Re: First Amendment to Employment Agreement

QuickLinks -- Click here to rapidly navigate through this document

EXHIBIT 10.46

December 23, 2002

Xx. Xxxxxxxxxxx Xxxxx
xXXxX*s
000 Xxxxxx Xxxxxx
Xxx Xxxx, XX 00000

Re:

First Amendment to Employment Agreement

Dear Xx. Xxxxx:

This letter, when countersigned by you, shall constitute the First Amendment to the Employment Agreement between you and xXXxX*s Corp., dated as of December 20, 2001, and shall be effective as of December 20, 2002.

(1): Section 3(a) of the Employment Agreement is hereby amended by deleting the amount "$150,000" and replacing it with "$200,000."
(2): Section 3(b) of the Employment Agreement is hereby amended by deleting the amount "$100,000" and replacing it with "$125,000."
(3): In all other respects, the Employment Agreement shall continue in full force and effect without modification.

If you are in agreement with the foregoing, please countersign below in the space indicated.