AMENDMENT TO SUBORDINATION LOAN AGREEMENT AND PROMISSORY NOTE DATED DECEMBER 31, 2003 BY AND BETWEEN WILLIAM SHEPARD (LENDER) AND FCSTONE LLC (BORROWER) IN THE AMOUNT OF $500,000.00 ORIGINALLY MATURING DECEMBER 31, 2004

Exhibit 10.64

AMENDMENT TO

SUBORDINATION LOAN AGREEMENT

AND PROMISSORY NOTE

DATED DECEMBER 31, 2003

BY AND BETWEEN

XXXXXXX XXXXXXX (LENDER)

AND

FCSTONE LLC (BORROWER)

IN THE AMOUNT OF $500,000.00

ORIGINALLY MATURING DECEMBER 31, 2004

We, the undersigned, being all of the parties to the above described Subordinated Loan Agreement (“Agreement”) and Promissory Note (“Note”) related thereto, hereby mutually agree and consent to amend said Agreement and Note as follows:

Effective December 31, 2006, the Maturity Date on the above mentioned Agreement and Note shall be extended to December 31, 2007.

All other terms, provisions and conditions of the above mentioned Agreement and Note shall remain unaltered and in full force and effect.

IN WITNESS WHEREOF, the undersigned place their respective signatures on this 10^th day of November, 2006.

FCStone, LLC

By:		/S/    XXXXXXXX X. XXXXXXXXX				/S/    XXXXXXX XXXXXXX
		Xxxxxxxx X. Xxxxxxxxx Executive Vice President				Xxxxxxx Xxxxxxx