AMENDMENT NO. 1
TO
PLEDGE AGREEMENT
DATED AS OF OCTOBER 15, 2001
This Amendment No. 1, dated as of October 16, 2002, amends the Pledge
Agreement (the "Pledge Agreement"), dated as of October 15, 2001, between
Statesman Group, Inc., an international business corporation organized under the
laws of the Bahamas (the "Pledgor"), and Regency Affiliates, Inc., a Delaware
corporation (the "Pledgee").
Annex 1 to the Pledge Agreement is hereby amended and restated to read as
follows:
Issuer Class No. of Shares Cert. No.
------ ----- ------------- ---------
National Resource Development Corporation Common 200 2
Regency Affiliates, Inc. Series C Preferred 208,850
IN WITNESS WHEREOF, the Pledgor and the Pledgee have duly executed and
delivered this Amendment as of October 16, 2002.
STATESMAN GROUP, INC.
By:
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Name:
Title:
REGENCY AFFILIATES, INC.
By:
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Name:
Title:
