Exhibit 10.10

                         Lloyds TSB Bank plc
                         Large Corporate, 6th Floor   Direct Line: 0121 625 6746
                         P O Box 908                  Network:     7-720 6746
                         125 Colmore Row              Switchboard: 0121 233 1255
                         Birmingham                   Facsimile:   0121 212 0861
                         B3 2DS


                        19 January, 2005              Our Ref:
                                                      Your Ref:
Strictly Private & Confidential
-------------------------------
D Roberts Esq
Finance Director
Timet UK Ltd
P O Box 704
Witton
Birmingham
B6 7UR




Dear David
                                VARIATION LETTER

We refer to a letter dated 20th  December  2002 as amended by our letters  dated
19th December 2003 and 22nd November 2004  (together the "Facility  Letter") and
to the  security  documents  required to be effected  thereby from time to time.
Pursuant to the foregoing we agreed to make  available to you loan and overdraft
facilities of up to (pound)22,500,000.

We hereby  confirm  that for the purpose of testing the  covenants  expressed in
Clauses  9.2(a)  and (b) of the  Facility  Letter as at 31st  December  2004 and
thereafter,  the  definition  of  "Consolidated  Net  Worth"  in Clause 1 of the
Facility Letter shall be amended to read:

     ""Consolidated Net Worth" means at any particular time the aggregate of the
amount paid up on the issued share capital of the Borrower and the  consolidated
distributable and non-distributable  reserves of the Borrower and its Subsidiary
Undertakings  but (a) after  deducting  the total of any debit balance on profit
and loss account and the book value of any intangible  assets  including but not
limited  to  goodwill,  (b)  excluding  any  minority  interests  in  Subsidiary
Undertakings and any increase in the valuation of assets  subsequent to the date
of the  Financial  Statement,  and (c) after adding back any deficit  arising in
respect of calculations  made for pension scheme  liabilities in accordance with
FRS17."

All  other  terms  and  conditions  expressed  in  the  Facility  Letter  remain
unaltered,  and from the date of this letter the Facility Letter and this letter
shall be construed as one agreement.



Yours faithfully,

/s/ James Benyon

For and on behalf of Lloyds TSB Bank plc


<PAGE>


To:      James Benyon
         Lloyds TSB Bank Plc
         125 Colmore Row
         Birmingham

Re: Timet-FRS 17 Variation Letter

We hereby acknowledge receipt of your letter dated 19th January 2005 and confirm
our  agreement  to the  amendments  therein  contained.  A copy of the letter is
attached for reference.



For and on behalf of Timet UK Limited

Signed by      D. Roberts        (name)            I. Hodges         (name)
              ------------------                  ------------------

              /s/ D. Roberts     (signature)      /s/ I. Hodges      (signature)
              ------------------                  ------------------

               21/1/05           (date)            21/1/05           (date)
              ------------------                  ------------------



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