FIRST AMENDMENT TO
REVOLVING NOTE AGREEMENT
This First
Amendment to the Revolving Note Agreement ("the AMENDMENT") is
entered into as of March 31st, 2006, by and among Marine Growth
Ventures Inc.,
Marine Growth Charter, Inc., Marine Growth Finance, Inc., Marine
Growth Freight,
Inc., Marine Growth Real Estate, Inc., and Gulf Casino Cruises,
Inc., Delaware
corporations
(collectively the
"Borrower"),
and Frank P. Crivello (the
"Lender").
WHEREAS,
the Borrower and the Lender are parties to a Revolving Note
Agreement dated as of January 5, 2006 (the "NOTE AGREEMENT")
pursuant to which,
among other things, the Borrower promised to pay the Lender the
principal sum of
up to Fifty Thousand Dollars ($50,000.00), or so much thereof as
shall have been
advanced by the Lender to the Borrower plus interest thereon at an annual rate
equal to ten percent
(10%) on the
Maturity date of such Note being June 30,
2006.
WHEREAS,
the parties desire to make a certain amendment to the Note
Agreement to permit the Borrower to acquire an additional Fifty
Thousand Dollars
($50,000.00) in funds from the Lender.
NOW,
THEREFORE, in
consideration of the premises and the mutual covenants
contained in this Amendment the parties agree as follows:
1.
Paragraph One of the
Note Agreement is
hereby amended and restated to
provide as follows:
FOR VALUE
RECEIVED,
