Exhibit 10.6.2 CONTRACT AMENDMENT AGREEMENT (Number 1) This Agreement is made this 12 day of May, 2003, between British Telecommunications plc whose registered office is at 81 Newgate Street, London EC1A 7AJ ("BT") and Playboy TV UK Limited whose...

                                                                  Exhibit 10.6.2

CONTRACT AMENDMENT AGREEMENT (Number 1)

This Agreement is made this 12 day of May, 2003, between British
Telecommunications plc whose registered office is at 00 Xxxxxxx Xxxxxx, Xxxxxx
XX0X 0XX ("BT") and Playboy TV UK Limited whose registered office is at Xxxxx
Xxxxx, Xxxxxxx Xxxx, Xxxxx, Xxxxxxxxx, XX0 0XX ("the Customer").

WHEREAS

      A.    The Customer entered into a contract with BT on 31st October 2002
            for the provision of a combined compressed uplink and eurobird space
            segment service ("the Contract");

      B.    The Customer wishes to amend the Contract with BT as described
            below;

      C.    BT has agreed to amend the Contract on the terms and conditions set
            out below.

NOW IT IS HEREBY AGREED AS FOLLOWS:-

The Clauses and Conditions of the Contract shall be amended as set out below,
such amendments to be effective from 9th May, 2003.

      1.    Schedule 2 of the Contract shall be amended as follows:

                  a.    Replace "Service Expiry Date 25th November 2005" with
                        "Service Expiry Date 13th July 2006"

                  b.    Replace "At Customers sole discretion, and on the
                        provision by Customer to BT of at least six months
                        written notice in advance of the Expiry Date first above
                        written, this Contract may be extended, on the terms and
                        conditions set forth herein, for a period of three years
                        such that the Expiry Date shall be 25th November 2008"
                        with "At Customers sole discretion, and on the provision
                        by Customer to BT of at least six months written notice
                        in advance of the Expiry Date first above written, this
                        Contract may be extended, on the terms and conditions
                        set forth herein, for a period of three years such that
                        the Expiry Date shall be 13th July 2009."

      2.    The Contract shall remain in full force and effect as amended by
            this Agreement.

      3.    This Agreement shall be governed and construed in accordance with
            English Law and the parties agree to submit to the exclusive
            jurisdiction of the English Courts.



For and on behalf of the Customer


Signed /s/ Xxxxxx X. Xxxx
       ------------------

Name & Title Xxxxxx X. Xxxx, Company Secretary
             ---------------------------------

For and on behalf of BT


Signed /s/ P.A. Xxxxxxx
       ----------------

Name & Title P.A. Xxxxxxx, Product Director BT Broadcast Services
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