Exhibit 4.55

Coolsingel 104

3011 AG Rotterdam

Mailing address

P.O. Box 249

3000 AE Rotterdam

Telephone +31 10 2B2 02 82
Fax +31 10 282 03 99

CONFIDENTIAL	Bankaccount 52.52.30.025
FreeSeas Inc.
For the attention of the Management	Swift HBUANL2R
89 Akti Miaouli & 4 Gr Mavrokordatou street	www.HBU.nl
PIRAEUS 185 38
Griekenland

Department
Accountmanagement Corporates

Reference	Telephone	Fax	Date
L.J.M. Bloemheuvel/je	31-10-2820146	31-10-2820149	12 August2008

Re: credit arrangement Adventure Two S.A. / Adventure Three S.A. / Adventure Seven S.A./ Adventure Eleven S.A.

Dear Sirs,

Further to our discussion, we are pleased to offer the financing arrangement set out in the enclosed Credit Agreement.

The amendments to the existing credit arrangements have been indicated in the Credit
Agreement as far as possible.

Our offer is valid until 26 August 2008. If you wish to accept the offer, please return one copy of the Credit Agreement before that date, duly signed in the appropriate place. You can keep the second copy of the Credit Agreement for filing purposes.

If you accept the offer please also complete the enclosed Short-term Loan Agreement, following the instructions stated in the agreements, and return them to us, dated and duly signed. You can keep the second copy of the Short-term Loan Agreement for you file.

We also have enclosed the text of the Independent Corporate Guarantee, which needs to be taken over by FreeSeas Inc. on their note paper. This Guarantee needs to be legally signed and dated by FreeSeas Inc.

Furthermore we would like to receive an actual document of trade registration in original (not older than three months) of Adventure Eleven S.A.

[ILLEGIBLE]
	HOLLANDSCHE BANK UNIE N.V.
	Register of Commerce Rotterdam no 33259495
	VAT no NL003027144B01

     HOLLANDSCHE
                               BANK-UNIE N.V.

L.J.M Bloemheuvel/je

We will arrange a mortgagees interest insurance on your charges. We trust to have been of service to you. Yours sincerely,

HOLLANDSCHE BANK-UNIE N.V.

Encl: Credit Agreement in twofold HBU General
Credit Provisions General Banking Conditions of
HBU Short term Loan Agreement in twofold
Text of the Independent Corporate Guarantee

HOLLANDSCHE BANK-UNIE N.V.

Handelsregister K. v.K. Rotterdam nr 33259495

 B.T.W. ident nr. NL 00.30.27.144,B01

     HOLLANDSCHE
                               BANK-UNIE N.V.

CREDIT AGREEMENT

The undersigned:

1.	Adventure Two S.A., established in Majuro, Marshall Islands,
	Adventure Three S.A., established in Majuro, Marshall Islands,
	Adventure Seven S.A., established in Majuro, Marshall Islands,
	Adventure Eleven S.A., established in Monrovia, Liberia,	(new)
	hereinafter (together and individually) referred to as ‘the Borrower’,
2.	HOLLANDSCHE BANK-UNIE N.V., having its registered office in Rotterdam, the Netherlands, hereinafter referred to as ‘HBU’.

Have agreed as follows:

On the basis of the information supplied to HBU, the Borrower is granted a facility on the terms and conditions and at the rates and charges stated in this agreement and the appendix hereto The facility is granted to finance the Borrower’s business activities.

Facility amount	USD	66,725,000	(was USD 32,125,000)
Breakdown of facility amount
Overdraft facility I	USD	2,500,000
Overdraft facility II	USD	1,375,000
Overdraft facility III	USD	3,000,000
Overdraft facility IV	USD	34,600,000		(new)
8-year rollover loan	USD	25,250,000	(outstanding amount)
(principal amount USD 27,000,000)

Overdraft facility I, II and IV

The credits may also be used for drawing short-term loans in USD. The terms and conditions governing these short-term loans will be incorporated in a separate short-term loan agreement.

