EXECUTION    COPY

SUPPLEMENTAL    INDENTURE

This First Supplemental    Indenture, dated as of February 1, 2007 (this "Supplemental Indenture"),    among Vitro S.A.B. de C.V. (formerly known as Vitro S.A. de C.V.), a Mexican    corporation (*sociedad anonima bursatil de capital variable*) (together    with its successors and assigns, the "Issuer"), each Guarantor    (as defined below) and U.S. Bank National Association as successor trustee    (the "Trustee") to Wachovia Bank, National Association under    the Indenture referred to below.

W I    T N E S S E T H:

WHEREAS, the Issuer    and the Trustee are parties to an Indenture, dated as of October 22, 2003    (as amended, supplemented, waived or otherwise modified, the "Indenture"),    providing for the issuance of 11.75% Senior Notes Due 2013 (the "Securities")    of the Issuer; 

WHEREAS,    pursuant to Section 3.11 of the Indenture, the Issuer is prohibited    from permitting any Restricted Subsidiary to Guarantee any Indebtedness of    the Issuer that is *pari passu* with or subordinate in right of payment    to the Securities, unless, (i) such Guarantee is otherwise permitted under    the terms of the Indenture, (ii) such Restricted Subsidiary simultaneously    executes and delivers a supplemental indenture to the Indenture providing    for a Guarantee of payment of the Securities by such Restricted Subsidiary;    and (iii) such Restricted Subsidiary waives and will not in any manner whatsoever    claim or take the benefit or advantage of, any rights of reimbursement, indemnity    or subrogation or any other rights against the Issuer or any other Restricted    Subsidiary as a result of any payment by such Restricted Subsidiary under    its Subsidiary Guarantee, except under certain conditions; 

WHEREAS,    the Issuer, the Guarantors (as defined below) and The Bank of New York, as    trustee, propose to execute and deliver (i) an indenture, dated as of February    1, 2007, providing for the issuance of US$300,000,000 8.625% Senior Notes    Due 2012 of the Issuer (as amended, supplemented, waived or otherwise modified,    the "2012 Notes Indenture") and (ii) an indenture, dated    as of February 1, 2007, providing for the issuance of US$700,000,000 9.125%    Senior Notes Due 2017 of the Issuer (as amended, supplemented, waived or otherwise    modified, the "2017 Notes Indenture" and collectively with    the 2012 Notes Indenture, the "New Indentures"), which contain    a Guarantee by Restricted Subsidiaries; and

WHEREAS, pursuant    to Section 7.01 of the Indenture, the Issuer and the Trustee are authorized    to execute and deliver any Supplemental Indenture (including this Supplemental    Indenture) to supplement the Indenture, without the consent of any Holder,    to make any change that would provide any additional rights or benefits to    the Holders, including the addition of a Guarantee under the same terms as    the Guarantee provided in the New Indentures. 

 NOW, THEREFORE,    in consideration of the foregoing and for other good and valuable consideration,    the receipt of which is hereby acknowledged, the Issuer, each Guarantor (as    defined below) and the Trustee mutually covenant and agree for the equal and    ratable benefit of the holders of the Securities as follows:

ARTICLE    I

DEFINITIONS

Section 1.1. Defined    Terms. Unless otherwise defined in this Supplemental Indenture, terms    defined in the Indenture are used herein as therein defined. 

Section 1.2. Addition    of Defined Terms. Section 1.1 of the  Indenture is    amended by adding the following definitions:

