NON-DISCLOSURE AND NON-COMPETITION AGREEMENT

 EXHIBIT 10.6A

                    FIRST AMENDMENT TO INDEPENDENT CONTRACTOR
                  NON-DISCLOSURE AND NON-COMPETITION AGREEMENT

         This First Amendment to Independent Contractor Non-Disclosure and
Non-Competition Agreement (this "Amendment") is entered into effective as of the
___ day of February, 2006, by and between Speaking Roses International, Inc., a
Utah corporation (the "Company") and Terry Isom, an individual ("Contractor").

         WHEREAS, the Company and Contractor have agreed to amend the
Independent Contractor Non-Disclosure and Non-Competition Agreement dated
October 13, 2005, by and between each of the parties hereto (the "Agreement") to
reflect certain understandings of the parties with respect to the Agreement;

         NOW THEREFORE, in consideration of the foregoing premises and covenants
and agreements set forth herein, and other good and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, the Company and
Contractor hereby agree as follows:

         1. Amendment of Section 1(b). Section 1(b) of the Agreement is hereby
amended to delete the phrase "as needed" from the first sentence thereof and to
insert in its stead the phrase "upon the unambiguous request of an authorized
officer of the Company."

         2. Amendment of Section 1(c). Section 1(c) of the Agreement is hereby
amended to delete the phrase "shall pay to Contractor the amount of $50,000
determined as set forth in Exhibit A and . . ." without replacement therefore.

         3. No Other Effect. Except as expressly set forth herein, the Agreement
shall not by implication or otherwise be supplemented or amended by virtue of
this Amendment, but shall remain in full force and effect, as amended hereby.

         IN WITNESS WHEREOF, the Company and Contractor have duly executed this
Amendment as of the date first set forth above.

         Speaking Roses International, Inc.

         By:/s/John Winterholler                    /s/Terry Isom
            --------------------                    --------------
             John Winterholler, President              Terry Isom 

Basic Info X:

Name: NON-DISCLOSURE AND NON-COMPETITION AGREEMENT
Type: Non-disclosure and Non-competition Agreement
Date: Feb. 8, 2006
Company: SPEAKING ROSES INTERNATIONAL INC
State: Nevada

Other info: