EXHIBIT 4.14

                               AMENDMENT NO. 10 TO
                      AMENDED AND RESTATED CREDIT AGREEMENT

   This Amendment No. 10 to Amended and Restated Credit Agreement (this
"AMENDMENT"), dated as of February 4, 2005 but effective as of December 31,
2004, is entered into by and between SIFCO INDUSTRIES, INC. (the "BORROWER") and
NATIONAL CITY BANK (the "BANK") for the purposes amending and supplementing the
documents and instruments referred to below.

                                   WITNESSETH:

   WHEREAS, Borrower and Bank are parties to an Amended and Restated Credit
Agreement made as of April 30, 2002, as amended from time to time (as amended,
the "CREDIT AGREEMENT" providing for $6,000,000 of revolving credits; all terms
used in the Credit Agreement being used herein with the same meaning); and

   WHEREAS, Borrower and Bank desire to further amend certain provisions of the
Credit Agreement to, among other things, (a) amend and/or waive certain
financial covenants applicable thereto, and (b) supplement certain of the
covenants therein;

   NOW, THEREFORE, in consideration of the foregoing and the mutual covenants
and agreements contained herein and for other good and valuable consideration,
the receipt and sufficiency of which is hereby acknowledged, the parties agree
as follows:

SECTION I - AMENDMENTS TO CREDIT AGREEMENT

      A.    Subsection 2B.16 of the Credit Agreement is hereby amended in its
            entirety to read as follows:

            2B.16 BORROWING BASE - (i) Borrower and Bank agree that the granting
            of Subject Loans shall be subject to a Borrowing Base (defined
            below) pursuant to a borrowing base report, to be in form and
            substance satisfactory to Bank, and submitted to Bank on a monthly
            basis, along with a receivables and payables report, by the 20th day
            of each month. No Subject Loan shall be made if, after giving effect
            thereto, the aggregate unpaid principal balance of the Subject Loans
            would exceed the lesser of the amount of the Subject Commitment then
            in effect or the amount of the Borrowing Base then in effect.

            (ii) The borrowing base ("Borrowing Base") shall be an amount equal
            to eighty percent (80%) of eligible accounts receivable of Borrower
            and the Domestic Subsidiaries plus fifty percent (50%) of eligible
            finished goods inventory of Borrower and the Domestic Subsidiaries.

      B.    Subsection 3B.01 of the Credit Agreement is hereby deleted in its
            entirety and replaced with the following subsections 3B.01 and
            3B.02:

            3B.01 TANGIBLE NET WORTH - Borrower shall not suffer or permit the
            Tangible Net Worth of the Reporting Group, as of the end of any
            month, to be less than the required minimum amount. The required
            minimum amount shall be $27,000,000 effective as of the date of this
            Amendment. The required minimum amount shall increase as of the last
            day of each fiscal year of Borrower, commencing with fiscal year
            ending September 30, 2005, by an amount equal to 50% of the
            consolidated Net Income of the Reporting Group for such fiscal year
            as measured by Borrower's annual audited financial statements for
            such fiscal year. If Net Income is less than $0 for any fiscal year,
            the required minimum amount shall not be reduced as of the end of
            that fiscal year.

            3B.02 FIXED CHARGE COVERAGE - If the aggregate outstanding principal
            amount of the Subject Loans exceeds $2,500,000.00 during any fiscal
            quarter of Borrower, Borrower shall not, as of the end of such
            quarter, suffer or permit the ratio of the aggregate of

                  (a) the Domestic Group's Net Income for the Fixed Charge
                  Coverage Measurement Period, plus

                  (b) the Domestic Group's interest expense for that period,
                  plus

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                  (c) the Domestic Group's federal, state, and local income tax
                  expense, if any, for that period, plus

                  (d) the Domestic Group's depreciation and amortization charges
                  for that period,

            to the aggregate of

                  (i) the Domestic Group's interest expense for the Fixed Charge
                  Coverage Measurement Period, plus

                  (ii) the Domestic Group's federal, state and local income
                  taxes, if any, actually paid for that period, plus

                  (iii) an amount equal to the aggregate of all scheduled
                  principal payments made on Indebtedness for Borrowed Money by
                  members of the Domestic Group during that period, plus

                  (iv) the Domestic Group's aggregate investments (net after
                  trade-ins, sales or liquidations, if any) in fixed or capital
                  assets and leasehold improvements during that period, plus

                  (v) all Distributions paid by members of the Domestic Group
                  during that period

            to be less than 1.0 to 1.0. Each "FIXED CHARGE COVERAGE MEASUREMENT
            PERIOD" shall be a period of four (4) consecutive quarter-annual
            fiscal periods of Borrower ending on the last day of any
            quarter-annual fiscal period during which the aggregate outstanding
            principal amount of the Subject Loans exceeds $2,500,000.00; except
            that the period ending on March 31, 2005 shall consist of the one
            quarter-annual period ending on that date, the period ending on June
            30, 2005 shall consist of the two consecutive quarter-annual periods
            ending on that date and the period ending on September 30, 2005
            shall consist of the three consecutive quarter-annual periods ending
            on that date.

