FIRST AMENDMENT TO CREDIT AGREEMENT

Exhibit 10.1

FIRST AMENDMENT TO CREDIT AGREEMENT

THIS FIRST AMENDMENT TO CREDIT AGREEMENT dated as of September 29, 2009 (the “ Amendment ”) is entered into among Spark Networks Limited, a company organized under the laws of England and Wales (the “ Borrower ”), Sparks Networks, Inc., a Delaware corporation (the “ Parent ”), the Subsidiary Guarantors, the Lenders party hereto and Bank of America, N.A., as Administrative Agent. All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement (as defined below).

RECITALS

WHEREAS, the Borrower, the Parent, the Lenders and Bank of America, N.A., as Administrative Agent entered into that certain Credit Agreement dated as of February 14, 2008 (as amended and modified from time to time, the “ Credit Agreement ”);

WHEREAS, the Borrower and the Parent have requested that the Lenders amend the Credit Agreement as set forth below;

NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1. Amendments . The Credit Agreement is hereby amended as follows:

(a) The definition of “ Aggregate Commitments ” in Section 1.01 of the Credit Agreement is hereby amended to read as follows:

“ Aggregate Commitments ” means the Commitments of all the Lenders. The amount of the Aggregate Commitments in effect on the First Amendment Effective Date is TWENTY-FIVE MILLION DOLLARS ($25,000,000).

(b) The pricing grid in the definition of “ Applicable Rate ” in Section 1.01 of the Credit Agreement is hereby amended to read as follows:

Applicable Rate

(c) The definition of “ Restricted Payments ” in Section 1.01 of the Credit Agreement is hereby amended to read as follows:

“ Restricted Payment ” means any dividend or other distribution (whether in cash, securities or other property) with respect to any capital stock or other Equity Interest of the Parent or any Subsidiary, or any payment (whether in cash, securities or other property), including any sinking fund or similar deposit, on account of the purchase, redemption, retirement, acquisition, cancellation or termination of any such capital stock or other Equity Interest, or on account of any return of capital to the Borrower’s stockholders, partners or members (or the equivalent Person thereof).

(d) The following definitions of “ Assumed Amortization ”, “ CMLTD ”, “ Consolidated Cash Taxes ”, “ Consolidated Fixed Charge Coverage Ratio ”, “ Consolidated Fixed Charges ” and “ First Amendment Effective Date ” are hereby added to Section 1.01 of the Credit Agreement in the appropriate alphabetical order to read as follows:

“ Assumed Amortization ” means, as of any date of determination, the result obtained by multiplying the sum of the Outstanding Amount of Committed Loans plus the Outstanding Amount of L/C Obligations plus the Outstanding Amount of Swing Line Loans as of such date by 12.5%.

“ CMLTD ” means scheduled maturities of long-term Indebtedness (including Capital Leases) of the Parent and its Subsidiaries arising for the 12 months following the date of determination, as determined in accordance with GAAP. CMLTD shall not include any balances related to Borrowings under this Agreement.

“ Consolidated Cash Taxes ” means, for any period, for the Parent and its Subsidiaries on a consolidated basis, the aggregate of all federal, state and local income taxes paid in cash (or otherwise satisfied or offset by a refund or overpayment in excess of $300,000 related to a prior period) during such period.

“ Consolidated Fixed Charge Coverage Ratio ” means, as of any date of determination, the ratio of (a) the sum of (i) Consolidated Adjusted EBITDA for the period of the four consecutive fiscal quarters most recently ended less (ii) Consolidated Cash Taxes for such period less (iii) capital expenditures, as determined in accordance with GAAP, made by the Parent, the Borrower or any of their respective Subsidiaries during such period less (iv) earn-out payments in connection with the acquisition of assets made in cash or Cash Equivalents during such period to the extent not deducted in calculating Consolidated Net Income to (b) Consolidated Fixed Charges.

“ Consolidated Fixed Charges ” means, as of any date of determination, for the Parent and its Subsidiaries on a consolidated basis, an amount equal to the sum of (a) Consolidated Interest Charges for the period of the four consecutive fiscal quarters most recently ended plus (b) CMLTD plus (c) the amount of redemptions/repurchases of Equity Interests by the Parent pursuant to Section 7.06(e) during the period of the four consecutive fiscal quarters most recently ended plus (d) Assumed Amortization.

“ First Amendment Effective Date ” means September 29, 2009.

(e) Section 7.12 of the Credit Agreement is hereby amended to read as follows:

7.12 Financial Covenants .

(a) Maximum Consolidated Leverage Ratio . Permit the Consolidated Leverage Ratio at any time during any period of four fiscal quarters of the Parent ending on the last day of each fiscal quarter set forth below to be greater than the ratio set forth below opposite such fiscal quarter:

(b) Minimum Consolidated Adjusted EBITDA . Permit the Consolidated Adjusted EBITDA for each period of four consecutive fiscal quarters of the Parent ending on the last day of each fiscal quarter set forth below to be less than the corresponding amount set forth below:

(c) Minimum Fixed Charge Coverage Ratio . Permit the Consolidated Fixed Charge Coverage Ratio for each period of four consecutive fiscal quarters of the Parent ending on the last day of each fiscal quarter set forth below to be less th