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                                 EXHIBIT 10.21


                         AMENDMENT TO GENERAL CONTRACTS

      THIS AMENDMENT TO GENERAL CONTRACTS ("Amendment") is entered into January
22, 2000, by and among PEOPLE TO PEOPLE INTERNATIONAL ("PTPI"), a Missouri not
for profit corporation qualified as a 501(c)(3) organization, AMBASSADORS
INTERNATIONAL, INC. ("Ambassadors"), a Delaware corporation, and AMBASSADORS
PROGRAMS, INC. ("AP"), a Delaware corporation and a wholly-owned subsidiary of
Ambassadors.

      WHEREAS, PTPI and AP (by assignment) are parties to a certain General
Contract dated April 1, 1995 which, among other things, governs the conduct by
AP of high school, junior high (middle) school student travel and
college/university exchange programs sanctioned by PTPI ("Student Travel
Contract");

      WHEREAS, PTPI and AP (by assignment) are parties to a certain General
Contract dated April 1, 1995 and a General Contract dated July 1, 1995 which,
among other things, govern the conduct by AP of adult travel and exchange
programs sanctioned by PTPI ("Adult Travel Contracts");

      WHEREAS, PTPI, Ambassadors and AP are parties to a certain General
Contract dated February 12, 1999 which, among other things, governs the conduct
by AP of student and youth sports related travel and exchange programs
sanctioned by PTPI ("Student Sports Contract");

      WHEREAS, PTPI, Ambassadors and AP are parties to a certain General
Contract dated February 12, 1999 which, among other things, governs the conduct
by AP of adult sports related travel and exchange programs sanctioned by PTPI
("Adult Sports Contract"); and

      WHEREAS, the parties hereto wish to extend the terms of the Student
Travel Contract, the Adult Travel Contracts, the Student Sports Contract and
the Adult Sports Contract (hereinafter referred to collectively as "Contracts"
and individually as "Contract").

      NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto agree as
follows:

      1.    Notwithstanding anything to the contrary contained therein, the
terms of each of the Contracts shall be extended so that their termination
dates shall be June 30, 2010.

      2.    AP shall have the option to extend the term of any or all of the
Contracts through June 30, 2020. In order to exercise the option, it must be
done on or before December 31, 2009.

      3.    Except as specifically set forth in this Amendment, all of the
terms and conditions of the Contracts shall remain in full force and effect.
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     IN WITNESS WHEREOF, the parties hereto have executed this Amendment the day
and year first above written.

                                   AMBASSADORS INTERNATIONAL, INC.



                                   By:  /s/  JOHN UEBERROTH
                                      ---------------------------------------
                                   Its: CEO


                                   AMBASSADORS PROGRAMS, INC.

                                   By:  /s/  JEFFREY D. THOMAS
                                      ---------------------------------------
                                   Its: President



                                   PEOPLE TO PEOPLE INTERNATIONAL


                                   By:  /s/  WILLIAM D. JARVIS
                                      ---------------------------------------
                                   Its: President



     Both parties agree that they will establish new classes of membership for
the various Ambassador Programs and provide a homestay gift package. These
items will be offered as a negative option on Ambassador Program invoices.



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