Exhibit 10.19

                                                   July 12, 2005




International Thoroughbred Breeders, Inc.
1105 North Market Street
Suite 1300
Wilmington, DE 19899
Attn:  Mr. Francis W. Murray

Re: Amendment to Advisory Agreement

Dear Mr. Murray:

     Reference is made to the Advisory  Agreement dated as of June 30, 2005 (the
"Advisory Agreement"),  between International  Thoroughbred Breeders,  Inc. (the
"Company")  and MBC Global,  LLC, an Illinois  limited  liability  company ("MBC
Global").

     Paragraph 2(d) of the Advisory  Agreement  contemplates the issuance by the
Company of three stock purchase warrants,  for an aggregate of 400,000 shares of
the  Company's  common stock,  in  conjunction  with a single  closing (it being
understood that the Advisory  Agreement would be released from escrow and become
effective  upon closing of the  Company's  sale,  for an aggregate  subscription
price of $7.5 million,  of the Company's Series B Convertible  Preferred Stock).
This letter will clarify and amend the Advisory Agreement in the event aggregate
subscriptions  are  received  and  accepted  by the  Company  for less than $5.0
million of the Series B Convertible Preferred Stock.

     MBC Global agrees that the warrants previously delivered into escrow by the
Company  and  presently  held in escrow by  Bouhan,  Williams  & Levy,  LLP (the
"Escrow  Agent") will continue to be held in escrow until the earlier of (a) the
Company's  receipt and acceptance of  subscriptions  and receipt of subscription
funds for the sale of an  aggregate of $5.0  million of the  Company's  Series B
Convertible  Preferred Stock or (b) the termination of the Company's offering of
such Series B Convertible Preferred Stock,  scheduled to occur at 5 p.m. Eastern
Daylight  Time on July 22,  2005  (unless  extended  by  written  notice  by the
Company);  and if the  offering  is  terminated  with  less  than  an  aggregate
subscription of $5.0 million of Series B Convertible Preferred Stock having been
sold, then the number of shares of common stock  purchasable  under the warrants
to be issued under each of clause (i),  (ii) and (iii) of Paragraph  2(d) of the
Advisory Agreement will be adjusted  proportionately to equal the product of (x)
the number of shares  presently  provided  for in the said clause  (i),  (ii) or
(iii),  as applicable,  multiplied by (y) a fraction,  the numerator of which is
the  aggregate  dollar  amount of  subscriptions  for the  Series B  Convertible
Preferred  Stock  received  and  accepted  by the  Company  and  paid for by the
applicable  investors and the  denominator  of which is $7.5  million.  Once the
total number of shares to be purchasable  under the warrants is  determined,  if
there is a reduction in the number of common shares to be purchasable  under the
warrants,  the Company  will  execute and deliver new  warrants  for the reduced
number of shares to the  Escrow  Agent  and,  upon the  Escrow  Agent's  receipt
thereof,  the Escrow  Agent will deliver to counsel for the

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Company the  original  warrants  now being held in escrow for the purchase of an
aggregate of 400,000 shares of common stock.

     It is further  understood  and agreed that (a) the Advisory  Agreement,  as
amended hereby,  will be released to MBC Global from escrow and become effective
upon  consummation  of the first sale by the Company of its Series B Convertible
Preferred  Stock and (b) the warrants  presently held in escrow will be released
to MBC  Global  only if there is no  reduction  in the  number of common  shares
purchasable  under the warrants in  accordance  with the  immediately  preceding
paragraph,  and if such reduction occurs as therein provided,  the warrants will
be delivered to counsel for the Company as provided in the immediately preceding
paragraph.

     Please confirm your agreement with the foregoing by signing and returning a
duplicate copy of this letter to the undersigned.


                                   Very truly yours,







                                            MBC GLOBAL, LLC

                                            By:  /s/___________________________
                                                    Print Name:________________
                                                    Title:_____________________

ACCEPTED AND AGREED TO:

INTERNATIONAL THOROUGHBRED BREEDERS, INC.

By: /s/____________________________
       Francis W. Murray, President


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