EXHIBIT 10.5
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                           BARCLAYS BANK PLC
                      Colmore Row Business Centre
           P.O. Box No. 34, 15 Colmore Row, Birmingham B3 2BY
       Telephone: (0121) 236 9876      Facsimile: (0121) 236 2390

Private & Confidential
The Directors                               Your Ref:
Simpson Strong-Tie International Inc.       Our Ref:  DJH/CBU/HMC
Phoenix Road                                Ext. No:
Hawks Green
CANNOCK
WS11 2LR                                   18 June 1996

Dear Sirs

SIMPSON STRONG-TIE INTERNATIONAL INC.

We are writing to confirm that we have agreed facilities for the above 
company as described below. The facilities are repayable upon demand at 
any time, but subject to this overriding condition, the limits have been 
marked forward for review by 30th June 1997.

FACILITIES

Simpson Strong-Tie
Overdraft                       GBP250,000 (two hundred and fifty 
                                thousand pounds

HM Customs & Excise
Guarantee                       GBP10,000 (2 x GBP5,000)
Company Barclaycard             GBP15,000
BACs                            GBP70,000
Payflow                         GBP10,000

Purpose                         To assist with the working capital 
                                requirements of the company

Interest/Commission/Fees        Interest will charged at a rate of 2% 
                                above Barclays Bank's Base Rate current 
                                from time to time.

                                No amounts may be drawn in excess of the 
                                agreed facility but if exceptionally the 
                                Bank pays amounts which are not agreed 
                                in advance, and which create an excess 
                                position, then a borrowing margin of 15% 
                                will apply to the unauthorised amounts 
                                calculated daily.

                                Interest will be charged quarterly in 
                                arrears in March, June, September and 
                                December, or at such other intervals as 
                                the Bank my notify to you.

                                Base Rate is currently 5.75% and 
                                variations in Base Rate are published in 
                                the press.

                                Commission will be charged in line with 
                                the Bank tariff current from time to 
                                time, a copy of which is in your 
                                possession. The tariff is usually 
                                reviewed annually in May.

                                Additionally, the non-transactional 
                                costs incurred reviewing, controlling 
                                and monitoring the account will be 
                                recovered by way of an account management 
                                time charge.

                                The commission and management time 
                                charge will be debited quarterly in 
                                arrears in March, June, September and 
                                December.

                                A renewal fee of GBP500 will be charged 
                                on acceptance of this letter.

Security                        The facility will be secured/guaranteed 
                                by:

                                (1)  Standby Letter of Credit in the sum 
                                of GBP275,000 from the Union Bank re the 
                                Simpson Strong-Tie overdraft

                                (2)  and any other security which is now 
                                held or hereinafter may be held by the 
                                Bank, all of which security is to be 
                                available as cover for all liabilities 
                                of the Borrower whether actual or 
                                contingent to the Bank at any time.

Condition Precedent             The facility is conditional upon both 
                                Standby Letters of Credit being renewed 
                                at their expiry dates.

Information                     The Borrower will provide the Bank with:

                                Copies of its audited, trading and 
                                consolidated profit and loss account and 
                                balance sheet as soon as they are 
                                available, and not later than 180 days 
                                from the end of each accounting 
                                reference period.

Acceptance                      This offer will be available for 
                                acceptance until 18th July 1996 after 
                                which date the offer will lapse unless 
                                extended in writing by the Bank.

                                Acceptance will be signified by signing 
                                and returning the attached copy letter

Yours faithfully,

/s/S C Brettell
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S C BRETTELL
CORPORATE MANAGER