FOURTH AMENDMENT TO ASSET PURCHASE AGREEMENT

Asset Purchase Agreement

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TITAN INTERNATIONAL INC | GOODYEAR CANADA INC., | THE KELLY-SPRINGFIELD TIRE CORPORATION | TITAN TIRE CORPORATION

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Title: FOURTH AMENDMENT TO ASSET PURCHASE AGREEMENT
Governing Law: Illinois Date: 11/2/2005
Industry: Auto and Truck Parts Sector: Consumer Cyclical

Exhibit 10

FOURTH AMENDMENT

ASSET PURCHASE AGREEMENT

DATED AS OF FEBRUARY 28, 2005

BY AND AMONG

THE GOODYEAR TIRE & RUBBER COMPANY,

GOODYEAR CANADA INC.,

GOODYEAR SERVICIOS COMERCIALES, S. DE R.L. DE C.V.,

THE KELLY-SPRINGFIELD TIRE CORPORATION

AND

TITAN TIRE CORPORATION

________________________________________

DATED AS OF OCTOBER 31, 2005

FOURTH AMENDMENT

ASSET PURCHASE AGREEMENT

THIS FOURTH AMENDMENT (this “Fourth Amendment”), dated as of October 31, 2005, to the Asset Purchase Agreement, dated as of February 28, 2005, by and among the parties hereto, as amended by the First Amendment thereto, dated as of June 29, 2005, the Second Amendment thereto, dated as of August 31, 2005 and the Third Amendment thereto, dated as of September 30, 2005 (the “Agreement”), is made by and among Titan Tire Corporation, a corporation organized under the laws of the State of Illinois (“Purchase

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