EXHIBIT 10.26

                                 SOUTHTRUST BANK
                              POST OFFICE BOX 2166
                             ORLANDO, FLORIDA 32802

                               September 27, 2002

ANGELO MORINI
GALAXY NUTRITIONAL FOODS, INC.,
a Delaware corporation
2441 Viscount Row
Orlando, Florida  32809

     Re: Renewal  Promissory Note  (PROMISSORY  NOTE) in the principal amount of
     $1,500,000.00,  executed  by GALAXY  NUTRITIONAL  FOODS,  INC.,  a Delaware
     corporation,  f/k/a GALAXY FOODS COMPANY  (BORROWER) in favor of SouthTrust
     Bank (BANK), as guaranteed by ANGELO MORINI ("GUARANTOR")

Dear  Mr. Morini:

     As you are aware, the Borrower has not made the principal payments, each in
the amount of $50,000.00 per month, that were due by the Borrower to the Bank on
the 1st day of the months of June, July, August and September of 2002,  pursuant
to the terms of the above  referenced  Promissory  Note. It is my  understanding
that you have requested that the principal payments that were due on the 1st day
of June,  July,  August  and  September  of 2002 (the  "DEFERRED  PAYMENTS")  be
deferred until the maturity date of the Promissory  Note. The Bank  acknowledges
that the interest payments have been made by Borrower to Bank in accordance with
the terms of the Promissory  Note, and shall continue to be due and owing by the
Borrower  in  accordance  with the terms of the  Promissory  Note.  The Bank has
agreed to defer the principal  payments,  in the amount of $50,000.00 each, that
were due by Borrower to Bank on the 1st day of June, July, August, and September
of 2002,  until the maturity date of the Promissory Note, at which time all then
unpaid principal and interest,  including the Deferred Payments shall be due and
payable in full.  All other  terms and  conditions  of the  Promissory  Note not
modified herein shall remain unchanged and in full force and effect,  including,
but not limited  to, the  obligation  of the  Borrower to continue to pay to the
Bank  monthly  principal  payments of  $50,000.00  each,  together  with accrued
interest due pursuant to the terms of the Promissory Note, commencing on October
1,  2002,  and on the 1st day of each  and  every  month  thereafter  until  the
maturity date of the Promissory Note at which time all then unpaid principal and
interest shall be due and payable in full.

                                        Sincerely,

                                        SOUTHTRUST BANK

                                        By: /s/ Todd H. Banes
                                            -----------------
                                            TODD H. BANES
                                            Vice President