THIRD AMENDMENT TO LEASE



         THIS AMENDMENT, made and entered into this 7th day of November, 2002,
by and between CROWN WEST REALTY, L.L.C., hereinafter called "Lessor", and CXT
INCORPORATED, a Delaware corporation hereinafter called "Lessee".

                                    RECITALS


         WHEREAS, on April 1, 1993, the Lessor and Lessee entered into an
agreement of Lease covering those certain premises described as a portion of
those certain premises described as Spokane County Altered Binding Site Plan No.
87-17, Spokane County Binding Site Plan No. 88-21, and Spokane County Binding
Site Plan No. 88-22, containing approximately 8,619,217 gross square feet
(Building S-16), all located at 3808 North Sullivan Road, situated in the County
of Spokane, the State of Washington.

         WHEREAS, on March 28, 1996 the Lessor and Lessee entered into an
Addendum to Lease covering those certain premises whereby expanding its Premises
to include 2.765 acres of Parcel A (located East of Tract A) and increasing the
monthly Base Rent and Common Area Expenses.

         WHEREAS, on June 30, 1999 the Lessor and Lessee entered into an
Amendment to Lease covering those certain premises whereby Lessee entered into a
transaction wherein its stockholders sold all of their stock to L.B. Foster
Company, which sales constituted a transfer of the Lessee's interest in the
Lease requiring Lessor's consent. The Lease and all addendums and amendments
whereto are hereinafter collectively referred to as the "Lease".

         WHEREAS, the said Lessee now desires to extend the Term of the Lease
through December 31, 2003.

         NOW, THEREFORE, in consideration of the Premises and agreements herein
contained, it is hereby agreed as follows:

Article 3, Term, shall be amended as follows:

         The term of the Lease shall end on December 31, 2003.

Article 4, Paragraph 4.1, shall be amended as follows:

         April 1, 1996 through March 31, 1997              $20,133.65 per month

         Annual compounded three percent (3%) increase thereafter; except
         monthly Base Rent for the period of April 1, 2003 through December 31,
         2003 shall be at the same monthly Base Rent as the period ending March,
         2003 which is $24,041.00.

         EXCEPT for the new terms and conditions listed above, all other terms
and conditions of the Lease and any subsequent amendment(s) shall remain in full
force and effect.

         IN WITNESS WHEREOF; the said Lessor and Lessee have executed this
amendment to lease in duplicate the day and year first written above.


LESSOR:                                              LESSEE:

CROWN WEST REALTY, L.L.C.                            CXT INCORPORATED
                                                     a Delaware corporation



By: _______________________                      By: _____________________
 Rob B. Gragg, VP & Asset Manager                  Dave Millard, Vice President