EXHIBIT 4.5a AMENDMENT TO AMENDED AND RESTATED 4% CONVERTIBLE PROMISSORY NOTE

Convertible Promissory Note

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DELTA MUTUAL INC | EBONY FINANCE, LTD | North Branch Street, Sellersville, PA

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Title: EXHIBIT 4.5a AMENDMENT TO AMENDED AND RESTATED 4% CONVERTIBLE PROMISSORY NOTE
Date: 4/2/2007

EXHIBIT 4.5a AMENDMENT TO AMENDED AND RESTATED 4% CONVERTIBLE PROMISSORY NOTE, Parties: delta mutual inc , ebony finance ltd , north branch street sellersville pa

EXHIBIT 4.5a

                                  AMENDMENT TO
                              AMENDED AND RESTATED
                         4% CONVERTIBLE PROMISSORY NOTE

         AMENDMENT, dated as of May 2, 2006, TO AMENDED AND RESTATED 4%
CONVERTIBLE PROMISSORY NOTE, dated May 12, 2004, made by and between Delta
Mutual, Inc., a Delaware corporation, with its principal offices located at 111
North Branch Street, Sellersville, PA 18960 (the "Borrower") and Ebony Finance,
Ltd., as lawful transferee of Sophie Angelastri, (the "Lender") of
Bahnhofstrasse 73, 8001 Zurich, Switzerland. Capitalized terms used herein and
not otherwise defined herein shall have the meaning assigned to such term in the
Original Note.

      WHEREAS, the Borrower and the Lender are parties to that certain Amended
and Restated 4% Convertible Promissory Note, dated May 12, 2004 (the "Original
Note") pursuant to which the Borrower has borrowed the amount of $129,160 from
the Lender;

      WHEREAS, the Original Note provides that the Ma

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