"Guarantor"    means (i) ViMexico, S.A. de C.V. (a *sociedad anonima de capital variable*incorporated under the laws of Mexico), (ii) Vitro Envases Norteamerica,    S.A. de C.V. (a *sociedad anonima de capital variable*incorporated under    the laws of Mexico), (iii) Vitro Corporativo, S.A. de C.V., (iv) Vitro    Envases Holding, S.A. de C.V., (v) Taller de Coleccion Vitro, S.A. de    C.V., (vi) Servicios Corporativos de Edificaciones, S.A. de C.V., (vii) Vidriera    Monterrey, S.A. de C.V., (viii) Vidriera Los Reyes, S.A. de C.V., (ix) Vidriera    Guadalajara, S.A. de C.V., (x) Vidriera Queretaro, S.A. de C.V., (xi) Vidriera    Mexico, S.A. de C.V., (xii) Vidriera Toluca, S.A. de C.V., (xiii) Compania    Vidriera, S.A. de C.V., (xiv) Fabricacion de Maquinas, S.A. de C.V.,    (xv) Servicios Integrales de Acabados, S.A. de C.V., (xvi) Inmobiliaria    Loma del Toro, S.A. de C.V., (xvii) Industria del Alcali, S.A. de C.V.,    (xviii) Comercializadora Alcali, S. de R.L. de C.V., (xix) Vidrio    Lux, S.A., (xx) Vitro Packaging, Inc., (xxi) Centro de Tecnologia    Vidriera, Ltd., (xxii) Vitro Europa, Ltd., (xxiii) American Assets    Holding, Corp., (xxiv) Crisa Holding Corp., (xxv) Troper Inc., (xxvi) Imperial    Arts Corp., (xxvii) Troper Services, Inc., (xxviii) SKF Industries,    Inc., (xxix) Alliance Precision Products Corporation, (xxx) Amsilco    Holdings, Inc., (xxxi) BBO Holdings, Inc., (xxxii) Crisa Corp.,    (xxxiii) VK Corp., (xxxiv) Vitro Automotriz, S.A. de C.V., (xxxv) Vitro    Flex, S.A. de C.V., (xxxvi) Distribuidora Nacional de Vidrio, S.A. de    C.V., (xxxvii) Vitro Vidrio y Cristal, S.A. de C.V., (xxxviii) Vitro    Flotado Cubiertas, S.A. de C.V., (xxxix) Distribuidor Vidriero Lan, S.A.    de C.V., (xl) Vitrocar, S.A. de C.V., (xli) Cristales Inastillables    de Mexico, S.A. de C.V., (xlii) Vidrio Plano de Mexico, S.A. de C.V.,    (xliii) VVP Holdings Corp., (xliv) VVP Syndication, Inc., (xlv) VVP    Autoglass, Inc., (xlvi) Vitro America, Inc., (xlvii) Super Sky Products,    Inc., (xlviii) Super Sky International, Inc., (xlix) VVP Finance    Corp., (l) Super Sky Constructors, Inc., (li) Vitro Colombia, S.A.,    (lii) VVP Europa Holdings, B.V., (liii) Vitro do Brasil Industria    e Comercio, Ltda., (liv) Oriental Glass, Inc., (lv) Vitro Chemicals,    Fibers and Mining, Inc., (lvi) Vitrosa Holding, Ltd., (lvii) Vitro    Global, Ltd. and (lviii) each Restricted Subsidiary that executes a supplemental    indenture in the form set forth as an exhibit to the indenture providing for    the Guarantee of the payment of the notes of the relevant series, or (lix) any    successor obligor under its Note Guaranty pursuant to Article XIII, in each    case unless and until such Guarantor is released from its Note Guaranty pursuant    to this Indenture.

"Note Guaranty"    means the guaranty of the Securities by a Guarantor pursuant to the Indenture.

"Offer to    Purchase" means an offer by the Issuer to purchase the Securities as    required by the Indenture. 

ARTICLE    II

AMENDMENT    OR ADDITION OF CERTAIN SECTIONS

Section 2.1. Addition of New    Section 8.04; When Guarantor May Merge, Etc. The Indenture is amended    by adding a new Section 8.04, When Guarantor May Merge, Etc., as follows:    

SECTION 8.04. WHEN GUARANTOR MAY    MERGE, ETC. (a)  No Guarantor may
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(i) consolidate      with or merge with or into any Person, or 

(ii) sell, convey,      transfer or dispose of, all or substantially all its assets as an entirety      or substantially as an entirety, in one transaction or a series of related      transactions, to any Person, or 

