Contract

Exhibit 10.1

▇▇ ▇▇▇▇ ▇▇^▇▇ ▇▇▇▇▇▇ REALTY, LLC

November 9, 2005

VIA FACSIMILE (▇▇▇) ▇▇▇-▇▇▇▇

AND MESSENGER

▇▇▇▇▇ ▇▇▇▇▇▇▇▇ U.S.A., Inc.

▇▇▇ ▇▇▇▇ ▇▇^▇▇ ▇▇▇▇▇▇

▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇

Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Esq.

Re: Sale-Purchase Agreement dated August 24, 2005 (the “Agreement”) by and between ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ U.S.A., Inc. (“Seller”) and ▇▇ ▇▇▇▇ ▇▇^▇▇ ▇▇▇▇▇▇ Realty, LLC (“Purchaser”) for the premises known as ▇▇ ▇▇▇▇ ▇▇^▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ (the “Premises”)

Dear ▇▇. ▇▇▇▇▇▇▇▇▇:

Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Agreement.

This shall confirm our understanding with respect to certain typographical errors appearing in the second sentence of Section 4(F)(v) of the Agreement. It is hereby agreed that the reference to “Subsection (ii)” is amended to be “Subsection (i)”, and the reference to “Subsection (iv)” is amended to be “Subsection (iii)”. The Agreement otherwise remains in full force and effect and shall not be amended except as expressly set forth above.

Please indicate your agreement with the foregoing by signing below and returning your signature via facsimile to our counsel, ▇▇▇▇▇▇ ▇▇▇▇▇▇, Esq., at (212) 909-9448.

▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ REALTY, LLC
By:		/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇
		Name:		▇▇▇▇▇ ▇▇▇▇▇▇▇
		Title:		President

ACKNOWLEDGED AND AGREED:
▇▇▇▇▇ ▇▇▇▇▇▇▇▇ U.S.A. INC.
By:		/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
		Name:		▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
		Title:		Secretary