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                                       January 27, 1993
The Secretary of Finance
Federal Ministry of Finance
PMB 14, Garki
Abuja
Nigeria
     Ref. Loan No. 3126-UNI-Tree Crops Project
          Amendment of Loan Agreement
Dear Sir,
     Please refer to Loan Agreement (Tree Crops Project) dated
October 12, 1990 between the Federal Republic of Nigeria (the
Borrower) and the International Bank for Reconstruction and
Development (the Bank).  The decision by the Borrower and the Bank
to cancel US$20.0 million out of the proceeds of the above-named
Loan requires the amendment of Schedule 1 to the Loan Agreement.
The Bank accordingly proposes that the Loan Agreement be amended by
the deletion of Schedule 1 and the replacement of said Schedule by
the new Schedule set out in the Annex to this letter.
     Please indicate your agreement with the proposed amendment by
signing the form of confirmation on the enclosed copy of this letter
and returning the copy to us.  The amendment shall be deemed to have
come into force as of January 1, 1993.
                              Very truly yours,
                              INTERNATIONAL BANK FOR
                              RECONSTRUCTION AND DEVELOPMENT
                              Edwin Lim
                              Director
                              Western Africa Department
CONFIRMED:
FEDERAL REPUBLIC OF NIGERIA
By
     Authorized Representative
Copy to:    Federal Ministry of Agriculture
     Area II.  Garki,
     Abuja, Nigeria.
     Ministry of Agriculture and Natural Resources
     Secretariat
     Uyo
     Akwa lbom State, Nigeria.
     Ministry of Agriculture and Natural Resources
     Secretariat
     Owerri
     Imo State, Nigeria
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     The General Manager
     Akwa Palm Industries Ltd.
     Eniong/Ewet Housing estate
     Off Oron Road
     PMB 1083
     Uyo, Akwa lbom State
     Nigeria
     Ada Palm (Nigeria) Ltd.
     Ohaji Nucleus Estate
     PMB 1044
     Owerri
     Imo State, Nigeria
                      SCHEDULE 1
        Withdrawal of the Proceeds of the Loan
The table set forth in paragraph I of Schedule I to the Loan
Agreement now reads as follows:
                         Amount of the
                         Credit Allocated       % of
                         (Expressed in          Expenditures
 Category                SDR Equivalent)        to be Financed
(1)Civil works                                  100% of foreign
                                                expenditures and
                                                90% of local
                                                expenditures
   (a) Adapalm                  2,700,000
       (Nigeria) Limited
   (b) Akwa Palm                1,600,000
   (c) The Borrower             1,700,000
(2)Vehicles, equipment                          100% of foreign
   machinery and                                expenditures
   spare parts (excluding                       and 85% of
   palm oil mill equipment)                     local expenditures
   (a) Adapalm                  5,000,000
       (Nigeria) Limited
   (b) Akwa palm                3,000,000
       Industries Limited
   (c) The Borrower               200,000
(3)Oil Palm Planting and                        100% of foreign
   Maintenance                                  expenditures and
                                                90% of local
                                                expenditures
   (a) Adapalm                  4,000,000
       (Nigeria) Limited
   (b) Akwa Palm                2,800,000
       Industries Limited
   (c) The Borrower               700,000
(4)Palm Oil Mill                                100% of foreign
   Equipment                                    expenditures and
                                                85% of local
                                                expenditures
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   (a) Adapalm                  7,000,000
       (Nigeria) Limited
(5)Consultants' Services                        100%
   and training:
   (a) Adapalm                  6,500,000
       (Nigeria) Limited
   (b) Akwa Palm                2,600,000
       Industries Limited
   (c) The Borrower               700,000
(6)Operating Costs                              50%
   (a) Adapalm                  1,800,000
       (Nigeria) Limited
   (b) Akwa Palm
       Industries Limited       1,000,000
   (c) The Borrower               300,000
(7)Sub-Loans                   30,000,000       100% of foreign
                                                expenditures up to
                                                65% of the total
                                                cost of a sub-
                                                project
(8)Unallocated
   (a) Adapalm                  4,300,000
       (Nigeria) Limited
   (b) Akwa Palm                2,600,000
       Industries Limited
   (c) The Borrower               500,000
   TOTAL                       86,000,000