Exhibit 10.24.5


 


Mr. Notary:


 


Please
extend in your Registry of Public Deeds, one that evidences the modification to
the Line Of Credit Contract in Foreign Currency that celebrate on the one parte BANCO DE CREDITO DEL PERU, RUC No. 20100047218 with address
at Calle Centenario No. 156, Urb. Las Laderas de Melgarejo, La Molina,
Lima properly represented by Mr. Diego Cavero Belaunde, identified with
DNI No. 09397156 and Mr. Andres Arredondo Bellido, identified with
DNI No. 10543236, according to powers registered in Entry No. 11009127
of the Registry of Legal Entities in the Registry Office of Lima and Callao who
henceforth will be denominated ‘THE BANK”, and
on the other DOE RUN PERU S.R.L., with RUC NO. 20376303811,
with address at Av. Victor Andres Belaunde 147, Via Principal 155, Centro
Empresarial Real – Torre Real 3, Floor 9, San Isidro, properly represented by Mr. Albert
Bruce Neil, identified with Identity Letter for Immigrant No. 000102841,
with faculties to that effect according to powers registered in Electronic
Entry No. 11015369 of the Registry of Legal Entities in Lima, who
henceforth will be denominated DRP; under the
following terms and conditions:


 


FIRST:        BACKGROUND AND INTERPRETATION


 


The
terms that appear capitalized in this Modification shall have the same meaning
that is attributed to them in the Line of Credit Contract in Foreign Currency
celebrated September 17, 2002 between THE BANK and DRP the same which was elevated to Public Deed on September 25,
2002 by Lima Notary Doctor Ricardo Ortiz de Zevallos Villaran (herein, the “Line
of Credit Contract”), in virtue of which a line of credit was granted to DRP
under the term and conditions there established.


 


SECOND:                                        MODIFICATION


 


THE
BANK and DRP agree to modify and extend the Final Expiration Date to which
numeral 3.6 of the Third Clause of the Line of Credit Contract refers to until October 23,
2005.


 


THIRD:     VALIDITY OF CREDITOR RIGHTS


 


The
extension of the Final Expiration Date of the Line of Credit Contract does not
imply the renunciation by THE BANK to any
creditor right originated before the signing of this document.


 


No
fault on the part of THE BANK to
exercise, or any delay in exercising, any right, power or dispensation under
the Line of Credit Contract could be considered as a renunciation to such
rights, powers or dispensations; or the sole or partial execution of any of
such rights powers or dispensations will not be able to be considered as the
evasion of the exercise of any other rights, powers or dispensations.


 


Any
renunciation, dispensation and/or release shall be interpreted and executed in
a restrictive manner and for the specific purposes for which it was granted.


 


FOURTH:                                         NON MODIFIED CLAUSES AND
RATIFICATION


 


The
parties expressly agree that all the remaining Clauses and attachments of the
Line of Credit Contract that have not suffered modifications according to the
Second Clause of this Modification, remain unaltered and are expressly
ratified.


 


The
Line of Credit Contract, its attachments and these modifications constitute the
integral agreement between the parties, as it may be modified or
complemented.


 

















 


FIFTH:         GUARANTEED


 


The
parties expressly agree that the guarantees to which the Guarantee Contracts
Refer to are maintained without any modification or variation and that they
remain guaranteeing all the obligations derived from the Line of Credit
Contract with the modification that is introduced into it by this contract.


 


Add
to this Mr. Notary, the remaining clauses by law and rise this minute to
public deed.


 


Lima
September 14, 2005


 


 


	
  /s/ Diego Cavero Belaunde

  	
   

  	
  /s/ Andres ArredondoBellido

  	
   

  
	
  Banco de Credito del Peru

  	
  Banco de Credito del Peru

  
	
   

  	
   

  
	
  /s/ A. B. Neil

  	
   

  	
   

  
	
  Albert Bruce Neil

  	
   

  
	
  Doe Run Peru S.R.L.