AMENDMENT NO. 1 

	 TO

	 REGISTRATION RIGHTS AGREEMENT

	 This Amendment No.1 to the
		Registration Rights Agreement (this Amendment) is made and entered into as of
		June __, 2007, by and among Courtside Acquisition Corp., a Delaware corporation
		(Parent) and the undersigned parties listed under Investor on the signature
		page the Registration Rights Agreement (the Investors).

	 RECITALS

	 WHEREAS, the Parties entered into a Registration Rights
		Agreement dated as of June 30, 2005 (the Registration Rights
		Agreement);

	 WHEREAS, the Parties wish to clarify
		that certain rights granted to the Investors under the Registration Rights
		Agreement do not conflict with rights subsequently granted by Parent to certain
		of its stockholders (New Investors) in connection with a proposed acquisition
		by the Company of American Community Newspapers LLC;

	 WHEREAS, pursuant to Section 6.7 of
		the Registration Rights Agreement, no amendment of the Registration Rights
		Agreement will be effective unless in writing signed by Parent and the
		Investors; and

	 WHEREAS, the Parties wish to amend
		the Registration Rights Agreement as set forth herein.

	 NOW, THEREFORE, in consideration of the foregoing premises and the
		mutual representations, warranties and agreements set forth herein, and for
		other good and valuable consideration, the receipt and sufficiency of which are
		hereby acknowledged, the Parties, intending to be legally bound, agree as
		follows:

	 1. Section 1 of the Registration
		Rights Agreement is hereby amended as follows:

	 (i) The following definition shall
		be added:

	 New Registration Rights Agreement
		means that certain Registration Rights Agreement dated June __, 2007 by and
		among the Company and the investors identified therein.

	 (ii) The first sentence of the
		definition of Registrable Securities contained in Section 1 shall be amended
		and replaced with the following:

	 Registrable Securities mean all of
		the shares of Common stock owned or held by Investors under this Agreement and
		investors under the New Registration Rights Agreement.

	  

	  

	 

	 

	 2. The third sentence of Section
		2.1.1 of the Registration Rights Agreement is hereby amended and replaced with
		the following:

	 The Company will notify all holders
		of Registrable Securities of the demand (together with all holders of
		Registrable Securities under the New Registration Rights Agreement), and each
		holder of Registrable Securities who wishes to include all or a portion of such
		holders Registrable Securities in the Demand Registration (each such holder
		including shares of Registrable Securities in such registration, a Demanding
		Holder) shall so notify the Company within fifteen (15) days after the receipt
		by the holder of the notice from the Company.

	 3. Section 2.2.2(ii) of the
		Registration Rights Agreement is hereby amended by replacing it in its entirety
		with the following:

	 If the registration is a demand
		registration undertaken at the demand of persons other than the holders of
		Registrable Securities pursuant to written contractual arrangements with such
		persons, (A) first, the shares of Common Stock for the account of the demanding
		persons that can be sold without exceeding the Maximum Number of Shares; (B)
		second, to the extent that the Maximum Number of Shares has not been reached
		under the foregoing clause (A), the shares of Common Stock or other securities
		that the Company desires to sell that can be sold without exceeding the Maximum
		Number of Shares; and (C) third, to the extent that the Maximum Number of
		Shares has not been reached under the foregoing clauses (A) and (B), the shares
		of Common Stock (including the Registrable Securities) or other securities as
		to which registration has been requested pursuant to written contractual
		piggy-back registration rights of other security holders (pro rata between such
		security holders in accordance with the number of shares of Common Stock which
		each such security holder has actually requested to be included in such
		registration, regardless of the number of shares of Common Stock with respect
		to which such security holders have the right to request such inclusion) that
		can be sold without exceeding the Maximum Number of Shares.

	 [Signature page follows]

	  

	  

	 

	 

	 IN WITNESS WHEREOF,
		the parties have caused this Amendment
		No. 1 to the Registration Rights Agreement to be executed and delivered by
		their duly authorized representatives as of the date first written
		above.

	  

	 
			
				   
	
				   
	
				   
	
				  COURTSIDE ACQUISITION
					 CORP.
A Delaware
					 corporation

	
				  
	
				   
	
				      By: 
	
				  

/s/ Richard D.
					 Goldstein

	
				   
	
				   
	
				   
	
				  Richard D. Goldstein,
					 Chairman




	  

	 
			
				   
	
				   
	
				   
	
				  INITIAL
					 STOCKHOLDERS:

	
				  
	
				   
	
				   
	
				  

/s/ Richard D.
					 Goldstein

	
				   
	
				   
	
				   
	
				  Richard D. Goldstein




	  

	  

	 
			
				   
	
				   
	
				   
	
				  /s/ Bruce M.
					 Greenwald

	
				   
	
				   
	
				   
	
				  Bruce M. Greenwald




	  

	  

	 
			
				   
	
				   
	
				   
	
				  HMA 1999 TRUST

	
				  
	
				   
	
				      By: 
	
				  

/s/ Oded
					 Aboodi

	
				   
	
				   
	
				   
	
				  Name: Oded Aboodi
Title: Trustee




	  

	  

	 
			
				   
	
				   
	
				   
	
				  DKA 1999 TRUST

	
				  
	
				   
	
				      By: 
	
				  

/s/ Oded
					 Aboodi

	
				   
	
				   
	
				   
	
				  Name: Oded Aboodi
Title: Trustee




	  

	  

	 
			
				   
	
				   
	
				   
	
				  ASH 1999 TRUST

	
				  
	
				   
	
				      By: 
	
				  

/s/ Oded
					 Aboodi

	
				   
	
				   
	
				   
	
				  Name: Oded Aboodi
Title: Trustee




	  

	  

	 
			
				   
	
				   
	
				   
	
				  JAR PARTNERS L.P.

	
				  
	
				   
	
				      By: 
	
				  

/s/ Richard D.
					 Goldstein

	
				   
	
				   
	
				   
	
				  Name: Richard D.
					 Goldstein
Title:
					 Trustee




	  

	  

	 
			
				   
	
				   
	
				   
	
				  /s/ Gregg H. Mayer

	
				   
	
				   
	
				   
	
				  Gregg H. Mayer




	  

	  

	 

	 

	  

	 
			
				   
	
				   
	
				   
	
				  /s/ Dennis H.
					 Leibowitz

	
				   
	
				   
	
				   
	
				  Dennis H. Leibowitz




	  

	 
			
				  
	
				   
	
				   
	
				  

/s/ Carl D.
					 Harnick

	
				   
	
				   
	
				   
	
				  Carl D. Harnick




	  

	 
			
				  
	
				   
	
				   
	
				  

/s/ Peter R.
					 Haje

	
				   
	
				   
	
				   
	
				  Peter R. Haje




	  

	 
			
				   
	
				   
	
				   
	
				  BMG 2004 TRUST

	
				  
	
				   
	
				      By: 
	
				  

/s/ Richard D.
					 Goldstein

	
				   
	
				   
	
				   
	
				  Name: Richard D.
					 Goldstein
Title:
					 Trustee




	  

	 
			
				  
	
				   
	
				   
	
				  

/s/ Darren M.
					 Sardoff

	
				   
	
				   
	
				   
	
				  Darren M. Sardoff