ATTEST: FEDERAL SCREW WORKS

                                                                    EXHIBIT 10.3


                             AMENDMENT TO AGREEMENT


         WHEREAS, the undersigned Federal Screw Works, a Michigan corporation
(the "Corporation"), and Xxxx X. Xxxxxxx (the "Employee") entered into a certain
Agreement dated January 7, 1994 (the "Agreement"); and

         WHEREAS the Board of Directors of the Corporation did, at its Annual
meeting held October 25, 2001, authorize the following amendments to the
Agreement, all of which amendments are concurred in by the Employee;

         NOW, THEREFORE, the Agreement is amended as follows:

         1.       Article II, captioned "Consultation Services," is amended by
                  the last sentence of Article III and adding at the end of said
                  Article II the following: The term of this Agreement shall
                  continue after January 31, 2002 for a period of five (5) years
                  commencing February 1, 2002. The term of this Agreement shall
                  automatically terminate upon Employer's death or "Disability"
                  (as hereinafter defined). For purposes of this Agreement,
                  "Disability" shall mean the determination of the Board of
                  Directors, in good faith, that Employee is unable to perform
                  the essential functions of his position, with reasonable
                  accommodation, because of any physical or mental injury or
                  disability and that it is reasonably unlikely that Employee
                  will be able, after six (6) months from the date of such
                  physical or mental injury or disability, to resume performing
                  such essential functions of his position with reasonable
                  accommodation on substantially the terms and conditions set
                  forth under this Agreement.




         2.       Article III, captioned "Consultation Payments," is amended by
                  adding at the end of the first sentence of said Article III
                  the following: Commencing February 1, 2002, in consideration
                  of the consultation services to be rendered hereunder, the
                  Corporation agrees to pay Employee for the balance of the term
                  of this Agreement, in equal monthly installments, the yearly
                  amount of $95,200.00.

         3.       Except as hereinabove amended, the Agreement is hereby
                  ratified and affirmed.

         IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
25th day of October, 2001.


ATTEST:                                  FEDERAL SCREW WORKS


/s/ Xxxxxx Xxxxxxxx                      /s/ X.X. XxxXxxxxxxx, Xx.
----------------------------             -------------------------------
                                         X.X. XxxXxxxxxxx, Xx.
                                         Its Chairman



WITNESS:

/s/ Xxxx X. Xxxxxxx                      /s/ Xxxx X. Xxxxxxx
----------------------------             -------------------------------
                                         Xxxx X. Xxxxxxx