      C.    The following new definitions are hereby added to section 9 of the
            Credit Agreement:

            "DISTRIBUTION" means a payment made, liability incurred, or other
            consideration given by any member of the Domestic Group (other than
            any stock dividend or stock split payable solely in capital stock of
            that member of the Domestic Group) for the purchase, acquisition,
            redemption or retirement of any capital stock of that entity or as a
            dividend, return of capital, or other distribution in respect of the
            capital stock of that member of the Domestic Group.

            "DOMESTIC GROUP" means Borrower and all of its Domestic
            Subsidiaries.

            "DOMESTIC SUBSIDIARY" means any Subsidiary of Borrower which is
            organized under the laws of any state or commonwealth of the United
            States of America.

            "GAAP" means generally accepted accounting principles applied in a
            manner consistent with those used in preparation of the most recent
            annual financial statements delivered to Bank under the Credit
            Agreement.

            "INDEBTEDNESS FOR BORROWED MONEY" means all indebtedness for
            borrowed money, purchase money indebtedness and with respect to
            capitalized lease obligations, including each renewal or extension,
            if any, in whole or in part.

            "NET INCOME" means net income as determined in accordance with GAAP,
            after taxes, if any, and after extraordinary items, but without
            giving effect to any gain resulting from any reappraisal or write-up
            of any asset.

            "REPORTING GROUP" means Borrower and all Subsidiaries of Borrower.

            "SUBSIDIARY" means a corporation or other business entity if shares
            constituting a majority of its outstanding capital stock (or other
            form of ownership) or constituting a majority of the voting power in
            any election of directors (or shares constituting both majorities)
            are (or upon the exercise of any outstanding warrants, options or
            other rights would be) owned directly or indirectly at the time in
            question by the corporation in question or another Subsidiary of
            that corporation or any combination of the foregoing.

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            "TANGIBLE NET WORTH" means the excess (as determined in accordance
            with GAAP) of the net book value (after deducting all applicable
            valuation reserves and without consideration to any re-appraisal or
            write-up of assets) of all of the Reporting Group's tangible assets
            (i.e., all assets other than intangibles such as patents, costs of
            businesses over net assets acquired, goodwill, and treasury shares)
            over the Reporting Group's Debt.

SECTION II - REPRESENTATIONS AND WARRANTIES

   Borrower hereby represents and warrants to Bank, to the best of Borrower's
knowledge, that

      A.    None of the representations and warranties made in the Credit
            Agreement or any Related Writing, (collectively, the "Loan
            Documents") has ceased to be true and complete in any material
            respect as of the date hereof; and

      B.    As of the date hereof no "Default" has occurred that is continuing
            under the Loan Documents.

SECTION III - ACKNOWLEDGMENTS CONCERNING OUTSTANDING LOANS

   Borrower acknowledges and agrees that, as of the date hereof, all of
Borrower's outstanding loan obligations to Bank are owed without any offset,
deduction, defense, claim or counterclaim of any nature whatsoever. Borrower
authorizes Bank to share all credit and financial information relating to
Borrower with each of Bank's parent company and with any subsidiary or affiliate
company of such Bank or of such Bank's parent company.

SECTION IV - REFERENCES

   On and after the effective date of this Amendment, each reference in the
Credit Agreement to "this Agreement", "hereunder", "hereof", or words of like
import referring to the Credit Agreement shall mean and refer to the Credit
Agreement as amended hereby. The Loan Documents, as amended by this Amendment,
are and shall continue to be in full force and effect and are hereby ratified
and confirmed in all respects. The execution, delivery and effectiveness of this
Amendment shall not operate as a waiver of any right, power or remedy of Bank
under the Loan Documents or constitute a waiver of any provision of the Loan
Documents except as specifically set forth herein.

SECTION V - COUNTERPARTS AND GOVERNING LAW

   This Amendment may be executed in any number of counterparts, each
counterpart to be executed by one or more of the parties but, when taken
together, all counterparts shall constitute one agreement. This Amendment, and
the respective rights and obligations of the parties hereto, shall be construed
in accordance with and governed by Ohio law.

   IN WITNESS WHEREOF, the Borrower and the Bank have caused this Amendment to
be executed by their authorized officers as of the date and year first above
written.

SIFCO INDUSTRIES, INC.                           NATIONAL CITY BANK

/s/  Remigijus H. Belzinskas                     /s/  Denise A. Jakubovic
----------------------------                     ------------------------

Name: Remigijus H. Belzinskas                    Name: Denise A. Jakubovic

Title: Corporate Controller                      Title: Assistant Vice President

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