May 11, 2004 Mr. Mitchell Rosen Bell Industries, Inc. 1960 East Grand Avenue, Suite 560 El Segundo, CA 90245 Dear Mr. Rosen

EXHIBIT 10.w

IBM Credit LLC     
Xxxxx Xxxxxx Xx      
Xxxxxx, XX 00000

May 11, 2004

Xx. Xxxxxxxx Xxxxx
Xxxx Industries, Inc.
0000 Xxxx Xxxxx Xxxxxx, Xxxxx 000
Xx Xxxxxxx, XX 00000

Dear Xx. Xxxxx

IBM Credit LLC, formerly IBM Credit Corporation (“IBM Credit”) and Xxxx Industries, Inc. (“Xxxx Industries”) are parties to that certain Amended and Restated Agreement for Wholesale Financing (Security Agreement), dated July 18, 2002 (as amended, modified or supplemented from time to time, the “Agreement”).

Capitalized terms used in this letter that are not otherwise defined shall have the meaning ascribed thereto in the Agreement.

IBM Credit has completed a financial review of Xxxx Industries. As we previously discussed and after careful consideration, effective May 20, 2004, IBM Credit has decided to reduce Xxxx Industries’ credit line, as set forth in the Agreement, from Three Million Dollars ($3,000,000.00) to One Million Dollars ($1,000,000.00). In addition, effective June 1, 2004, IBM Credit has also decided to modify the scheduled payment plan from 1 pay 30 to 1 pay 15. Depending upon the date of each invoice, payments are due on the 5th, 15th, or 25th day of the month following your purchase. There are no financing charges associated with this plan provided that payments are received by IBM Credit during the 15 day payment period as scheduled.

Please sign below as your acknowledgment and agreement to the terms of this letter and mail the original to the attention of Ms. Xxxx Xxxxxxxxxxx at the above address on or prior to May 19, 2004.

If you have any questions regarding this information, please contact Xxxxxxx Xxxxxxxxxx at (000) 000-0000.

Sincerely,

Xxxxxx Xxxxxxx
Manager of Credit

Acknowledged and Agreed to:

Xxxxxxxx Xxxxx                             5/12/04
(ADDRESSEE’S NAME)              Date

VIP-Corporate Controller
(TITLE)