Exhibit 10.47 LETTER AGREEMENT DATED AS OF OCTOBER 24, 2005 TERMINATING THE AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER Olympic Cascade Letterhead October 24, 2005 Victor K. Kurylak First Montauk Financial Corp. Parkway 109 Office Center 328 Newman Springs Road Red Bank, NJ 07701 Dear Victor: Reference is made to that certain Amended and Restated Agreement and Plan of Merger dated as of June 27, 2005 by and among First Montauk Financial Corp. ("First Montauk"), Olympic Cascade Financial Corporation ("Olympic") and OLY Acquisition Corp. (the "Merger Agreement"). All capitalized terms herein not otherwise defined shall have the meaning ascribed to them in the Merger Agreement. Pursuant to Section 9.1(a) of the Merger Agreement, Olympic and First Montauk hereby agree to terminate the Agreement effective as of the date hereof. Accordingly, the parties shall have no further obligation to each other arising out of the Merger Agreement, the Merger, and the transactions contemplated thereby, and each party agrees to bear all of its own expenses, notwithstanding the provisions of Section 7.7. Very truly yours, Olympic Cascade Financial Corporation By: /s/ Mark Goldwasser Name: Mark Goldwasser Title: President and Chief Executive Officer Agreed and Accepted: First Montauk Financial Corp. By: /s/ Victor K. Kurylak Name: Victor K. Kurylak Title: Chief Executive Officer