Reduction scheme overdraft facility I

Except for earlier alteration, the limit of the overdraft facility will be reduced in successive three-monthly instalments according to the below schedule:

1 instalment of USD 500,000, on 27 September 2008 and

1 instalment of USD 2,000,000 on 27 December 2008

Reduction scheme overdraft facility II [ILLEGIBLE]

Except for earlier alteration, the limit of the overdraft facility II will be reduced by USD 125,000 per quarter to nil beginning three months after drawing date. The next reduction will be on 27 September 2008. The next reduction will be 27 September 2008

Reduction scheme overdraft facility III (amendment)

The Borrower may draw under this credit when the overdraft facility IV has been repaid.

Except for earlier alteration, the limit of the overdraft facility III will be reduced to nil on 1 april 2016.

HOLLANDSCHE BANK-UNIE N.V.

Handelsregister K. v.K. Rotterdam nr 33259495

 B.T.W. ident nr. NL 00.30.27.144,B01

Reduction scheme overdraft facility IV (new)

     HOLLANDSCHE
                               BANK-UNIE N.V.

Except for earlier alteration, the limit of the overdraft facility will be reduced in successive three-monthly instalments according to the below schedule:

3 instalments of USD 2,500,000, beginning on 1 November 2008 and

1 instalment of USD 31,500,000 27,100,000 on 1 August 2009

[ILLEGIBLE]

The 8-year rollover loan This loan will be continued unaltered and on the existing terms and conditions, with the proviso that it will now also be subject to the joint and several liability of Adventure Eleven S.A.

(amendment)

Rates and charges

Overdraft facility I, II, III and IV (amendment)

— Current variable USD debit interest rate, based on the market rate, will be 3.76%.

— Short term loans: libor+ 1.30%.

— Short term loans: libor + 1.25%, when Borrower will conclude an IRS or CAP.

Overdraft facility IV (new)

— Upfront fee: 0.6% of the principal amount

The upfront fee will be charged after this Credit Agreement has been signed.

— Commitment fee 0.65% per annum

Commitment fee will be charged over the undrawn part of the overdraft facility IV, beginning on 1 September 2008.

Security and covenants

— First preferred mortgage, on the vessel m.v. “Voge Katja” to be renamed m.v. “Free Maverick”, registered under the flag of Liberia. IMO number 9157416. Fuller details will be included in the mortgage deed. On this mortgage the laws of Liberia will be applicable.      (new)

— First preferred mortgage of USD 3,700,000 on the vessel m.v. “Free Destiny”, registered under the flag of the Marshall Islands. IMO number 8128157, call letters V7GD9. Fuller details are included in the mortgage deed. On this mortgage the laws of the Marshall Islands are applicable.

— Second preferred mortgage on the vessel m.v. “Free Destiny”, registered under the flag of the Marshall Islands. IMO number 8128157, call letters V7GD9. Fuller details are included in the mortgage deed. On this mortgage the laws of the Marshall Islands are applicable.

— Third preferred mortgage on the vessel m.v. “Free Destiny”, registered under the flag of the Marshall Islands. IMO number 8128157, call letters V7GD9. Fuller details will be included in the mortgage deed. On this mortgage the laws of the Marshall Islands are applicable.

(new)

HOLLANDSCHE BANK-UNIE N.V.

Handelsregister K. v.K. Rotterdam nr 33259495

 B.T.W. ident nr. NL 00.30.27.144,B01

     HOLLANDSCHE
                               BANK-UNIE N.V.

First preferred mortgage of USD 6,000,000 on the m.v, “Free Envoy”, registered under the flag of the Marshall Islands. Official number 2161, call letters V7GR6. Fuller details are included in the mortgage deed. On this mortgage the laws of the Marshall Islands are applicable.

Second preferred mortgage on the m.v. “Free Envoy”, registered under the flag of the Marshall Islands. Official number 2161, call letters V7GR6. Fuller details are included in the mortgage deed. On this mortgage the laws of the Marshall Islands are applicable.

