ANNEX NO. 9

Exhibit 10.3

ANNEX NO. 9

TO THE LOAN AGREEMENT NO. 02/512/00/Z/VV

For current account loan

Concluded on 22.6.2005 in Warsaw by BRE Bank Spólka Akcyjna with head offices in Warsaw, Warsaw Regional Branch, 00-950 Warsaw, ul. Królewska 14, registered in the Warsaw Regional Court, XIX Commercial Department of the National Court Register, business register KRS 0000025237, later called Bank, represented by:

and

Carey Agri International Poland Sp. z o.o. with head offices in Warsaw, 02-690 Warsaw, ul. Bokserska 66A, registered in the Warsaw Regional Court, XX Commercial Department of the National Court Register under KRS number 0000051098, later called Borrower, represented by:

§ 1

The parties agree that in connection with extension of the term of validity and increase in the loam sum in the current account granted on the basis of § 13 par. 1 of the Loan Agreement no. 02/512/00/Z/VV for a current account loan, concluded on 8 November 2002, together with later amendments, the following changes are introduced:

1. § 1 par. 1 of the Loan Agreement now reads:

“The Bank grants the Borrower at conditions defined in this loan agreement in current account no. 78 1140 1010 0000 2829 5300 2003, later called loan, in an amount not exceeding:

2. § 2 par. 1 of the Loan Agreement now reads:

The borrower may indebt itself by virtue of the granted loan, without the need to submit separate loan applications, subject to provisions of § 1, in the period from 13.11.2000 to 29.06.2006.

3. § 3 par. 1 of the Loan Agreement now reads:

“The Bank shall collect interest on the granted loan according to a variable interest rate calculated on an annual basis on the loan sum used. The interest rate shall equal the variable WIBOR rate for 1-month deposits, listed two workdays before the date of making the funds available and before each following date it is updated, increased by:

by virtue of the Bank margin. Interest is assessed at monthly periods and payable on the last day of each month in the loan term as well as on the date of the last repayment of the loan. The update of the variable rate shall be performed on the 10^th, 20^th, and last day of each month. If the date of updating the variable rate falls on a non-workday at the Bank, the variable rate shall be updated with the currency date of the first workday following the non-workday.

In the event the Borrower does not meet the conditions referred to in § 9 of this agreement, the Bank shall increase the margin to WIBOR 1M interest – 1% on an annual basis and a front-end charge to 0,2% on an annual basis from the next workday starting the following month, according to the above schedule, which does not preclude the application of sanctions resulting from § 12 of this agreement”.

4. § 4 of the Loan Agreement now reads:

“The Borrower shall pay the Bank:

The front-end charge is payable at times of interest payments, by means of charging the Borrower’s current account.

5. § 5 par. 3 of the Loan Agreement now reads:

“The Borrower commits itself to make final repayment of the debit balance of the current account by 30.06.2006”.

6. § 5 par. 9 of the Loan Agreement now reads:

“The Borrower shall pay interest equal to 75% of the rate defined above in § 3 from the date overdue indebtedness arises by virtue of unpaid capital, charges or fees to the date of actual repayment of liabilities towards the Bank, on the sum of overdue indebtedness”.

7. § 8 par. 3 of the Loan Agreement now reads:

“The Borrower states that it voluntarily submits to enforcement and authorizes the Bank to issue a bank enforcement title, to the sum of PLN 57.500.000 (in words: fifty seven million five hundred thousand zloty) in the event of failure to fulfill the comments resulting from this loan agreement, and to appear in court with a motion to grant an enforcement clause to this title until 31.12.2006 at the latest.

8. § 9 of the Loan Agreement now reads:

“1. The Borrower commits itself to maintain monthly proceeds to the current account referred to in § 1, according to the following schedule:

2. The Bank shall verify the level of receipts on each last workday of a given month, according to the above schedule.

3. If it is determined that the above conditions were not maintained the Bank may increase the interest rate according the provisions of § 3 par. 1 and /or impose sanctions referred to in § 12 of this agreement.”

9. § 10 point 3 of the Loan Agreement now reads:

“not grant pledges or warranties exceeding the total value of 15% of net assets shown in the annual financial report, after auditing by a chartered accountant, to the extent such audit is required by relevant regulations”.

10. In § 12 par. 1 the first sentence after the colon now reads:

“1. If the Bank determines that the loan granting conditions were not maintained, especially including conditions referred to in § 9 par. 1, or if timely repayment of the loan is threatened due to the poor asset status of the Borrower, the Bank may:

11. § 14. of the Loan Agreement reads as follows:

“In connection with implementation of a new IT system at the Bank the parties agree that upon implementation of this system, after prior notification of this fact by the Bank, the following changes are made to Loan Agreement no. 02/512/00/Z/VV for a current account loan, concluded on 8 November 20000, according to § 13 par. 1 of this Agreement:

“The Borrower may indebt itself by virtue of the granted loan, without the need to submit separate loan applications, in the period from 13.11.2000 to 29.06.2006.”

“The Bank shall collect interest on the granted loan according to the variable percentage rate calculated on an annual basis on the loan sum used. The interest rate shall equal the variable WIBOR rate for 1-month deposits from listings two workdays before the date of making funds available and before each following update date, increased by:

- 0,7 percentage points

by virtue of the Bank’s margin. Interest is assessed on monthly periods and payable on the last workday of each month in the loan term as well as on the date of final repayment of the loan.

The update of the variable rate shall take place on the 1^st, 10^th and 20^th of each month. If the date of updating the variable rate falls on a non-workday at the Bank, the variable rate shall be updated with the currency date of the first workday following the non-workday.”

“the front-end charge calculated on the unused loan sum in the validity period of the right to become indebted, referred to in § 2 par. 1, equal to 0,1% (in words: one tenth of a percent) on an annual basis. The front-end charge is payable at times of interest payments, by means of charging the Borrower’s current account.”

“The Borrower commits itself to make final repayment of the debit balance of the current account by 30.06.2006.

“The Borrower shall pay interest equal to 80% of the statutory rate from the date overdue indebtedness arises by virtue of unpaid capital, charges or fees to the date preceding the actual repayment of liabilities towards the Bank on the sum of overdue indebtedness”.

12. Remaining conditions of the Agreement remain unchanged.

13. The Annex was drafted in two identical copies, one for each of the parties.

I confirm the identity of the signing parties:

Advisor for Corporate Banking : Agnieszka Krauze –Niemaczek