(iii) permit      any Person to merge with or into such Guarantor

unless 

(1) the other        Person is the Issuer or any Restricted Subsidiary that is a Guarantor        or becomes a Guarantor concurrently with the transaction; or

(2) (a) either        (x) the Guarantor is the continuing Person or (y) the resulting, surviving        or transferee Person expressly assumes by supplemental indenture all of        the obligations of the Guarantor under its Note Guaranty; and

(b) immediately        after giving effect to the transaction, no Default has occurred and is        continuing; or

(3) the transaction        constitutes a sale or other disposition (including by way of consolidation        or merger) of the Guarantor or the sale or disposition of all or substantially        all the assets of the Guarantor (in each case other than to the Issuer        or a Restricted Subsidiary) otherwise permitted by the Indenture.

Section 2.2. Addition    of New Article XI. Guarantees; Amendment of References to Existing Article    XI, Miscellaneous, Sections 11.01 through 11.12. The    Indenture is amended by adding a new Article XI, GUARANTIES. The existing    Article XI, MISCELLANEOUS in the  Indenture shall become    Article XII, MISCELLANEOUS. The existing Sections 11.01, 11.02, 11.03, 11.04,    11.05, 11.06, 11.07, 11.08, 11.09, 11.10, 11.11 and 11.12 in the    Indenture shall become Sections 12.01, 12.02, 12.03, 12.04, 12.05, 12.06,    12.07, 12.08, 12.09, 12.10, 12.11 and 12.12, respectively. 

Section 2.3. Addition of New    Section 11.01. The Guaranties. The Indenture is amended by adding a new    Section 11.01, The Guaranties, as follows:
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SECTION 11.01. THE GUARANTIES.**Subject to the provisions of this Article, each Guarantor hereby irrevocably      and unconditionally guarantees, jointly and severally, on an unsecured basis,      the full and punctual payment (whether at Stated Maturity, upon redemption,      purchase pursuant to an Offer to Purchase or acceleration, or otherwise)      of the principal of, premium, if any, and interest on, and all other amounts      payable under, each Security, and the full and punctual payment of all other      amounts payable by the Issuer under the Indenture. **Upon failure      by the Issuer to pay punctually any such amount, each Guarantor shall forthwith      on demand pay the amount not so paid at the place and in the manner specified      in the Indenture. 

Section 2.4. Addition of New    Section 11.02. Guaranty Unconditional. The Indenture is amended by adding    a new Section 11.02, Guaranty Unconditional, as follows:
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SECTION 11.02. GUARANTY UNCONDITIONAL.**The obligations of each Guarantor hereunder are unconditional and absolute      and, without limiting the generality of the foregoing, will not be released,      discharged or otherwise affected by

(1) any extension,      renewal, settlement, compromise, waiver or release in respect of any obligation      of the Issuer under the Indenture or any Security, by operation of law or      otherwise;

(2) any modification      or amendment of or supplement to the Indenture or any Security;

(3) any change      in the corporate existence, structure or ownership of the Issuer, or any      insolvency, bankruptcy, reorganization or other similar proceeding affecting      the Issuer or its assets or any resulting release or discharge of any obligation      of the Issuer contained in the Indenture or any Security;

(4) the existence      of any claim, set‐off or other rights which the Guarantor may have      at any time against the Issuer, the Trustee or any other Person, whether      in connection with the Indenture or any unrelated transactions, provided      that nothing herein prevents the assertion of any such claim by separate      suit or compulsory counterclaim;

(5) any invalidity      or unenforceability relating to or against the Issuer for any reason of      the Indenture or any Security, or any provision of applicable law or regulation      purporting to prohibit the payment by the Issuer of the principal of or      interest on any Security or any other amount payable by the Issuer under      the Indenture; or

(6) any other      act or omission to act or delay of any kind by the Issuer, the Trustee or      any other Person or any other circumstance whatsoever which might, but for      the provisions of this paragraph, constitute a legal or equitable discharge      of or defense to such Guarantor's obligations hereunder.

Section 2.5. Addition of New    Section 11.03. Discharge; Reinstatement. The Indenture is amended by adding    a new Section 11.03, Discharge; Reinstatement, as follows: 
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SECTION 11.03.**DISCHARGE; REINSTATEMENT.**Each      Guarantor's obligations hereunder will remain in full force and effect until      the principal of, premium, if any, and interest on the Securities and all      other amounts payable by the Issuer under the Indenture have been paid in      full. If at any time any payment of the principal of, premium, if any, or      interest on any Security or any other amount payable by the Issuer under      the Indenture is rescinded or must be otherwise restored or returned upon      the insolvency, bankruptcy or reorganization of the Issuer or otherwise,      each Guarantor's obligations hereunder with respect to such payment will      be reinstated as though such payment had been due but not made at such time.

Section 2.6. Addition of New    Section 11.04. Waiver by the Guarantors. The Indenture is amended by adding    a new Section 11.04, Waiver by the Guarantors, as follows:
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SECTION 11.04. WAIVER      BY THE GUARANTORS. Each Guarantor irrevocably waives acceptance hereof,      presentment, demand, protest and any notice not provided for herein, as      well as any requirement that at any time any action be taken by any Person      against the Issuer or any other Person.

Section 2.7. Addition of New    Section 11.05. Subrogation and Contribution. The Indenture is amended    by adding a new Section 11.05, Subrogation and Contribution, as follows:
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SECTION 11.05. SUBROGATION      AND CONTRIBUTION. Upon making      any payment with respect to any obligation of the Issuer under this Article,      the Guarantor making such payment will be subrogated to the rights of the      payee against the Issuer with respect to such obligation, provided that      the Guarantor may not enforce either any right of subrogation, or any right      to receive payment in the nature of contribution, or otherwise, from any      other Guarantor, with respect to such payment so long as any amount payable      by the Issuer hereunder or under the Securities remains unpaid.

Section 2.8. Addition of New    Section 11.06. Stay of Acceleration. The Indenture is amended by adding    a new Section 11.06, Stay of Acceleration, as follows: 
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SECTION 11.06. STAY      OF ACCELERATION. If acceleration of the time for payment of any amount      payable by the Issuer under the Indenture or the Securities is stayed upon      the insolvency, bankruptcy or reorganization of the Issuer, all such amounts      otherwise subject to acceleration under the terms of the Indenture are nonetheless      payable by the Guarantors hereunder forthwith on demand by the Trustee or      the Holders.

Section 2.9. Addition of New    Section 11.07. Limitation on Amount of Guaranty. The Indenture is amended    by adding a new Section 11.07, Limitation on Amount of Guaranty, as follows:    
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SECTION 11.07. LIMITATION      ON AMOUNT OF GUARANTY. Notwithstanding anything to the contrary in this      Article, each Guarantor, and by its acceptance of Securities, each Holder,      hereby confirms that it is the intention of all such parties that the Note      Guaranty of such Guarantor not constitute a fraudulent conveyance under      applicable fraudulent conveyance provisions of the United States Bankruptcy      Code or any comparable provision of state law. To effectuate that intention,      the Trustee, the Holders and the Guarantors hereby irrevocably agree that      the obligations of each Guarantor under its Note Guaranty are limited to      the maximum amount that would not render the Guarantor's obligations subject      to avoidance under applicable fraudulent conveyance provisions of the United      States Bankruptcy Code or any comparable provision of state law or Mexican      law, as the case may be. In addition, in compliance with Swiss law the aggregate      amount payable by each Swiss Subsidiary Guarantor will be limited for each      such Swiss Subsidiary Guarantor to an amount equal to the maximum amount      of the freely distributable retained earnings of such Swiss Subsidiary Guarantor      as of such time.