Third preferred mortgage on the m.v, “Free Envoy”, registered under the flag of the Marshall Islands. Official number 2161, call letters V7GR6. Fuller details will be included in the mortgage deed. On this mortgage the laws of the Marshall Islands are applicable.

(new)

First preferred mortgage of USD 38,500,000 on the m.v. “Free Knight”, registered under the flag of the Common wealth of the Bahamas. Official number 9300831, call letters VRCC3. Fuller details are included in the mortgage deed. On this mortgage the laws of the Marshall Islands are applicable.

Second preferred mortgage on the m.v. “Free Knight”, registered under the flag of the Common wealth of the Bahamas. Official number 9300831, call letters VRCC3. Fuller details will be included in the mortgage deed. On this mortgage the laws of the Marshall Islands are applicable.

(new)

Joint and several liability of all parties named under 1. above, pursuant to 1.4 of the HBU General Credit Provisions.

Independent Corporate Guarantee of USD 63,725,000, plus interest and costs, from FreeSeas Inc., established in Majuro, Marshall Islands.      (amendment)

Pledge of rights and earnings under time charter contracts concluded or to be concluded.

Pledge of rights under hull and machinery insurance policy.

Pledge of rights under protection and indemnity risk insurance policy.

To the extent the Borrower is not already obliged to do so on any other basis, the Borrower hereby further undertakes to provide HBU with all of the following security as security for the obligations referred to in 1.3.1 of the HBU General Credit Provisions: — a right of pledge on all assets referred to in Article 18 of the General Banking Conditions of HBU.

In order to effectuate the above, the Borrower hereby pledges to HBU, to the extent not already pledged to HBU pursuant to Article 18 of the General Banking Conditions of HBU, the present and future debts owing — as regards future debts, the pledge being made in advance — by HBU to the Borrower as security as stated above. The Borrower hereby grants HBU a power of attorney to pledge these debts, at any time and repeatedly, to itself on behalf of the Borrower. This power of attorney is unconditional and irrevocable.

HOLLANDSCHE BANK-UNIE N.V.

Handelsregister K. v.K. Rotterdam nr 33259495

 B.T.W. ident nr. NL 00.30.27.144,B01

     HOLLANDSCHE
                               BANK-UNIE N.V.

- a right of pledge on the rights of recourse and the subrogated rights arising pursuant to the joint and several liability referred to in 1.4.3 of the HBU General Credit Provisions.

In order to effectuate the above, the Borrower hereby pledges to HBU, to the extent not already pledged to HBU in accordance with 1.4.3. of the HBU General Credit Provisions, his aforementioned rights of recourse as security as stated above. If the Borrower is subrogated to the rights of HBU, HBU reserves a pledge on the subrogated rights as security as stated above. HBU hereby accepts the above rights of pledge. This Credit Agreement constitutes a notice of these pledges to the other parties referred to as the Borrower and to HBU.

Other provisions

— With a view to the continuity of the Borrower’s business, HBU deems it necessary that, as from the end 2008:

— the Interest Coverage Ratio of Freeseas Inc. must amount to at least 2.5;

— the Debt Service Cover Ratio of Freeseas Inc. is not less than 1.1.

— the Gearing of Freeseas Inc. must amount to maximum 2.5;

— out of the Excess Cash of the Borrowers 50% has to be used to save as extra repayment on overdraft facility IV.
(new)

These criteria must be satisfied throughout the facility period.

— All definitions concerning this Credit Agreement are stated in the Appendix B.

— In case of a sale of the m.v. “Free Envoy” or the m.v. “Free Destiny” any outstanding balance under Borrower’s

— the corresponding overdraft facility I or II will be fully repaid,

— the balance will be repaid on the overdraft facility IV, and

— any remaining balance will be repaid on the rollover loan.
(amendment)

— The vessels will be safely operated and maintained and will in any case always be in class (acceptable IACS members) during the loan period.

— Borrower will give HBU a time charter agreement with respect to the new vessel for inspection. The contents, a contract of at least 1 year at a rate of at least USD 30,000 a day, must be acceptable to HBU.
(new)

— Borrower will give HBU the time charter agreements for inspection. The contents thereof must be acceptable to HBU.     

