July 26, 2006 Joseph E. Sarachek

EXHIBIT 10.2

July 26, 2006

Xxxxxx X. Xxxxxxxx

00 Xxxxxxx Xxxxx

Xxxxxxxxx, Xxx Xxxx 00000

Dear Xx. Xxxxxxxx:

Reference is made to the retention agreement, dated July 21, 2006, between PubliCARD, Inc. (the “Company”) and you (the “Retention Agreement”). Notwithstanding anything to the contrary in the Retention Agreement, you and the Company hereby acknowledge and agree that the effective date of your appointment as Chief Executive Officer of the Company shall be July 31, 2006.

Except to the extent modified hereby, the Retention Agreement shall continue in full force and effect.

Very truly yours,

PubliCARD, Inc.

By: /s/ Xxxxxxx X. XxXxxx

Acknowledged and Agreed:

/s/ Xxxxxx X. Xxxxxxxx

Xxxxxx X. Xxxxxxxx