Section 2.10. Addition of New    Section 11.08. Execution and Delivery of Guaranty. The Indenture is amended    by adding a new Section 11.08, Execution and Delivery of Guaranty, as follows:    
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SECTION 11.08. EXECUTION      AND DELIVERY OF GUARANTY. The      execution by each Guarantor of the Indenture (or a supplemental indenture)      evidences the Note Guaranty of such Guarantor, whether or not the person      signing as an officer of the Guarantor still holds that office at the time      of authentication of any Security. The delivery of any Security by the Trustee      after authentication constitutes due delivery of the Note Guaranty set forth      in the Indenture on behalf of each Guarantor.

Section 2.11. Addition of New    Section 11.09. Release of Guaranty. The Indenture is amended by adding    a new Section 11.09, Release of Guaranty, as follows: 
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SECTION 11.09. RELEASE      OF GUARANTY. The Note Guaranty of a Guarantor will terminate upon

(1) a sale or      other disposition (including by way of consolidation or merger) of the Guarantor      or the sale or disposition of all or substantially all the assets of the      Guarantor (in each case other than to the Issuer or a Restricted Subsidiary)      otherwise permitted by the Indenture, 

(2) if the Note      Guaranty was required pursuant to the terms of the Indenture, the cessation      of the circumstances requiring the Note Guaranty,

(3) the designation      in accordance with the Indenture of the Guarantor as an Unrestricted Subsidiary,      or

(4) defeasance      or discharge of the Securities, as provided in Article IX.

Upon delivery by the    Issuer to the Trustee of an Officers' Certificate and an Opinion of Counsel    to the foregoing effect, the Trustee will execute any documents reasonably    required in order to evidence the release of the Guarantor from its obligations    under its Note Guaranty.

ARTICLE    III

MISCELLANEOUS

Section 3.1. Parties.    Nothing expressed or mentioned herein is intended or shall be construed to    give any Person, firm or corporation, other than the Holders and the Trustee,    any legal or equitable right, remedy or claim under or in respect of this    Supplemental Indenture or the Indenture or any provision herein or therein    contained. 

Section 3.3. Governing    Law, etc. This Supplemental Indenture shall be governed by the provisions    set forth in Section 11.08 of the Indenture.

Section 3.4. Severability.    In case any provision in this Supplemental Indenture shall be invalid, illegal    or unenforceable, the validity, legality and enforceability of the remaining    provisions shall not in any way be affected or impaired thereby and such provision    shall be ineffective only to the extent of such invalidity, illegality or    unenforceability. 

Section 3.5. Ratification    of Indenture; Supplemental Indenture Part of Indenture. Except as expressly    amended hereby, the Indenture is in all respects ratified and confirmed and    all the terms, conditions and provisions thereof shall remain in full force    and effect. This Supplemental Indenture shall form a part of the Indenture    for all purposes, and every holder of Securities heretofore or hereafter authenticated    and delivered shall be bound hereby. The Trustee makes no representation or    warranty as to the validity or sufficiency of this Supplemental Indenture.

Section 3.6.  Duplicate    and Counterpart Originals. The parties may sign any number of copies of    this Supplemental Indenture. One signed copy is enough to prove this Supplemental    Indenture. This Supplemental Indenture may be executed in any number of counterparts,    each of which so executed shall be an original, but all of them together represent    the same agreement. 

Section 3.7. Headings.    The headings of the Articles and Sections in this Supplemental Indenture have    been inserted for convenience of reference only, are not intended to be considered    as a part hereof and shall not modify or restrict any of the terms or provisions    hereof.

[Signatures    on Following Page]

IN WITNESS WHEREOF,    the parties hereto have caused this Supplemental Indenture to be duly executed    as of the date first above written.

VITRO, S.A.B. DE C.V.

|   |  By:    | _________________________________ |
|--------|--------------|-----------------------------------|
|   | Name:        |
|   | Title:  |

|   |  By:    | _________________________________ |
|--------|--------------|-----------------------------------|
|   | Name:        |
|   | Title:  |

[SIGNATURE BLOCKS FOR NOTE    GUARANTORS TO BE ADDED]

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|   | U.S. Bank National Association |
|   | as Trustee                     |
|   |  By:                      | _____________________________ |
|   | Name:                          |
|   | Title:                    |