EXHIBIT 10.22
Media & Entertainment Holdings, Inc.
0000 Xxxxxxxxx Xxxxxx
Xxxxxx, Xxxxx 00000
April 25, 2006
Xxxxxxx Xxxxx
c/o Media & Entertainment Holdings, Inc.
0000 Xxxxxxxxx Xxxxxx
Xxxxxx, Xxxxx 00000
Dear Xxxxxxx:
Reference is made to that certain Stock Option Agreement, dated August
25, 2005, between Xxxxxxx Xxxxx and Media & Entertainment Holdings, Inc. (the
"Agreement"). Capitalized terms used but not defined herein shall have the
meanings ascribed thereto in the Agreement.
This shall confirm that the exercise price of the Option evidenced by
the Agreement is hereby increased from $6.00 per share to $8.00 per share, and
that the vesting schedule is hereby amended as follows: as to the first
one-third of the Option Shares, upon consummation of the Company's initial
business combination, provided and on condition that the Optionee has remained
as a director of the Company throughout the period from August 25, 2005 through
and including the date of the Company's initial business combination, (ii) as to
an additional one-third of the Option Shares, on the first anniversary of the
Company's initial business combination, provided and on condition that the
Optionee has remained as a director of the Company throughout the period from
August 25, 2005 through and including the first anniversary of the Company's
initial business combination, and (iii) as to the final one-third of the Option
Shares, on the second anniversary of the Company's initial business combination,
provided and on condition that the Optionee has remained as a director of the
Company throughout the period beginning on August 25, 2005 and ending on the
second anniversary of the Company's initial business combination.
All other provisions of the Agreement shall remain unchanged and in full
force and effect.
Very truly yours,
MEDIA & ENTERTAINMENT HOLDINGS, INC.
By: /s/ XXXXXX XXXXXXXXX
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Name: Xxxxxx Xxxxxxxxx
Title: Chief Operating Officer
Accepted and Agreed:
/s/ XXXXXXX XXXXX
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Xxxxxxx Xxxxx