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EXHIBIT 10.42
INTERVISUAL BOOKS, INC.
November 4, 1999
Xxx X. Xxxxxx
00000 Xxxxxxxxx Xxxxxx
Xxxxxxx Xxxxxxxxx, XX 00000
Re: Second Amendment to Nonstatutory Stock Option Agreement
Dear Xxx:
Reference is made to your Nonstatutory Stock Option Agreement
("Option Agreement") dated November 13, 1997 for 175,000 shares of the Company's
common stock. The Option Agreement was amended once on July 16, 1998, reducing
the option exercise price to $1.50 per share.
The parties hereto desire to amend the Option Agreement to reduce
the exercise price to $1.25 per share.
Accordingly, the parties hereto agree as follows:
1. Amendment. The parties hereto hereby agree to reduce the
exercise price found in the first sentence of Section 1 of the Option Agreement
to $1.25 per share (which price is in excess of the fair market value of the
Company's common stock on this the date of amendment).
2. Miscellaneous. Except as expressly amended herein, all of 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.
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:
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Xxxxx X. Xxxx
Chairman of the Board and
Chief Executive Officer
AGREED:
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Xxx X. Xxxxxx, an individual
