Amendment of Debentures Sample Contracts

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Aquatic Cellulose International Corporation 370432 nd Street Suite 301, Vernon, B.C. Canada Al V1T5N6 September 20, 2005
Amendment of Debentures • March 13th, 2007 • Aquatic Cellulose International Corp • Heavy construction other than bldg const - contractors

This letter sets forth the agreement of the parties hereto to provide for (i) an amendment of the conversion price of certain debentures which are convertible into shares of the Company's common stock, par value $.001 per share (the Common Stock"), originally issued by the Company to AJW PARTNERS, LLC; AJW OFFSHORE, Ltd. and AJW QUALIFIED PARTNERS, LLC, (collectively, the"Investors").

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