Credit Facility Letter

Exhibit 10.69


CREDIT FACILITY LETTER

Date: May 26, 2004


To: FGDI L.L.C (" Client" )


Address for notice to the Client: 2829 Westown Parkway Suite 200 West Des Moines,

Iowa, USA 50266 Fax: 001-419-352-6710


AFG Trust Finance Limited (" AFG Trust" ) (address for notice to AFG Trust: Level 26, PricewaterhouseCoopers Tower, 188 Quay Street, Auckland, New Zealand. Fax: + 64 9 353 1202) offers an USD credit facility (" USD Facility" ) and an RMB credit facility (" RMB Facility" ) to the Client on the terms and conditions contained in this Facility Letter and the AFG Trust Credit Services Terms and Conditions attached hereto.


FACILITIES Facility Amount: USD15,000,000.00 (in respect of the USD Facility) and RMB120,000,000.00 (in respect of the RMB Facility). The total amount outstanding under each Facility at any time must not exceed the relevant Facility Amount. Where it does exceed the relevant Facility Amount, the difference between the total amount outstanding and the relevant Facility Amount shall be repaid to AFG Trust immediately. Before that amount is repaid, AFG Trust will charge interest at the Default Interest Rate on a daily basis on that amount until the date it is actually paid. AFG Trust may, from time to time and in its absolute sole discretion and without any reason whatsoever, increase or decrease the Facility Amount by giving the Client at least 2 Business Days' written notice of the date on which the Facility Amount will be increased or decreased. Expiry Date: Twelve months from the date of this Agreement. Cancellation: The Client may cancel either or both Facilities by at least 5 Business Days written notice if all amounts owing under this Agreement have been paid in full. For the avoidance of doubt, any Establishment Fee paid in advance is not refundable. Condition Precedent: No drawdown can be made unless AFG Trust has confirmed to the Client that the following conditions have been met:

ullet AFG Trust has received a fully executed copy of this Agreement.

ullet The Client has paid the Establishment Fee to AFG Trust.

ullet No Event of Default has happened and remains unremedied.


ullet AFG Trust has received a fully executed copy of the investment facility agreement (" Investment Facility Agreement" ) dated on or about the date of this Agreement between the Client and AFG Trust Assets Limited (" ATAL" ). Drawdown: Once AFG Trust has confirmed to the Client that all conditions precedent have been met, the Client may drawdown at any time by giving at least three Business Days notice specifying the date on which the Drawing will be made and its the principal amount subject to the following conditions:

ullet The principal amount for the Drawing intended is no less than USD250,000.00 (for an USD Drawing) or RMB2,000,000.00 (for an RMB Drawing).

ullet The aggregate principal amounts of all the Drawings outstanding* and the Drawing which the Client intends to make shall not exceed the lesser of the Facility Amount and the Available Limit (to be calculated as follows):

Available Limit = IA / 105%

Where

IA means the total amount of the USD and RMB Investment by the Client with ATAL under the Investment Facility Agreement*

* For purpose of this clause, the amounts of the RMB Drawings under this Agreement and RMB Investment under the Investment Facility Agreement shall be converted into USD amount by the base USD/RMB exchange rate published by the Bank of China on the proposed Drawdown Date of the intended Drawing. Repayment: The Client may repay part or all of the outstanding amount under either Facility at any time by giving one Business Day notice. However, all the amounts outstanding must be repaid prior to or on the Expiry Date. In addition, notwithstanding any other clause in this Agreement, the Client must repay the principal and any interest thereon immediately to AFG Trust if AFG Trust demands the Client to do so where the Client fails to maintain the minimum security amount in accordance with the Investment Facility Agreement. Security: The Client grants a security interest in all of its interests and rights in respect of the USD and RMB investment with ATAL (" Collateral" ) under the Investment Facility Agreement to secure its obligations under this Agreement. The Client undertakes not to grant any security interest over the Collateral to any other party.


FEE

Establishment Fee: A non-refundable establishment fee of USD10,000.00 is payable within 5 Business Days after the date of this Agreement.