— Borrower will give HBU the time charter agreement with respect to the m.v. “Free Envoy” for inspection. The contents, a contract of at least 1 year at a rate of at least USD 25,000 a day, must be acceptable to HBU.
(new)

The loan to value ratio must not exceed 70% at any moment. The loan to value ratio means the total outstanding facilities of the Borrower with HBU divided by actual valuation results of the vessels mortgaged in favour of HBU.

Until 1 August 2009 the MV “Free Envoy” and MV “Free Destiny” may be taken into account, after this date however no longer.

(amendment)

HOLLANDSCHE BANK-UNIE N.V.

Handelsregister K. v.K. Rotterdam nr 33259495

 B.T.W. ident nr. NL 00.30.27.144,B01

     HOLLANDSCHE
                               BANK-UNIE N.V.

The Borrower will submit once a year to HBU a valuation report of the mortgaged vessels. The contents must be acceptable to HBU.

All relations between the Borrower and HBU shall be subject to the General Banking Conditions of HBU. In addition, the credit relationship concerned shall also be subject to the HBU General Credit Provisions of July 2006, attached to this Credit Agreement. By signing this Credit Agreement the Borrower declares that he has received a copy of the General Banking Conditions and the HBU General Credit Provisions and is fully aware of the contents thereof.

Signature

Rotterdam, 12 August 2008

HOLLANDSCHE BANK-UNIE N.V.

/s/ [ILLEGIBLE]

Marshall Islands, Majuro,		2008
/s/ Ion G. Varouxakis Adventur Two S.A.	/s/ Ion G. Varouxakis Adventur Three S.A.
/s/ Ion G. Varouxakis Adventur Seven S.A.
/s/ Liberia, Monrovia.		2008
/s/ Ion G. Varouxakis Adventur Eleven S.A.

HOLLANDSCHE BANK-UNIE N.V.

Handelsregister K. v.K. Rotterdam nr 33259495

 B.T.W. ident nr. NL 00.30.27.144,B01

     HOLLANDSCHE
                               BANK-UNIE N.V.

APPENDIX B

Definitions

Adjusted Balance Sheet Total means, total assets minus the sum of (a) intangible assets, (b) deferred tax assets, (c) participating interests, (d) receivables from shareholders and/or directors and (e) shares held in the own company, as shown in the Annual Accounts.

Annual Accounts means, Freeseas Inc.’s annual accounts, consisting of the consolidated balance sheet, profit and loss account and accompanying notes, including an unqualified audit certificate, drawn up by Price Waterhouse Coopers or comparable (acceptable to HBU) in accordance with the calculation bases and accounting principles applied in the Freeseas Inc.’s consolidated annual accounts for the financial year 2006;

Capital Expenditure means, expenditure that should be treated as capital expenditure in accordance with GAAP.

Consolidated EBIT means, in respect of any Relevant Period, the consolidated net operating profit of FreeSeas Inc. plus corporation tax or other taxes on income or gains, plus Net Interest Expense in respect of that Relevant Period, plus extraordinary and/or non-operational costs and charges less extraordinary and/or non-operational income or gains in respect of that Relevant Period.

Consolidated EBITDA means, in respect of any Relevant Period, Consolidated EBIT for that Relevant Period plus depreciation and the amount attributable to amortisation of goodwill and any other intangible assets (including capitalised transaction costs) during that Relevant Period.

Consolidated Net Finance Charges means, for any Relevant Period, the aggregate amount of the accrued interest, arrangement fee and other amounts in the nature of interest in respect of all borrowings whether paid, payable or capitalised by FreeSeas Inc. in respect of that Relevant Period:

excluding any such obligations owed to FreeSeas Inc.;

including the interest element of leasing and hire purchase payments under any such contract which would, in accordance with the accounting principles, be treated as a finance or capital lease;

including any accrued commission, fees, discounts and other finance payments payable by FreeSeas Inc. under any interest rate hedging arrangement, if any;

deducting any accrued commission, fees, discounts and other finance payments owing to FreeSeas Inc. under any interest rate hedging instrument, if any;

deducting any accrued interest owing to FreeSeas Inc. on any deposit or bank account;

excluding any acquisition costs.

