Exhibit 10.17+




January 19, 2004

Mr. Alan Townsend
44B Glandovey Road
Christchurch 8005 New Zealand

Dear Alan,

This letter  supplements  the Letter of Assignment  with you, dated November 12,
2003. That letter provides for certain  benefits in connection with your move to
Colorado and the purchase of a home there (your "US Home").

In the event that (i) you are  returning  to New  Zealand on a date that is more
than four (4) years  after your  employment  start date in  Colorado  or you are
terminated  by Trimble  for any  reason,  other than gross  negligence  or gross
misconduct, and (ii) you sell your US Home, within six (6) months following your
last day of employment by Trimble in the US, for a Net Sales Price that is lower
than the Purchase  Price you paid for it,  Trimble  will pay you the  difference
between  the Net  Sales  Price  and the  Purchase  Price  of your US  Home.  The
"Purchase Price" means the price paid plus all usual and customary closing costs
paid by you less any amounts for closing  costs that were  reimbursed  to you by
Trimble.  The "Net Sales  Price"  means the amount you receive  from the sale of
your US Home after  deduction of all usual and  customary  closing costs paid by
you plus any  amounts  for these  closing  costs to be paid to you by Trimble as
repatriation  benefits  pursuant to the Letter of Assignment,  or otherwise.  No
payment  will be made  to you if your US Home is sold  for a price  that is more
than 5% below a recent appraisal of the US Home.

In the event that (i) you are returning to New Zealand or you are  terminated by
Trimble for any reason,  other than gross  negligence or gross  misconduct,  and
(ii) you sell  your US Home  for a Net  Sales  Price  that is  greater  than the
Purchase Price you paid for it, Trimble will reduce the amount to be paid to you
as repatriation  benefits pursuant to the Letter of Assignment for closing costs
by an amount  equal to the  difference  between the  Purchase  Price and the Net
Sales Price,  less any exchange  rate  (determined  by reference to the exchange
rate  published in the Wall Street Journal on the date of transfer of the funds)
loss, in New Zealand Dollar terms, on the down payment for your  residence.  For
example,  if you put down a  US$100,000  down  payment  and the NZD  exchange is
NZ$150,000 and you later sell your house when the NZD exchange for NZ$150,000 is
US$92,000,  and you have a gain of US$40,000 on the sale of your house,  we will
consider that gain to be US$32,000 for the purpose of calculating a reduction in
the repatriation benefits payable to you.

This  letter  supplements  and is in  addition  to the  terms of the  Letter  of
Assignment, which remains in effect.

Very truly yours,

/s/ Steven W. Berglund
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Steven W. Berglund
President & CEO

ACCEPTED AND AGREED:

/s/ Alan R. Townsend
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Alan Townsend