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                                                                    EXHIBIT 10.2

                       FIRST AMENDMENT TO LEASE AGREEMENT
                                 BY AND BETWEEN
          GATEWAY ECONOMIC DEVELOPMENT CORPORATION OF GREATER CLEVELAND
                                       AND
             CLEVELAND INDIANS BASEBALL COMPANY LIMITED PARTNERSHIP



                  THIS FIRST AMENDMENT ("First Amendment") is made as of the
22nd day of March 1999, by and between GATEWAY ECONOMIC DEVELOPMENT CORPORATION
OF GREATER CLEVELAND, a nonprofit corporation organized under the laws of the
State of Ohio (together with it successors and assigns hereinafter referred to
as "Gateway"), and CLEVELAND INDIANS BASEBALL COMPANY LIMITED PARTNERSHIP, an
Ohio limited partnership (hereinafter referred to as "Lessee").

         RECITALS:

         WHEREAS, Gateway and Lessee entered into a Lease Agreement, dated as of
the 3rd day of July, 1991 (hereinafter referred to as the "Lease Agreement"),
and certain other documentation and agreements related thereto; and

         WHEREAS, Gateway and Lessee are desirous of making certain
modifications to the Lease Agreement; and

         WHEREAS, notwithstanding and as an exception to the provisions of
section 31.24, it is the intention of Gateway and Lessee that the City of
Cleveland shall be an intended third party beneficiary of these modifications to
the Lease Agreement.

         NOW THEREFORE, in consideration of the mutual promises, covenants and
agreements contained herein, the parties do hereby agree to the following
modifications to the Lease Agreement.

         1.       Lessee shall make available to the City of Cleveland for use 
                  by the City's Division of Recreation, a total of one hundred
                  (100) free auxiliary bleacher seats per game for all regular
                  season games played each year during the period commencing
                  from the date that the auxiliary bleachers structure is
                  erected and placed into use through October 1 for the duration
                  of this Lease. The preceding commitment is the same commitment
                  as set forth in the First Amendment to Ground Lease and the
                  Third Amendment to Management Agreement of even date herewith
                  and not in addition thereto (i.e., the total commitment is for
                  one hundred (100) tickets only, in the aggregate).
                  Notwithstanding the preceding commitment, in the event that
                  the City of Cleveland, for any period, does not grant any
                  necessary approvals, consent, or permits for the erection, use
                  or operation of the auxiliary bleachers structure, then the
                  commitment to provide said free tickets shall be automatically
                  suspended until such approvals, consents or permits are given
                  or issued, as the case may be. In the event that Lessee
                  elects, 


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                  in Lessee's sole and absolute discretion, not to erect, use
                  and operate the auxiliary bleachers structure during such
                  year, then the Lessee will provide to the City of Cleveland
                  during such year one hundred (100) free tickets for each
                  regular season game during the period of May 15 through
                  October 1 in other locations in the Ballpark determined and
                  selected in the sole and absolute discretion of the Lessee;
                  provided, however, that such tickets shall not be standing
                  room only tickets. The free tickets described herein shall not
                  be Paid Attendance Tickets or Excluded Tickets as those terms
                  are defined in this Lease.

         2.       The City of Cleveland hereby approves the concept of the
                  auxiliary bleachers structure and the City of Cleveland shall
                  process all building permits for the auxiliary bleachers
                  structure in a timely fashion and shall not unreasonably
                  withhold its approval of such permits; provided said auxiliary
                  bleachers comply with all requirements of the Ohio Basic
                  Building Code.

         3.       Section 31.24 is modified to read consistently with this 
                  amendment.

         4.       The parties hereby agree that the following attached exhibits
                  are hereby incorporated by reference into the Lease Agreement:

                  (a)      Exhibit A attached hereto sets forth the legal
                           description of the Ballpark Land, excluding therefrom
                           the area described in Exhibit B attached hereto
                           referred to as the "Field."

                  (b)      Exhibit B attached hereto is hereby incorporated into
                           the Lease Agreement to describe the area referred to
                           in the Lease Agreement and the Ground Lease as the
                           "Field."

                  (c)      Exhibit I attached hereto sets forth the legal 
                           description of the Arena Land.

                  The City shall not be deemed to have either approved or
                  disapproved the attached Exhibits and the commitments set
                  forth in Section 1 and 2 above are independent from the
                  inaccuracy, if any, of such Exhibits.

         FURTHERMORE, the provisions of this First Amendment are hereby
incorporated into the original Lease Agreement as if fully rewritten therein.
Except as otherwise provided in, or otherwise necessary or appropriate to give
effect to the terms of this First Amendment, all the provisions, terms and
conditions contained in the Lease Agreement, not inconsistent with this First
Amendment, shall remain unchanged and in full force and effect.


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         IN WITNESS WHEREOF, the parties hereto have entered into this First
Amendment as of the day and year first above written.

Witnesses as to Gateway:            GATEWAY ECONOMIC DEVELOPMENT
                                    CORPORATION OF GREATER
                                    CLEVELAND, an Ohio nonprofit corporation
/s/ Sherry Jefferson
-------------------------------
         Signature
                                    By: /s/ Joseph A. Marinucci                
   Sherry Jefferson                    --------------------------------------
-------------------------------     Title:  Chairman                         
         Print Name                       -----------------------------------

/s/ Ruth-Anne Flannery              And:_____________________________________
--------------------------------    Title:___________________________________
         Signature                                                           

Ruth-Anne Flannery
-------------------------------
         Print Name

Witnesses as to Lessee:             CLEVELAND INDIANS BASEBALL
                                    COMPANY LIMITED PARTNERSHIP,
                                    an Ohio limited partnership
/s/ Ronald S. McQuate               By: Cleveland Indians Baseball Company, 
______________________________          Inc., an Ohio corporation, its sole 
         Signature                      general partner


Ronald S. McQuate
_______________________________                 /s/ Dennis Lehman
         Print Name                 By:______________________________________
/s/ Jacqueline Pachinger-Stetter    Title: Executive Vice President, Business
_______________________________           ___________________________________
         Signature
                                               /s/ Kenneth E. Stefanov
Jacqueline Pachinger-Stetter        And:_____________________________________
_______________________________     Title: Vice President, Finance
         Print Name                     _____________________________________

The City of Cleveland joins in the execution of this Amendment for the purpose
of acknowledging its agreement to Section 2 hereof and accepting the benefits of
Section 1 hereof.

                                  CITY OF CLEVELAND


                                  By:     /s/ Michael R. White
                                     --------------------------------------
                                  Its: Mayor of City of Cleveland          
                                      -------------------------------------
                                  Date:        March 19, 1999           
                                        ___________________________________

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