Exhibit 10.8
                                  Lloyds TSB Corporate
                                  Birmingham
                                  Lloyds TSB Bank plc
                                  P O Box 908
                                  125 Colmore Row
                                  Birmingham           Telephone:  0121 625 6746
                                  B3 2DS               Facsimile:  0121 212 0861
                                                       Reference:  DRD/DMYS


                                  Date: 19th December 2003
The Directors
Timet UK Limited
P O Box 704
Witton
Birmingham
West Midlands
B6 7UR


Dear Sirs,
                                AMENDMENT LETTER

We refer to a letter dated 20th December 2002 (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 with effect from the Effective Date and provided that the
Effective Date occurs not later than 22nd January 2004 the following  amendments
shall be made to the Facility Letter:

1.   the definition of "Commitment Termination Date" contained in Clause 1 shall
     be amended to read "means 20th December 2004 or such later date as may from
     time to time be agreed pursuant to Clause 2.5 hereof"; and

2.   the  definition of "Expiry Date"  contained in Clause 1 shall be amended to
     read "means 20th December 2005".

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

The Effective Date shall be the date upon which we shall have received and found
in order:

(a)  a copy of this letter duly signed by you in  acceptance  of the  amendments
     contained herein;

(b)  a  certified  copy of your  board  resolution  approving  the terms of this
     letter  and  authorising  a person or  persons  to sign on your  behalf the
     acknowledgement appearing on the duplicate copy of this letter; and

(c)  if not already in our possession, duly authenticated specimen signatures of
     the person(s) so authorised.


Yours faithfully,
For and on behalf of Lloyds TSB Bank plc



/s/ Simon Stirling

Simon Stirling
Senior Relationship Manager

<PAGE>


                                                   Continuation of a letter from
                                                   Lloyds TSB Bank plc to:
                                                   Timet UK Limited
                                        2


We hereby  acknowledge  receipt of your letter dated 19th December 2003 of which
this  is a  duplicate  and  confirm  our  agreement  to the  amendments  therein
contained, pursuant to a resolution of the board dated 29/12/2003.


For and on behalf of Timet UK Limited


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

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

               29/12/03           (date)                            (date)
               ------------------                ------------------

This  letter  creates  legal  obligations.  Before  signing you may wish to take
independent advice.