EXHIBIT 10.51

                                SUPPLEMENT #1 TO
                        THE PRIVATE PLACEMENT OFFERING OF
                         CEDRIC KUSHNER PROMOTIONS, INC.


                    THE DATE OF SUPPLEMENT IS MARCH 19, 2004


     Reference  is hereby  made to the  Subscription  Agreement  relating to the
offering by Cedric Kushner Promotions,  Inc. (the "Company") of up to $2,000,000
of the  Company's  10%  Convertible  Promissory  Notes and  Warrants to purchase
common stock.  In connection  therewith,  the Company hereby  informs  potential
subscribers to the Company's private placement offering as follows:

SEC Enforcement Action

Paragraph  4(b) of the  Subscription  Agreement  provides,  in relevant part, as
follows:

     "The Purchaser and its Advisors have carefully  reviewed such documents and
     understand the information contained therein,  including the Form 8-K filed
     by the Company with the SEC on July 25, 2003 which gave rise to the Company
     being  informed by the staff of the SEC that it intends to  recommend  that
     the SEC bring a civil injunction action against Cedric Kushner  Promotions,
     Inc. and its officers and  directors,  alleging that they violated  Section
     10(b) of the  Securities  Exchange  Act of 1934  and  Exchange  Rule  10b-5
     thereunder.  The staff also  alleges  that the  officers  violated  Section
     302(a) of the Public Company Accounting Reform and Investors Protection Act
     of 2002 and Exchange  Act Rule 13a-14  thereunder.  In addition,  the staff
     further  alleges that the officers and directors  aided and abetted  Cedric
     Kushner  Promotions,  Inc.'s  violation of the Exchange Act Sections 13(a),
     13(b)  (2) (A),  13 (b) (2) (B) and  Exchange  Act Rules  12b-20  and 13a-1
     thereunder;

     The Company has recently  been  informed by the staff of the SEC, that they
have received  approval from the SEC to bring a civil injunction  action against
Cedric  Kushner  Promotions,  Inc.  and its officers  and  directors.  While the
Company has not yet been served with formal  documents  in  connection  with any
such proceeding,  and, accordingly,  is unable to state, with any certainty, the
exact violations of securities laws that will be stated in such complaint or the
names of each of the individuals that will be named in such complaint, it may be
expected that the complaint  will cover all of the  violations  set forth above,
and that the  individuals  named will include all of the Company's  officers and
directors.

     The remedies which the SEC may seek in connection  with the proposed action
include, but are not limited to:

     o    Monetary fines levied upon the Company and its officers and directors;

     o    Removal of the Company's  current  officers from their positions and a
          prohibition from such  individuals  serving in such capacity for other
          publicly traded corporations; and

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     o    Removal of the current  members of the  Company's  board of  directors
          from their positions and a prohibition from such  individuals  serving
          in such capacity for other publicly traded corporations.

     The Company and its  officers and  directors  intend to  vigorously  defend
themselves  against  any  action  by the SEC.  If,  however,  the SEC were to be
successful in its efforts,  the  Company's  business,  operations  and financial
condition could be materially adversely affected.

AS THE FOREGOING  REPRESENTS  MATERIAL  INFORMATION AND EVENTS SINCE THE DATE OF
THE SUBSCRIPTION  AGREEMENT,  YOU ARE REQUIRED TO ACKNOWLEDGE AND AGREE THAT YOU
HAVE RECEIVED AND REVIEWED THE FORGOING INFORMATION.  ACCORDINGLY, YOU MUST SIGN
THIS  SUPPLEMENT  IN THE SPACE  PROVIDE  BELOW BEFORE YOUR  SUBSCRIPTION  CAN BE
ACCEPTED.


_______________________________________(Print)
Name Of Subscriber


_______________________________________
Signature of Subscriber

Date:___________________________________