Exhibit 10.10
                                                               EXECUTION COPY

                              [CSFB LLC LETTERHEAD]
                                 April 27, 2004

PRIVATE AND CONFIDENTIAL

DLJ Merchant Banking II, Inc.
11 Madison Avenue
New York, NY 10010

AHC I Acquisition Corp.
c/o DLJ Merchant Banking II, Inc.
11 Madison Avenue
New York, NY 10010

Re: Arcade Holding Corporation

Ladies and Gentlemen:

Reference is hereby made to that certain  letter  agreement  dated  December 12,
1997 (the  "Agreement"),  a copy of which is  attached  hereto,  between  Credit
Suisse First Boston LLC, as successor to the  interests of  Donaldson,  Lufkin &
Jenrette  Securities  Corporation  under  the  Agreement  ("CSFB"),  and  AHC  I
Acquisition  Corp.  (the  "Company").  Capitalized  terms used and not otherwise
defined herein shall have the meanings assigned to such terms in the Agreement.

Subject to the following  paragraph,  CSFB hereby  assigns as of the date hereof
all of its rights and  obligations  under the Agreement to DLJ Merchant  Banking
II, Inc.  ("Merchant  Banking"),  and Merchant  Banking hereby assumes as of the
date hereof all of the rights and  obligations of CSFB under the Agreement.  The
Company hereby consents to such  assignment and  assumption,  and from and after
the date  hereof,  the Company  shall pay to Merchant  Banking the  advisory fee
contemplated by the Agreement.

Notwithstanding the foregoing, in the event the Company determines to pursue any
Transaction during the term of the Agreement, CSFB shall retain the right to act
as the Company's exclusive financial advisor, sole placement agent, sole initial
purchaser or sole managing  underwriter or sole dealer-manager (the "Transaction
Services"), as the case may be, with respect to each such Transaction,  and CSFB
shall  retain  the  right to  receive  fees in  exchange  for  such  Transaction
Services.  Additionally,  CSFB and its  affiliates  shall  have the  rights  and
benefits  provided by the indemnity set forth on Schedule I to the Agreement (in
addition to, and not to the exclusion of, Merchant Banking) for (i) any advisory
services  rendered or failed to be  rendered by CSFB to the Company  pursuant to
the  Agreement  prior to the date  hereof  and  (ii)  any  Transaction  Services
rendered  or  failed  to be  rendered  by CSFB to the  Company  pursuant  to the
Agreement prior to the date hereof.

Please  confirm  your  agreement  with the  foregoing  by  signing  in the space
indicated below and returning an executed copy of this letter to CSFB.


<PAGE>


                                                Very truly yours,

                                                CREDIT SUISSE FIRST BOSTON LLC


                                                By: /s/ Mark Levitt
                                                    --------------------------
                                                    Name:  Mark Levitt
                                                    Title: Managing Director


Accepted and agreed to
this 27th day of April, 2004

DLJ MERCHANT BANKING II, INC.


By: /s/ Michael Isikow
    -------------------------
    Name:  Michael Isikow
    Title: Principal


Acknowledged and agreed to
this 27th day of April, 2004

AHC I ACQUISITION CORP.


By: /s/ Kenneth A. Budde
   --------------------------
   Name:  Kenneth A. Budde
   Title: Chief Financial Officer