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Exhibit 10.7.3  


 
 

VESSEL CONSTRUCTION AGREEMENT AMENDMENT    
    


 
 

(K-Sea Transportation LLC)    
    


        This Addendum No. 2 ("Addendum") to that certain Vessel Construction Agreement by and between Bollinger Gretna L.L.C. as builder ("Builder") and K-Sea
Transportation LLC, a Delaware limited liability company, as Buyer ("Buyer") for the vessels presently known as Hulls Nos. 416, 417, 421 and 422 ("Vessels") dated March 23, 2001, as heretofore amended
by Addendum No. 1, dated March 23, 2001 ("Vessel Construction Agreement") is entered this 7th day of June, 2002. Capitalized terms in this Addendum, unless otherwise specified, shall have the same
meaning as that ascribed to them in the Vessel Construction Agreement. 


RECITALS:  


        WHEREAS:


        (i)    The
United States of America, represented by the Secretary of Transportation, acting by and through the Maritime Administrator ("Secretary"), has agreed to provide Buyer
a guarantee of vessel financing obligations ("Commitment") to assist with the construction costs of the Vessels being built by the Builder; and 


        (ii)   As
an inducement to the Secretary's issuance of the Commitment and further actions by the Secretary pursuant thereto, Builder and Buyer have agreed to make certain
amendments to the Vessel Construction Agreement required by the Secretary, in the form set forth in this Addendum. 



        NOW THEREFORE, in consideration of the premises and mutual promises herein, the parties agree that the Vessel Construction Agreement, as
heretofore amended, is further amended as follows: 


        1.     Article
9 of the Vessel Construction Agreement shall be amended by adding an additional Paragraph "C" at the end thereof providing: 



        C.    Bollinger
shall permit inspection by, supply information to, and cooperate with the United States of America, represented by the Secretary of Transportation acting by and
through the Maritime Administrator (the "Secretary"), at its yard where the assembly of the Vessel is now taking place and at such other yards of Bollinger, its affiliates and subcontractors where
parts of the Construction Contract or subcontracts may be performed. Bollinger acknowledges that such cooperation may include, but is not limited to, providing the Secretary: (1) access to the Vessel
and areas of Bollinger where work related to the Vessel is being performed by Bollinger, its contractors and subcontractors, at all reasonable times during normal working hours to inspect performance
of the work defined as set forth in Article 1(A), and to observe trials and other tests; (2) copies of detailed production and construction schedules for the Vessel along with changes to such
documents as they occur; (3) access to contract plans and specifications for the Vessel; (4) reasonable access to Bollinger's production manager or supervisor; (5) information on the origination and
source of materials; and (6) access to progress payment and construction milestones information. In conjunction with any such inspections by the Secretary, Bollinger will furnish, on a temporary
basis, reasonable space at its yard for the Secretary's representatives and communication, copying and other facilities as appropriate. The Secretary's access to the Vessel shall be at the Secretary's
sole risk. Bollinger assumes no responsibility save for its own negligence or intentional acts for any injury that the Secretary or its representatives, agent or contractor may sustain on the Vessel
during its construction. 



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        2.     Except
as modified and expressly amended by this Amendment No. 2, the Vessel Construction Agreement is, in all respects, ratified and confirmed, and all the terms,
provisions and conditions thereof shall be and remain in full force and effect. 


        3.     Notwithstanding
any of the foregoing, the Buyer agrees to Section 2.13 of Exhibit 1 to the security agreement, Contract No. 13781, dated June 7, 2002 ("the Security
Agreement") among the Buyer, EW Holding Corp., a New York corporation and the Secretary. So long as any obligation secured by the Security Agreement remains outstanding, Section 2.13 to the Security
Agreement shall control. 


        4.     This
Amendment No. 2 to the Vessel Construction Agreement may be executed in one or more counterparts. All such counterparts shall be originals and shall together
constitute but one and the same instrument. 


[signatures on next page]  


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        IN WITNESS WHEREOF, the parties have executed and delivered this Addendum on the date above first written. 



	 	 	Builder:
	

 	
 	

Bollinger Gretna L.L.C.
	

 	
 	

By:	
 	

/s/ Richard Bollinger

	 	 	Name:	 	Richard Bollinger

	 	 	Title:	 	President

	

 	
 	
Buyer:
	

 	
 	

K-Sea Transportation LLC
	

 	
 	

By:	
 	

/s/ Timothy J. Casey

	 	 	Name:	 	Timothy J. Casey

	 	 	Title:	 	President/CEO





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VESSEL CONSTRUCTION AGREEMENT AMENDMENT

(K-Sea Transportation LLC)