EXHIBIT 10.1.1(D) Magnesium Corporation of America 238 North 2200 West Street Salt Lake City, UT 84116 July 22, 1998 Mr. Lee R. Brown C/O Magnesium Corporation of America 238 North 2200 West Street Salt Lake City, UT 84116 Dear Lee: Reference is made...

EXHIBIT 10.1.1(D)


                           Magnesium Corporation of America
                              238 North 0000 Xxxx Xxxxxx
                               Xxxx Xxxx Xxxx, XX 00000


July 22, 1998


Xx. Xxx X. Xxxxx
X/X Xxxxxxxxx Xxxxxxxxxxx xx Xxxxxxx
000 Xxxxx 0000 Xxxx Xxxxxx
Xxxx Xxxx Xxxx, XX 00000

Dear Xxx:

Reference is made to your Employment Agreement with this Corporation dated
September 1, 1989 (the "Agreement").

This will confirm our agreement with you as follows:

The base salary provided in Section 2(a) of the agreement is increased from
$76,000 to $96,000, effective this date.

The parties reaffirm the Agreement as amended hereby.

Please confirm your agreement to the foregoing by signing and returning the
enclosed copy.

                                             Very truly yours,

                                             MAGNESIUM CORPORATION
                                                  OF AMERICA


                                             By  /s/ Xxxxxxx X. Xxxxx



CONFIRMED AND AGREED TO:




/s/ Xxx X. Xxxxx