December 29, 2005 To the Stockholders of Lower Lakes Towing Ltd. Re: Amendment to Lower Lakes Stock Purchase Agreement Ladies and Gentlemen, Reference is made to that certain Stock Purchase Agreement ("Agreement"), dated as of September 2, 2005, among...

                          Rand Acquisition Corporation
                           000 Xxxx Xxxxxx, Xxxxx 0000
                               Xxx Xxxx, XX 00000

                                                               December 29, 2005

To the Stockholders of Lower Lakes Towing Ltd.

Re: Amendment to Lower Lakes Stock Purchase Agreement

Ladies and Gentlemen,

Reference is made to that certain Stock Purchase Agreement ("Agreement"), dated
as of September 2, 2005, among Rand Acquisition Corporation, LL Acquisition
Corp. and the stockholders of Lower Lakes Towing Ltd. Signatories thereto (the
"Sellers"). The parties to the Agreement hereby agree as follows:

1. Section 10.1(d) of the Agreement is hereby amended to replace the reference
to "January 15, 2006" therein with "January 31, 2006"; and

2. If the Closing does not occur on or before January 15, 2006, Sections 1.4(a)
shall thereupon, without further action of the parties, be amended and restated
in its entirety to read as follows:

      "(a) (i) No later than three (3) Business Days prior to the Closing Date,
Sellers shall prepare and deliver to Rand a balance sheet that shall set forth
the assets and liabilities of the Company and Subsidiaries on a consolidated
basis as of the close of business on January 15, 2006 (the "Estimated Closing
Date Balance Sheet"), and a statement (the "Estimated Statement") of the Net
Working Capital as of the date of the Estimated Closing Date Balance Sheet
derived in a manner consistent with the calculation of "Net Working Capital" on
Exhibit 10 (the "Estimated Net Working Capital"). As provided in Section 1.3,
the Purchase Price shall be adjusted at Closing by the amount by which the
Estimated Net Working Capital is greater or less than the Working Capital Base
Amount.

            (ii) Within 90 days after the Closing Date, Rand shall prepare and
deliver to Sellers' Representative a balance sheet that shall set forth the
assets and liabilities of the Company and Subsidiaries on a consolidated basis
as of the close of business on January 15, 2006 (the "Closing Date Balance
Sheet"), and a statement (the "Closing Date Statement") of the Net Working
Capital as of the date of the Closing Date Balance Sheet derived in a manner
consistent with the calculation of "Net Working Capital" on Exhibit 10 (the
"Closing Date Net Working Capital")."

Notwithstanding the above, the intention of all parties is that following
Closing the parties will be in the same position as if Closing had occurred
January 15, 2006 and to the extent necessary the Agreement is amended
accordingly to reflect such intention.



Except as set forth herein, all other terms and provisions of the Agreement
shall remain unchanged and in full force and effect.

Please acknowledge your agreement to the foregoing by executing this document in
the space provided below.

Sincerely,

RAND ACQUISITION CORPORATION


/s/ Xxxxxxxx X. Xxxx
-----------------------
Name:  Xxxxxxxx X. Xxxx
Title: President

LL ACQUISITION CORP.


/s/ Xxxxxxxx X. Xxxx
-----------------------
Name:  Xxxxxxxx X. Xxxx
Title: President

ACKNOWLEDGED AND AGREED:

ROYAL BANK OF CANADA,
through its operating division, RBC CAPITAL PARTNERS, in its capacity as
Sellers' Representative under the Ageement


By:/s/ Xxxx Manastersky
   --------------------
Name:  Xxxx Manastersky
Title: Managing Partner