NATIONAL MANUFACTURING TECHNOLOGIES
10QSB, EX-10.57.3, 2000-11-14
OFFICE MACHINES, NEC
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     EXHIBIT  10.57.3

                 THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT


This  is  to  confirm  that  effective  October  16, 2000, that certain Loan and
Security  Agreement  dated  June  18,  1999,  between CELTIC CAPITAL CORPORATION
(Secured  Party)  and  National  Manufacturing  Technologies, Inc., a California
corporation  (Debtor)  is  hereby  amended  to  read  as  follows:

1.11     "A/R  MAXIMUM  COMMITMENT" -  at any time of determination, the amount,
if  any,  by  which  $3,500,000.00 exceeds the aggregate principal amount of any
advances  or  other extensions of credit outstanding from Lender to or on behalf
of  any  of  the  Affiliates  other  than  Borrower for the purpose of financing
accounts  receivable.

1.32     "INVENTORY MAXIMUM COMMITMENT" - at any time of determination, the
amount,  if  any,  by  which $650,000.00 exceeds the aggregate principal amount
of  any advances  or   other  extensions  of  credit outstanding  from  Lender
to  or  on  behalf  of  any of the Affiliates other  than  Borrower  for  the
purpose  of  financing  inventory.


In all other respects, the Loan and Security Agreement, as amended, shall remain
in  full  force  and  effect.



NATIONAL  MANUFACTURING  TECHNOLOGIES,  INC.          CELTIC CAPITAL CORPORATION
Debtor                                                Secured  Party

/s/  Patrick  W.  Moore                              /s/  Alexander  Falo
-----------------------                              --------------------
By:  Patrick  W.  Moore                              By:  Alexander  Falo
Its:  PRESIDENT                                    Its:  VICE  PRESIDENT-CREDIT





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