Exhibit 2.2
AMENDMENT TO AGREEMENT AND PLAN OF REORGANIZATION
THIS AMENDMENT TO AGREEMENT AND PLAN OF REORGANIZATION is entered into as of
this 14th day ofJanuary, 2004, by and between United Film Partners, Inc., a
Texas corporation (hereinafter referred to as "UFP") and Seoul Movie USA, Inc.,
a California corporation (hereinafter referred to as "SMVUSA") (hereinafter
collectively referred to as the "Parties").WHEREAS, on December 31, 2003, the
Parties entered into an Agreement and Plan of Reorganization whereby SMVUSA is
to transfer assets to UFP's in exchange for 7,862,500 shares of UFP's
unregistered and restricted stock (hereinafter referred
to as the "Agreement"); and
WHEREAS, the Parties wish to amend the Agreement And Plan Of Reorganization;
NOW, THEREFORE, the Parties agree that they have a binding agreement and all the
terms of that agreement are in full force and effect except for the amended
changes as follows:
1. Notwithstanding anything to the contrary, the effective date for the
Acquisition and Exchange Assets is amended from December 31, 2003 to February
15, 2004 as referred to in paragraph 1.1.
2. As a result of this Amendment, paragraph 7.2 of the Agreement And Plan Of
Reorganization is now null and void and the Parties agree that it is no longer
in effect, however 7.1 will remain in full force and in effect;
IN WITNESS WHEREOF, the Parties have caused this Amendment to be executed the
date first written above.
SEOUL MOVIE USA, INC. UNITED FILM PARTNERS, INC.
By:___________________ By:_____________________
Xxxx Xxxxx, President Xxxxx Xxxx, President
