Exhibit 3
---------
MILLENNIUM SPORTS MANAGEMENT, INC.
X.X. Xxx 000
Xxxxxxx, Xxx Xxxxxx 00000-0000
April 28, 1998
VIA FACSIMILE AND FIRST CLASS MAIL
----------------------------------
Continental Stock Transfer & Trust Company
0 Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Dear Sirs:
Reference is made to the Warrant Agreement between us dated as of February 6,
1997 (the "Warrant Agreement"). All capitalized terms used herein without
definition have the respective meanings ascribed to them in the Warrant
Agreement.
The Company hereby notifies you that, except for 4,000,000 Warrants committed
for issuance in connection with a pending joint venture, the Company has
determined to cease immediately the general offering of Warrants, and hereby
directs you not to honor any further requests for the purchase or issuance of
Warrants. The Company will notify you specifically with respect to the issuance
of those Warrants committed for issuance as described herein.
With respect to all outstanding Warrants, and those Warrants committed for
issuance as described above, the Company hereby certifies, pursuant to the
Warrant Agreement, that pursuant to due authorization of the Board of Directors
of the Company, the Company has elected to extend the Warrant Expiration Date
through and including 5:00 p.m. (New York time) on March 31, 2003, subject to
the Company's right, prior to such Warrant Expiration Date, in its sole
discretion, to extend such Warrant Expiration Date on five business days' prior
written notice to the Registered Holders; and Section 1(j) of the Warrant
Agreement is hereby correspondingly amended. No other term of the Warrants has
been amended.
In accordance with Section 8(d) of the Warrant Agreement, the existing Warrant
Certificates will continue to represent the Warrants, notwithstanding the
extension described herein.
In accordance with Section 8(e) of the Warrant Agreement, the Company hereby
directs you, as Warrant Agent, to send a copy of this letter by ordinary first
class mail to each Registered Holder of Warrants at his, her or its last address
as it appears on your registry books as Warrant Agent.
Very truly yours,
MILLENNIUM SPORTS MANAGEMENT, INC.
By:_____________________________________
Xxxxx X. Xxxxxx, President
