  filed  on  June 14, 1999 (now issued as United States
Patent Number 6,106,211), and Canadian Patent Application Number 2,254,702 filed
on  December  1,  1998;

2.     Pursuant  to the Agreement the Licensee has paid $35,000 to the Licensor;

3.     The  Licensee has experienced delays in putting the required financing in
place  to  proceed with developing the invention, and the Licensor has agreed to
grant  an  extension  of  time  for  payments  due  under  the  Agreement.

IN  CONSIDERATION of the premises and of the mutual covenants of this Agreement,
the  parties  hereto  agrees  as  follows:

1.     Agreement  to  Amend  Article  3(a)

The Licensor hereby accepts all payments to date and agrees that article 3(a) of
the  Agreement  is  amended  to  read  as  follows:

(a)     The  licensee agrees to pay to the Licensor for the grant of the Licence
herein  the  sum  of  $75,000.00  payable  as  follows:

(i)     The  sum  of  $35,000.00 on or before August 31, 2000 and the balance of
$40,000.00  on  or  before  the  28th  day  of  February,  2001;

(ii)     All  payments  stipulated  to  be  made  pursuant  to this paragraph on
account  of  the  Grant  of  Licence  herein  shall be made in Canadian Dollars.

<PAGE>

2.     Agreement  to  Amend  Article  5

The  Licensor  hereby granted that article 5 of the Agreement is amended to read
as  follows:

In  consideration  of  the  rights  and  licences granted to the Licensee by the
Licensor  pursuant  to theis Agreement, the Licensee shall pay to the Licensor a
royalty  as  follows:

(a)     the  sum  of $6000.00 each for the first (1st) and second (2nd) PORTABLE
OVERHEAD  BINS  sold  in  any  calendar  year;

(b)     the  sum  of $8000.00 each for the third (3rd) and fourth (4th) PORTABLE
OVERHEAD  BINS  sold  in  any  calendar  year;

(c)     the  sum  of  $10,000.00  each  for  the  fifth (5th) and any subsequent
PORTABLE  OVERHEAD  BINS  sold  and  delivered  in  any  calendar  year;

(d)     the required royalty payment shall be made within 60 days of the sale of
each  PORTABLE  OVERHEAD BIN and failure to make such payment shall be a DEFAULT
under  this  agreement.

Provided however, notwithstanding the foregoing, the Licensee shall in any event
pay  a  minimum  royalty  of $20,000.00 in any calendar year, beginning with the
year  2001  in  which  fewer  than  three  PORTABLE OVERHEAD BINS are sold.  The
minimum  royalty shall be paid on before the 31st day of January first following
said  calendar year.  For the year 2000, the minimum royalty shall be $10,000.00
dollars, and shall be payable February 28th, 2001.  Failure to make such payment
shall  be  a  DEFAULT  under  this  Agreement.

3.     Sole  Amendments

The  Licensor  and Licensee agree that in all other respects the Agreement is in
full  force  and  effect  as  originally  set  out  therein.

IN  WITNESS  WHEREOF,  the parties hereto, intending to be legally bound hereby,
have  each  set  their  hand  the  day  indicated.

/s/  Ian  Westwood          /s/  Peter  J.  Bourossa          Nov  16/2000
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Ian  Westwood                Witness                          Date

Niew  Industries  Inc.
by  its  authorized  agent

Ken  Bergestad,  Director          /s/  Ken  Bergestad          Nov  22/00
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Printed  Name  and  Title          Signature                    Date