AMENDMENT NO. 1 TO TRANSITION AGREEMENT

Exhibit 10.1

AMENDMENT NO. 1

TO

TRANSITION AGREEMENT

This Amendment No. 1 to Transition Agreement (this “Amendment”), dated as of September 4, 2009, is entered into by and among Waste2Energy Holdings, Inc. (formerly known as Maven Media Holdings, Inc.), a Delaware corporation (the “Corporation”), Waste2Energy, Inc., a Delaware corporation (“Waste2Energy”), Waste2Energy Group Holdings PLC, an Isle of Man company (“Waste2Energy Group Holdings”), Christopher d’Arnaud-Taylor (“Taylor”) and Peter Bohan (“Bohan”).

WITNESSETH :

WHEREAS, on May 28, 2009, the Corporation, Waste2Energy, Waste2Energy Group Holdings, Taylor and Bohan entered into a Transition Agreement (the “Transition Agreement”); and

WHEREAS, the parties now desire to amend the Transition Agreement as more particularly set forth below;

NOW, THEREFORE, in consider