EXHIBIT 4.5b AMENDMENT TO SECOND AMENDED AND RESTATED 4% CONVERTIBLE NOTE

EXHIBIT 4.5b

                                  AMENDMENT TO
                           SECOND AMENDED AND RESTATED
                               4% CONVERTIBLE NOTE


         AMENDMENT TO SECOND AMENDED AND RESTATED 4% CONVERTIBLE NOTE, dated as
of July 6, 2006, 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 T&T Vermoegensverwaltungs AG, as lawful transferee,
dated May 12, 2004, of Bahnhofstrasse 73, 8001 Zurich, Switzerland (the
"Holder"). 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 Holder are parties to that certain Second
Amended and Restated 4% Convertible Note, dated May 12, 2004, (the "Original
Note") pursuant to which the Borrower has borrowed the amount of $129,160 from
the Holder;

         WHEREAS, the Ori