EXHIBIT 99.3 Amendment dated September 19, 2002 to the Irrevocable Trust Agreement, dated December 14, 2001 by and among Jose F. Serrano Segovia, Ramon Serrano Segovia, Teresa Serrano Segovia, GE Capital Bank, S.A., Institucion de Banca Multiple, GE...

                                                                    EXHIBIT 99.3

Amendment  dated  September  19,  2002 to the Irrevocable Trust Agreement, dated
December  14,  2001 by and among Xxxx X. Xxxxxxx Xxxxxxx, Xxxxx Xxxxxxx Xxxxxxx,
Xxxxxx Xxxxxxx Xxxxxxx, XX Capital Bank, S.A., Institucion de Banca Multiple, GE
Grupo  Financiero,  as  Trustee,  and  Citibank,  N.A.

As  a  result  of this amendment, Xxxx X. Xxxxxxx Xxxxxxx, Xxxxx Xxxxxxx Xxxxxxx
and  Xxxxxx  Xxxxxxx  Xxxxxxx now have each the sole power to vote or direct the
vote  of  the  9,153,000 ADSs and 574,150 Series A Shares of Grupo TMM that were
transferred  to  the irrevocable trust that each individually beneficially owns.