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Agreement#: AG-549324
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Donald Wright Pacific Trade And Development Corp., Inc.

Effective Date: May 08, 2000
Parties:

American Technologies Group

Sectors: Automotive and Transport Equipment
Exhibit 10.3


[ATG Letterhead]


May 8, 2000


Donald Wright Pacific Trade and Development Corp., Inc.


RE: STOCK OPTIONS


Dear Mr. Wright:


We have been discussing certain amendments to your Stock Option Agreement dated March 5, 1999 covering 180,000 shares at an exercise price of $1.50 per share.


ATG agrees to reduce the exercise price under the Agreement to the high closing bid price on the trading day prior to exercise. Further, the Agreement terminates twenty (20) business days after the effective date of a Registration Statement on Form S-8 covering the 180,000 shares of common stock underlying the option to be filed by ATG as soon as practicable.


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