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Amend No. 1: Agreement And Plan of Share Exchange

This is an actual contract by American Consolidated Management Group.

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Sectors: Metals and Mining
Effective Date: December 21, 2001
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EXHIBIT 10.1


AMENDMENT NO. 1
TO THE AGREEMENT AND PLAN OF SHARE EXCHANGE
BY AND BETWEEN
AMERICAN CONSOLIDATED MINING CO.
AND RENAISSANCE MAN, INC.


THIS AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN OF SHARE EXCHANGE (the "Amendment") by and between American Consolidated Mining Co. (the "ACMC"), Renaissance Man, Inc. ("RMI") and the owners of all the outstanding shares of common stock of RMI is made and entered into to be effective as of the 21st day of December, 2001, by and between the undersigned parties. All capitalized terms not otherwise defined herein shall have the same meaning as set forth in the Agreement And Plan Of Share Exchange (the "Agreement").


RECITALS


A. On or about July 14, 2001, the parties entered into the
Agreement (the "Agreement").


B. The parties wish to modify the agreement as set forth below.


NOW THEREFORE, the parties hereto hereby amend the Agreement as follows:


1. Section 2(a) of the Agreement is hereby amended to read in its
entirety as follows:


At Closing, ACMC shall, subject to the conditions set forth
herein, issue an aggregate of 10,000,000 shares of ACMC common
stock for immediate delivery to the RMI Stockholders on the
basis of 1.0695187 ACMC Shares for each outstanding share of
RMI Common Stock.


2. Section 4(a) of the Agreement is hereby amended to read in its
entirety as follows:


Each share of RMI Common Stock issued and outstanding
immediately prior to the Closing Date sha
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