Credit Facility And Security Agreement

Exhibit 10.1(c)
July 26, 1999


To: Mr. C. E. Bryant, Jr.
President
Continental Conveyor and Equipment Company
Winfield, Alabama


and


Mr. Richard M. Sickinger
President
Goodman Conveyor Company
Belton, South Carolina


Re: Credit Facility and Security Agreement, dated as of August 27, 1993
(the "Loan Agreement"), originally by and among Continental Conveyor &
Equipment Co. L.P., Goodman Conveyor Co. L.P. (collectively the
"Original Borrowers") and Bank One, NA, successor by merger to Bank
One, Cleveland, NA (the "Bank"), as amended from time to time
thereafter; the Obligations of the Original Borrowers under said Loan
Agreement having been assumed by Continental Conveyor & Equipment
Company ("Continental") and Goodman Conveyor Company (collectively with
Continental, the "Borrowers"), pursuant to a certain Assumption and
Modification Agreement dated March 7, 1997 by and among the Borrowers
and the Bank.


Gentlemen:


The Bank hereby agrees to amend Section 8.1(T) of the Loan Agreement, effective June 30, 1999, to read as follows:


"(T) Measured as of the end of each calendar quarter beginning
with the quarter ended June 30, 1999, Global's (as defined below)
consolidated operating income (which shall be after deduction for any
Management Fees but before any deduction for ...