As of December 11,
PLATINUM STUDIOS LLC
c/o William Morris Agency
One William Morris Place
Beverly Hills, CA 90212
Attn: Alan Gasmer
Reference is hereby made to the agreement ("Agreement") dated as of December 11, 2003, between
WALT DISNEY PICTURES ("WDP") and PLATINUM STUDIOS LLC ("Owner") for WDP's option to
acquire all right, title and interest in and to the unpublished graphic novel written and owned by Owner entitled
"UNIQUE" (formerly entitled "JAUNT") in connection with a possible Motion Picture based thereon tentatively
entitled "UNIQUE" (the "Picture").
WDP shall have no obligation to perform pursuant to this side letter ("Side Letter") unless and until: (i)
WDP receives an executed original of this Side Letter and the Agreement, in form and substance acceptable to
WDP and (ii) the Conditions Precedent set forth in Paragraph 1 of the Agreement have been satisfied.
Based on the unique circumstances presented and in consideration of the mutual covenants and
agreements contained in the Agreement, the parties hereby agree as follows on a non-precedential basis:
"UNIQUE" / PLATINUM STUDIOS LLC / OPTION /ACQUISITION OF
1. Reference is made to Paragraph 2.2.a. of the Agreement. Notwithstanding anything to the contrary
therein, WDP hereby acknowledges and agrees that the Initial Option Period shall end twenty-four
(24) months following the earlier to occur of: (a) satisfaction of the Conditions Precedent set fort
in Paragraph 1 of the Agreement or (b) the date on which WDP pays Michael Cooney for the
commencement of his writing services in connection with the Picture.
2. Reference is made to Paragraph 3.1.c. of the Agreement, which is hereby deleted in its entirety
and replaced with the following new Paragraph 3.1.c.:
"c. Television Series .
If either: (A) 25,000 or more units of the Property are sold as a graphic novel
(provided that Owner submits documentation s