AMENDMENT TO FINANCING AGREEMENT

AMENDMENT TO FINANCING AGREEMENT

This Amendment to Financing Agreement (the "Amendment") is made effective as of October 31, 2006, by and between Bag Boy Productions, Inc. ("BBP"), and Red Rock Productions, Inc., a Nevada corporation ("RRP"), with reference to the following facts:

WHEREAS, BBP and RRP have entered into that certain Financing Agreement dated as of October 31, 2006, (the "Agreement") ") regarding financing arrangements for a theatrical motion pictures ^Picture"). Except as otherwise set forth herein, all defined terms shall have the meanings given to them in the Agreement.

WHEREAS, BBP and RRP desire to amend the Agreement in accordance with the terms and conditions more fully set forth in this Amendment.

NOW THEREFORE, for good and valuable consideration, the parties hereby agree to amend the Agreement in accordance with the following terms and conditions:

1.   Section 2 Recoupment of Investment will be deleted in its entirety and the following langua