Amednded Transaction







Exhibit 10.14 



[citigroup] 


	Date:	December 1, 2004
	Amended:	December 9, 2004
	 	 
	To:	GOLD BANK – KANSAS
	Attn:	Documentation Unit
	Phone:	913-323-7703
	Fax:	913-451-8004
	 	 
	From:	Citibank N.A., New York
	 	Confirmations Unit
	 	333 West 34th Street, 2nd Floor
	 	New York, NY 10001, USA
	 	 
	Phone:	1-212-615-8981
	Fax:	1-212-615-8985
	 	 
	Our ref:	M047181
	Your ref:	 



AMENDED TRANSACTION 


 The purpose of this letter agreement
  (this 'Confirmation') is to set forth the terms and conditions of the Transaction
  entered into between GOLD BANK – KANSAS ('Counterparty) and Citibank N.A.,
  New York ('Citibank') on the Trade Date specified below (the 'Transaction').
  This Confirmation amends, restates and supersedes
  any prior Confirmation for this Transaction.
   

 1. The definitions and provisions
  contained in the 2000 ISDA Definitions (the 'Definitions') (as published by
  the International Swaps and Derivatives Association, Inc.) are incorporated
  into this Confirmation. References herein to a 'Transaction' shall be deemed
  to be references to a 'Swap Transaction' for the purposes of the Definitions.
   

 This Confirmation supplements, forms
  a part of, and is subject to, dated as of December 22, 2003, as amended and
  supplemented from time to time (the 'Master Agreement'), between Counterparty
  and Citibank. All provisions contained in the Master Agreement govern this Confirmation
  except as expressly modified below. In the event of any inconsistency between
  this Confirmation and the Definitions or the Master Agreement, this Confirmation
  will govern.  

 U.S. Federal law requires Citibank
  to obtain, verify and record customer identification information. 

 2. The
  terms of the particular Transaction to which this Confirmation relates are as
  follows: 

 

  










	Trade Date:	November 30, 2004
	 	 
	Effective Date:	December 1, 2004
	 	 
	Termination Date:	December 1, 2011, subject to adjustment
      in accordance with the Following Business
	 	Day Convention
	 	 
	 	 
	Fixed Amounts	 
	 	 
	Fixed Rate Payer:	Citibank
	 	 
	Notional Amount:	USD 70,000,000.00
	 	 
	Fixed Rate Payer	 
	Period End Dates:	Each December 1, March 1, June 1
      and September 1 commencing March 1, 2005
	 	through and including the Termination
      Date, with No Adjustment
	 	 
	Fixed Rate Payer	 
	Payment Dates:	Each December 1, March 1, June 1
      and September 1, commencing March 1, 2005,
	 	through and including the Termination
      Date
	 	 
	Fixed Rate:	7.14 percent
	 	 
	Fixed Rate	 
	Day Count Fraction:	Actual/360
	 	 
	Business Days:	New York
	 	 
	Business Day Convention:	Following
	 	 
	 	 
	Floating Amounts	 
	 	 
	Floating Rate Payer:	Counterparty
	 	 
	Notional Amount:	USD 70,000,000.00


  

 

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	Floating Rate Payer	 
	Period End Dates:	Each December 1, March 1, June 1
      and September 1 commencing March 1, 2005
	 	through and including the Termination
      Date, with No Adjustment
	 	 
	Floating Rate Payer	 
	Payment Dates:	Each December 1, March 1, June 1
      and September 1 commencing March 1, 2005,
	 	through and including the Termination
      Date
	 	 
	Floating Rate Option:	USD-Prime-H.15
	 	 
	Spread:	None
	 	 
	Floating Rate	 
	Day Count Fraction:	Actual/360
	 	 
	Reset Dates:	Each New York Business Day of the
      Floating Rate Payer
	 	 
	Method of Averaging:	Weighted Average
	 	 
	Business Days:	New York
	 	 
	Business Day Convention:	Following
	 	 
	Calculation Agent:	Citibank, or as stated in the Master
      Agreement
	 	 
	Optional Early Termination	 
	 	 
	Option Early Termination:	Applicable
	 	 
	Option Style:	European
	 	 
	Exercise Business Days:	New York, London
	 	 
	 	 
	Procedure for Exercise	 
	 	 
	Expiration Date:	Five Exercise Business Days preceding
      the Cash Settlement


  

 

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	 	Payment Date
	 	 
	Earliest Exercise Time:	9:00 AM, New York time
	 	 
	Expiration Time:	11:00 AM New York time
	 	 
	 	 
	Settlement Terms	 
	 	 
	Cash Settlement:	Applicable
	 	 
	Cash Settlement	 
	Valuation Time:	11:00 AM New York time
	 	 
	Cash Settlement	 
	Valuation Date:	Two Valuation Business Days preceding
      the Cash Settlement Payment Date.
	 	 
	Valuation Business	 
	Days:	New York, London
	 	 
	Cash Settlement	 
	Payment Date:	December 1, 2009
	 	 
	Business Day Convention	 
	for Cash Settlement	 
	Payment Date:	Following
	 	 
	Cash Settlement	 
	Method:	Cash Price
	 	 
	Cash Settlement	 
	Reference Banks:	As per the Definitions.
	 	 
	Quotation Rate:	Mid


  

Representations:  


Each party represents to the other party that: 


 (a) Non–Reliance. It is acting
  for its own account, and it has made its own independent decisions to enter
  into this Transaction and as to whether this Transaction is appropriate or proper
  for it based upon its own judgment and upon advice from such advisors as it
  has deemed necessary. It is not relying on any communication (written or oral)
  of the other party as investment advice or as a recommendation to enter into
   

  

 

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this Transaction; it being understood
  that information and explanations related to the terms and conditions of this
  Transaction shall not be considered investment advice or a recommendation to
  enter into this Transaction. It has not received from the other party any assurance
  or guarantee as to the expected results of this Transaction.

(b) Evaluation and Understanding.
  It is capable of evaluating and understanding (on its own behalf or through
  independent professional advice), and understands and accepts, the terms, conditions
  and risks of this Transaction. It is also capable of assuming, and assumes,
  the financial and other risks of this Transaction.

(c) Status of Parties. The other
  party is not acting as a fiduciary or an advisor for it in respect of this Transaction.

(d) Risk Management. It has entered
  into this Transaction for the purpose of (i) managing its borrowings or investments,
  (ii) hedging its underlying assets or liabilities or (iii) in connection with
  its line of business.

4. Account Details



	 	Payments to Citibank	 
	 	in USD:	CITIBANK N.A. NEW YORK
	 	 	BIC: CITIUS33
	 	 	ACCOUNT NO 00167679
	 	 	ACCOUNT NAME: FINANCIAL FUTURES
	 	 	 
	 	Payments to Counterparty:	Please provide to expedite payment


  

 

 

 

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 If you have any questions regarding
  this letter agreement, please contact the Swap Operations Department at the
  telephone numbers or the facsimile numbers indicated on this Confirmation. 


 Please confirm that the foregoing
  correctly sets forth the terms of our agreement by executing the copy of this
  Confirmation enclosed for that purpose and returning it to us.  


 Very truly yours,

  Citibank N.A., New York  

  

By: /s/ Frank A. Licciardello 



 Accepted and confirmed 

  as of the Trade Date:  

 

  GOLD BANK - KANSAS  

 

  By:  /s/ Rick S. Tremblay 

          Authorized Signatory  

  

 

 

 

 

 

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