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                                                                   EXHIBIT 10.25
                          AMENDMENT OF LEASE AGREEMENT

This AMENDMENT OF LEASE AGREEMENT is made this ____ day of October, 2000 to be
effective as of December 1, 2000, by and between FAIRE PARTNERS, LLC, a limited
liability company organized and existing under the laws of the State of Texas
("Landlord") and RENAISSANCE ENTERTAINMENT CORPORATION, a corporation organized
and existing under the laws of the State of Colorado ("Tenant").

                             PRELIMINARY STATEMENTS

         A.       Landlord and Tenant executed that certain Lease
                  Agreement dated November 13, 1997, pursuant to the
                  terms of which the Landlord did lease unto the Tenant
                  and the Tenant did hire from the Landlord the real
                  property described on Exhibit "A" attached hereto,
                  together with all improvements (as defined in the
                  Lease Agreement) located thereon.

         B.       Landlord and Tenant have reached certain
                  understandings and agreements with respect to a
                  modification of the Lease Agreement and desire to
                  reduce such understanding and agreement to writing.

         ACCORDINGLY, in consideration of the mutual covenants and agreements
herein contained, and the other good and valuable consideration, Landlord and
Tenant agree as follows:

         1.  RENT DEFERRAL. Notwithstanding anything contained in Section
             2.1 of the Lease Agreement to the contrary, during the period
             of time between December 1, 2000 and May 31, 2001 the Monthly
             Base Rent payable by Tenant to Landlord shall be reduced from
             $36,666.66 per month to $21,666.66 per month and during the
             period of time between June 1, 2001 through November 30, 2001,
             the Monthly Base Rent payable by Tenant to Landlord shall be
             increased to $51,666.66 per month. Subsequent to November 30,
             2001, the Monthly Basic Rent shall be payable in accordance
             with the terms and provisions of Section 2.1 of the Lease
             Agreement.

         2.  GUARANTY OF PAYMENT/STOCK WARRANT. As an inducement to
             Landlord to execute this Lease Amendment, simultaneously with
             the execution hereof, Tenant has caused Charles S. Leavell to
             execute and deliver to Landlord the Guaranty Agreement
             attached hereto as Exhibit "B" guaranteeing the payment of the
             rent deferred during the Deferral Period.

         3.  NO FURTHER MODIFICATIONS. Except as herein modified, the terms
             and provisions of the Lease Agreement are hereby ratified and
             confirmed in all respects by the parties hereto.

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                  FAIRE PARTNERS, LLC


                  By:__________________________________________________________
                     Stephen L. Feinberg, Manager



                  By:__________________________________________________________
                     William Wise, Manager



                  By:__________________________________________________________
                     Mary Lee Pinkerton, Executor of Charles H. Leavell Estate

                                                                       LANDLORD

                  RENAISSANCE ENTERTAINMENT CORPORATION



                  By:__________________________________________________________


                  Name:________________________________________________________


                  Title:_______________________________________________________

                                                                       TENANT

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                                    EXHIBIT A

                                LEGAL DESCRIPTION


PARCEL I:

Part of the Southeast Quarter and part of the Northeast Quarter of Section 36,
Town 1 North, Range 21 East of the Fourth Principal Meridian, lying and being in
the Town of Bristol, Kenosha County, Wisconsin, and being more particularly
described as: Beginning on the South line of the Southeast Quarter of said
Section at a point 600.7 feet South 89 degrees 24 minutes 50 seconds West from
the Southeast corner of said Quarter Section; thence South 89 degrees 24 minutes
50 seconds West along the South line of said Quarter Section 729.8 feet and to
the West line of the East half of said Quarter Section; thence North 1 degree 53
minutes 10 seconds West along the West line of the East Half of said Quarter
Section 2675.0 feet and to the North line of said Quarter Section; thence North
1 degree 46 minutes 40 seconds West along the West line of the Southeast Quarter
of the Northeast Quarter of said Section 1325.36 feet and to the North line of
said Quarter Quarter Section; thence North 89 degrees 02 minutes East along the
North line of said Quarter Quarter Section 1051.34 feet and to the Westerly
right-of-way line of Interstate Highway 94; thence South 2 degrees 03 minutes
East along said right-of-way line 131.93 feet; thence South 21 degrees 06
minutes West along said right-of-way line 788.49 feet; thence South 2 degrees 03
minutes East along said right-of-way line 700 feet; thence South 17 degrees 45
minutes 50 seconds East along said right-of-way line 1167.69 feet; thence South
10 degrees 58 minutes 40 seconds East along said right-of-way line 482.66 feet;
thence South 89 degrees 24 minutes 50 seconds West parallel to the South line of
the Southeast Quarter of said Section 395.04 feet; thence South 0 degree 35
minutes 10 seconds East at right angles to the South line of said Quarter
Section 851.72 feet to the point of beginning.

PARCEL II:

The East Half of the West Half of the Southeast Quarter and the Southwest
Quarter of the Northeast Quarter of Section Thirty-six (36), in Town One (1)
North, Range Twenty-one (21) East of the Fourth Principal Meridian; in the Town
of Bristol, County of Kenosha and State of Wisconsin.