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EXHIBIT 4.4
[LETTERHEAD OF INTERVISUAL BOOKS, INC.]
July 16, 1998
Xxxxxx X. Xxxxxx
0000 00xx Xxxxxx
Xxxxx Xxxxxx, XX 00000
Re: Amendment of Nonstatutory Stock Option Agreement ("Option Agreement")
Dear Xxxxxx:
Intervisual Books, Inc. hereby amends your Option Agreement April 1,
1998 for 50,000 shares of the Company's common stock. This agreement is amended
only as to the following:
Paragraph B. Item 1. Grant.
1. Amendment. The Company hereby agrees to reduce the xxxxx xxxxx of
referenced stock options to $1.50 per share (which price equals the fair market
value of the Company's common stock on July 16, 1998, the date of this
amendment).
2. Miscellaneous. Except as expressly amended herein, all the terms and
conditions of the Option Agreement remain in full force and effect. This letter
may be executed in one or more counterparts, each of which shall be deemed an
original. This letter shall be construed and enforced in accordance of the laws
of the State of California.
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Please acknowledge your agreement to this letter by executing the
enclosed copy of this letter and returning the copy to the undersigned.
INTERVISUAL BOOKS, INC., a
California corporation
By: /s/ Xxxxx X. Xxxx
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Xxxxx X. Xxxx
Chairman of the Board
Agreed:
/s/ Xxxxxx X. Xxxxxx Date: August 13, 1998
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XXXXXX X. XXXXXX, an individual