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FINANCING OFFER

Letter of Credit

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This Letter of Credit involves

TOR MINERALS INTERNATIONAL INC

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Title: FINANCING OFFER
Date: 3/22/2007
Industry: Chemical Manufacturing    

FINANCING OFFER, Parties: tor minerals international inc
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EXHIBIT 10.1

TP&T (TOR Processing & Trade) B.V.

O. Karasch

Our reference

:

ZR/HM/AG/Offer 07-03-09

Tel.-number

:

(038) 428 77 00

Date

:

March 9, 2007

Subject

:

Financing offer

Dear Dr. Karasch,

With pleasure I herewith send you the financing offer concerning your financing application of EUR 1,100,000.00 for the financing of the expansion of your working capital.

This proposal has been based upon our conversation held earlier.  Might you have any questions please contact me or Houkje van der Meer.

You receive the financing offer in duplicate. One copy for yourself and the other copy must, after completing the required data and having it signed by the authorized persons, be returned to us.

A closer specification of the financing can be found in "further explanation financing offer".

If the general meeting of shareholders takes or has taken (a) decision(s) concerning the representative authority in case of contradictory importance between the company and a director you have to communicate that to us directly after reception of this letter.  In that case we will need a copy of this or these decision(s) in writing.

After reception of the signed proposal I will contact you concerning the further fulfillment of the financing-agreement.

Kind regards,

Arjan Gosker

Senior consultant Business Relations

Attachments:

•         General conditions for current accounts of the Rabobank 2004

•         General Bank conditions

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Financing Proposal to:

TP&T (TOR Processing & Trade) B.V.

Dr. O. Karasch

Burg.Moslaan 13

8051 CP Hattem

Financing of EUR 1,100,000.00 consists of:

Credit on current account of EUR 1,100,000.00

Repaid is

Credit on current account of EUR 650,000.00 account-number 1046.65.262

Main points of the credit on current account EUR 1,100,000.00

Interest:

Variable, at the moment 7.05%

Credit interest

Over a credit balance on the current account interest is paid by the bank, the height of which depends on the height of the amount on your account  

Duration:

Till December 31, 2009, after which the financing will be reconsidered.

The credit provision

1 % per year over the credit maximum per quarter afterwards

Transfer of payments

Transaction-dependent tariff

Starting date

March 20, 2007

 

 

Treatment costs

EUR 2,500.00

 

 

Closer agreements

 

Handing in of:

 

Annual report:

each year before the 1st of June

Pawning lists

Per month

 

 

Validity 

The financing offer is valid till the 16 th of March 2007

 

The financing offer is written in more detail below.

Credit in current account of Euro 1,100,000.00

The cooperative Rabobank Zwolle U.A., established in Zwolle hereafter called Bank supplies credit (severally) to, and the Bank apprehends a current account for that matter for:

TP&T (TOR Processing & Trade) B.V.

Established in Rotterdam

Trade register number H050683840000 

The credit is administered at the Bank on account Number 1046.65.262 at name of TP&T (TOR Processing & Trade) B.V.

The debit interest is:

The Rabobank base rate, with a minimum however of 3%, raised with a rise of now 2.8 %-point.  The Rabobank base rate amounts to now 4.25% per year. So the debit interest amounts to now 7.05% per year, to be paid per quarter retrospectively.

The Rabobank base rate and the rise can always be changed by the Bank.  Modification of the Rabobank base rate has no influence on the earlier mentioned minimum interest.

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