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                                                                 EXHIBIT 10.8(b)

                       FOURTH AMENDMENT TO LOAN AGREEMENT

Reference is made to the Loan Agreement made as of the 18th day of December,
1996, in the City of Boston, Massachusetts, U.S.A. by and between SONESTA
INTERNATIONAL HOTELS LIMITED (or its assignee) organized and existing under the
laws of The Bahamas and having its principal place of business at 116 Huntington
Avenue, Boston, Massachusetts, U.S.A. and represented in the signature of that
Agreement by PETER J. SONNABEND, VICE PRESIDENT (hereinafter referred to as the
"Lender"), and MASTERS OF TOURISM organized and existing under the laws of The
Arab Republic of Egypt and having its principal place of business at Salah Salem
Avenue, El Abour Building, No. 13, Flat 84, Heliopolis, Cairo, Egypt and
represented in the signature of that Agreement by MOHAMMED HISHAM AHMED ALY,
CHAIRMAN (hereinafter referred to as the "Borrower") ("Loan Agreement"), as
amended by an "Amendment to Loan Agreement", dated April 29, 1997 ("the
Amendment"), and further amended by a "Second Amendment to Loan Agreement",
dated September 15, 1998 (the "Second Amendment"), and further amended by a
"Third Amendment to Loan Agreement", dated as of January 1, 2000 (the "Third
Amendment"). This Agreement shall constitute the "Fourth Amendment" to the Loan
Agreement. MOHAMMED HISHAM AHMED ALY, personally, executed the Loan Agreement,
the Amendment, the Second Amendment and the Third Amendment to acknowledge his
personal guaranty of the Borrower's payment and performance obligations
thereunder.

         WHEREAS, the purpose of the Loan Agreement was to provide U.S.
$1,000,000 to the Borrower as a loan to finance the expansion and improvement of
Sonesta Beach Resort, Sharm El Sheikh (the "Hotel"), as described in the Loan
Agreement; and

         WHEREAS, the purpose of the Amendment was to provide an additional U.S.
$500,000 to the Borrower as a loan in connection with the further expansion of
the Hotel, but Borrower subsequently informed Lender that the additional U.S.
$500,000, described in the Amendment, was no longer required by the Borrower in
order to complete the expansion and improvement of the Hotel, and the further
expansion of the Hotel--such expansion and improvements being referred to as
"Improvements" under the Loan Agreement, as amended by the Amendment; and

         WHEREAS, pursuant to the Second Amendment, Loan principal was to be
repaid in seven (7) annual installments of U.S. $142,857, together with
interest, with the first payment due January 1, 1999, and said principal payment
was made during 1999, but accrued interest of U.S.$78,750 remained unpaid as of
December 31, 1999, leaving a Loan balance of U.S. $935,893 as of December 31,
1999; and

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         WHEREAS, pursuant to the Third Amendment the parties provided for
repayment of the Loan in monthly installments over five (5) years; and

         WHEREAS, the parties now desire to increase the principal balance of
the Loan by U.S. $500,000, and to use the new loan proceeds for certain agreed
upon purposes, and otherwise provide for the improvement and upgrading of the
Hotel;

         NOW THEREFORE, for consideration, the receipt and sufficiency of which
is hereby acknowledged, the parties agree to amend the terms of the Loan
Agreement, as previously amended by the Amendment, the Second Amendment, and the
Third Amendment, as follows:

         1.   LOAN BALANCE. The parties agree and acknowledge that the
outstanding principal balance of the Loan as of June 30, 2002 was U.S. $513,346.

         2.   NEW LOAN PROCEEDS. In addition to the current outstanding Loan
balance of U.S.$513,346, referenced in Section 1, above, Lender agrees to loan
Borrower the sum of U.S.$500,000 ("New Loan Proceeds"). The New Loan Proceeds
shall be used by Borrower solely for creating, and/or to reimburse Borrower for
creating, the following new facilities at the Hotel:

              (i)   a new 400-seat enclosed restaurant, plus outdoor seating
                    area;

              (ii)  a new boiler;

              (iii) a new guest swimming pool;

              (iv)  new shower and locker facilities for Hotel staff; and

              (v)   an expanded and air conditioned laundry facility.

The improvements referenced in subsections (i) - (v), above, are referred to in
this Fourth Amendment as the "Essential New Facilities". To the extent the New
Loan Proceeds are insufficient to fund all such Essential New Facilities, funds
from the Hotel operation shall be set aside for this purpose on the following
basis: For every L.E. 1,000 of Hotel cash flow either distributed to Borrower,
as owner of the Hotel, or used to pay personal expenses incurred by (or on
behalf of) Borrower, or amounts paid to lending institutions (i.e. banks) on
Borrower's behalf (including without limitation amounts paid in connection with
Hotel loans), the same amount shall be set aside and used to complete the
Essential New Facilities; provided, however, that if any portion of the
Essential New Facilities has not been fully completed and is not available for
its intended use by June 30, 2003, then no amount of cash from the Hotel
operation shall thereafter be distributed to Borrower, or used for Borrower's
personal expenses, or paid to such lending institutions, until either said
Essential New Facilities have been fully completed and are in use, or an amount
of funds have been set aside under Lender's control which is adequate, in
Lender's reasonable judgment, to

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complete the Essential New Facilities. Borrower hereby assigns to Lender its
rights to and interest in such cash flow for the purposes described in this
Section.