INTEREST

Interest Rate: In respect of Drawings under the USD Facility: the aggregate of (i) the prime rate as published in The Asian Wall Street Journal from time to time; and (ii) 0.75% per annum; In respect of Drawings under the RMB Facility: the aggregate of (i) the interest rate of RMB loan for six months or less published by Bank of China from time to time; and (ii) 1% per annum. Default Interest Rate: 8.75% per annum for the USD Facility and 10.04% per annum for the RMB Facility. Calculation of Interest: The amount of interest the Client must pay will be calculated by multiplying each daily total outstanding amount by the daily percentage rate of interest (which is calculated by dividing the Interest Rate by 365). Interest will be capitalized at the end of each month.


PAYMENT


Any payment by the Client to AFG Trust under this Agreement may be made by direct debit from the Client' s bank account, cheque, or (in the case of Establishment Fee or the Line of Credit Fee only) by direct debit from the account set up under the Facility by AFG Trust for the Client, or any other method agreed to between the parties.


NON-RECOURSE Non-recourse: Advances made under the USD Facility and/or RMB Facility shall be non-recourse to the Client. AFG Trust' s sole recourse in the event of non repayment of any amount advanced under the USD Facility and/or RMB Facility shall resort to the Collateral held under the Investment Facility Agreement. Limitation to clause 5: The provisions of Clause 5 of the AFG Trust Credit Services Terms and Conditions, are subject to the limitation that the authorized actions of the attorneys so appointed shall be limited to actions which are consistent with the agreements between the parties, and in particular that the attorneys shall not be authorized to do anything to establish recourse against the Client going beyond the Collateral held under the Investment Facility Agreement.


Signed on behalf of AFG Trust by:


/s/ Bin Lu

Bin Lu

Director

Signature

Name

Title


SIGNED by the Client: FGDI L.L.C.

in the presence of

/s/ Steven J. Speck

/s/ Robert Obrock

Signature of [ ]

Signature of Witness

Date: July 12, 2004

Robert Obrock

Name of witness

VP

Occupation

Bowling Green, Ohio

City/town of residence


AFG TRUST CREDIT SERVICES TERMS AND CONDITIONS 1. INTERPRETATION

1.1 Definitions: In this Agreement the following definitions apply:

" AFG Trust Group" means all legal or commercial entities the ownership of which is controlled by AFG Trust Limited N.V. (including, but not limited to, AFG Trust Assets Limited, AFG Trust Finance Limited, AFG Trust Private Wealth Limited, AFG Trust Fund Limited, AFG Investment Management (Shanghai) Limited and AFG Global Services Limited).

" AFG Trust Group Account Terms and Conditions" means the account terms and conditions applicable to the accounts opened by the Client with AFG Trust Group.

" this Agreement" means this AFG Trust Credit Services Terms and Conditions, the Facility Letter and any other agreement between the Client and AFG Trust in respect of the Facility.


" Business Day" means a day (other than a Saturday or Sunday) on which registered banks are open for business in Auckland.

" Default Interest Rate" means default interest rate specified in the Facility Letter.

" Drawing" means a cash advance made under the Facility or, as the context may require, the principal amount thereof for the time being outstanding.


" Event of Default" means one of the events listed in clause 4.1.

" Facility" means the facility granted by AFG Trust to the Client under this Agreement.

" Facility Amount" means the facility amount specified in the Facility Letter.


" Facility Letter" means the facility letter which sets out the commercial terms of the Facility and to which this AFG Trust Credit Services Terms and Conditions is attached.

" Penalty Interest Rate" means the penalty interest rate specified in the Facility Letter. 1.2 Interpretation: In this Agreement, unless the context otherwise requires:

(a) a reference to any law or legislation or legislative provision includes any statutory modification, amendment or re-enactment, and any subordinate legislation or regulations issued under that legislation or legislative provision;

(b) a reference to any agreement or document is to that agreement or document as amended, novated, supplemented or replaced from time to time; (c) a reference to a clause, part, schedule or attachment is a reference to a clause, part, schedule or attachment of or to this Agreement unless otherwise stated; and

(d) an expression importing a natural person includes any company, tru ...