         3.   FUNDING. The New Loan Proceeds shall be advanced as follows:

              (i)   U.S. $200,000 upon signing this Fourth Amendment and such
                    other loan documentation as Lender may reasonably require;

              (ii)  U.S. $150,000 when Lender has determined to its reasonable
                    satisfaction that the Essential New Facilities, taken as a
                    whole, have been at least fifty percent (50%) completed; and

              (iii) U.S. $150,000 when items (i), (iii), (iv) and at least one
                    other of the five (5) Essential New Facilities have been
                    completed and are in operation.

         4.   REPAYMENT OF LOAN. As the New Loan Proceeds are advanced, they
         shall be combined with the currently outstanding Loan proceeds
         (currently U.S.$513,346) for repayment purposes; that is, from the time
         of the execution of this Fourth Amendment until such time as the New
         Loan Proceeds have been fully funded, Borrower shall continue to make
         monthly payments of principal and interest based on the payment
         schedule set forth in the Third Amendment. When the New Loan Proceeds
         have been fully funded, the total outstanding balance of the Loan and
         the New Loan Proceeds will be approximately U.S. $1,000,000 (less any
         principal repayment from the date of this Fourth Amendment) (the
         "Combined Loan"). The Combined Loan balance shall be repaid in forty
         two (42) equal monthly payments, together with interest at the "Prime"
         rate charged by Citizens Bank, Boston, Massachusetts (currently 4.75%),
         from time to time; provided that for purposes of the Combined Loan the
         interest shall be adjusted twice each year, on January 1 and July 1.
         Attached hereto as "Exhibit A" is a payment schedule which illustrates
         the amortization of the Combined Loan over the forty two (42) month
         term (this schedule assumes a constant interest rate of 4.75% per
         annum; as noted above, THE ACTUAL APPLICABLE RATE OF INTEREST IS
         SUBJECT TO ADJUSTMENT SEMI-ANNUALLY). Loan payments shall be due and
         payable on or before the last day of each calendar month, as was the
         case under the Third Amendment regarding the Loan.

         5.   REPAIRS AND MAINTENANCE, CAPITAL NEEDS. Borrower and Lender
         acknowledge and agree that the Hotel is in need of repairs and
         maintenance, and renovation. Therefore, until the Combined Loan is
         fully repaid, Borrower and Lender, in their capacities as Owner and
         Operator under the Management Agreement (referenced in Section 2.06 of
         the Loan Agreement) agree that Lender, as Operator under the Management
         Agreement, shall, as of the execution of this Fourth Amendment,
         increase the "Capital Reserve Account" to five percent of "Gross
         Revenues", in order to assure that funds are available to address such

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         repairs and maintenance and renovations, including without limitation
         those referenced on "Exhibit B", attached.

         6.   GOVERNING LAW. Section 10.04 of the Loan Agreement is hereby
         amended to read as follows: This Agreement shall be governed by,
         construed under and interpreted in accordance with English Law.

         7.   AS AMENDED, LOAN AGREEMENT OTHERWISE UNCHANGED. In all other
         respects, the Loan Agreement, as amended, remains unchanged and in full
         force and effect, including without limitation the provisions of
         Section 2.06 of the Loan Agreement under which the "Operator" under the
         Management Agreement between Borrower and Lender is authorized and
         instructed to make payments from Hotel funds directly to the Lender.

              IN WITNESS WHEREOF, the parties hereto have caused this Fourth
         Amendment to be executed by their respective, duly authorized
         signatories as of July 1, 2002.


         Witness                            SONESTA INTERNATIONAL HOTELS LIMITED

         /S/                                By: /S/
         ---------------------------            --------------------------------
         Karen K. Pettiford                 Name:  Peter J. Sonnabend
                                            Title: Vice President


         Witness                            MASTERS OF TOURISM

         /S/                                By: /S/
         ---------------------------            --------------------------------
         Mahmoud Roushdy El Maghraby        Name:  Mohamed Hisham Ahmed Aly
                                            Title: Chairman

         Mohamed Hisham Ahmed Aly hereby executes this Fourth Amendment to Loan
         Agreement in order to acknowledge his continuing personal guaranty
         under the Loan Agreement, as amended, and his agreement to be a joint
         and several guarantor of the Borrower's obligations to the Lender.


         Witness

         /S/                                By: /S/
         ---------------------------            --------------------------------
         Mahmoud Roushdy El Maghraby            Mohamed Hisham Ahmed Aly

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