Consolidated Total Bank Debt means, at any time, the aggregate amount of all obligations of FreeSeas Inc. for or in respect of borrowings with any bank but: excluding any such obligations to FreeSeas Inc.;

including, in the case of finance leases, only the capitalised value therefore (no amount shall be excluded or included more than once),

less the total amount of the credit balance of the accounts which Borrower holds with HBU.

HOLLANDSCHE BANK-UNIE N.V.

Handelsregister K. v.K. Rotterdam nr 33259495

 B.T.W. ident nr. NL 00.30.27.144,B01

     HOLLANDSCHE
                               BANK-UNIE N.V.

Consolidated Total Bank Debt/Consolidated EBITDA Ratio means, in relation to any Relevant Period, the Consolidated Total Bank Debt divided by Consolidated EBITDA for such Relevant Period.

Debt Service Cover Ratio means, in relation to any Relevant Period, Free Operating Cash Flow for such Relevant Period divided by Net Total Debt Service for such Relevant Period.

Excess Cash means, in respect of any Relevant Period, Free Operating Cash Flow for that Relevant Period minus Net Total Debt Service for that Relevant Period minus any voluntary prepayments made in respect of this Credit Agreement in that Relevant Period.

Financial Indebtedness means, without double counting:

— any indebtedness for or in respect of indebtedness for borrowed money;

— any documentary credit facility;

— any treasury transaction or any other transaction entered into in connection with protection against or benefit from fluctuation in any rate or price and the amount of the financial indebtedness in relation to any such transaction shall be calculated by reference to the marked-to-market valuation of such transaction at the relevant time; and

— any guarantee, indemnity, bond, standby letter of credit or any other instrument issued in connection

     with the performance of any contract or other obligation.

Financial Year means, annual accounting period of FreeSeas Inc. ending on 31 December in each year.

Free Operating Cash Flow means, in respect of any Relevant Period, Consolidated EBITDA for that Relevant Period after:

adding:

— any decrease in the amount of Working Capital;

— any cash receipt in respect of any exceptional or extraordinary item (including, without limitation, the proceeds of the sale of any assets other than material part of the business disposal proceeds or the proceeds from the disposal of a material asset);

— any increase in provisions, other non-cash debits and other non-cash charges taken into account in establishing Consolidated EBITDA;

and deducting:

— any amount of Capital Expenditure actually made by FreeSeas Inc.;

— any increase in the amount of Working Capital;

— any cash payment in respect of any exceptional or extraordinary item;

— any amount actually paid or due and payable in respect of taxes on the profits of FreeSeas Inc.;

— any decrease in provisions and other non-cash credits taken into account in establishing Consolidated EBITDA;

and so that no amount shall be included more than once.

HOLLANDSCHE BANK-UNIE N.V.

Handelsregister K. v.K. Rotterdam nr 33259495

 B.T.W. ident nr. NL 00.30.27.144,B01

     HOLLANDSCHE
                               BANK-UNIE N.V.

Gearing means, total debt divided by Tangible Net Worth.

Interest Coverage Ratio means, in relation to any Relevant Period, Consolidated EBIT for such Relevant Period divided by the sum of Consolidated Net Finance Charges for such Relevant Period.

Interest Expense means, in respect of any Relevant Period and any Financial Indebtedness of FreeSeas Inc. referred to in the definition of Total Net Debt, the aggregate of all continuing, regular or periodic costs, charges and expenses incurred in effecting, servicing or maintaining such Financial Indebtedness in respect of such relevant period (but not agency or underwriting fees) including:

— gross interest and arrangement fee on any form of such Financial Indebtedness which has accrued as an obligation of FreeSeas Inc. during that Relevant Period, including the interest element of finance leases; and

— the consideration given by FreeSeas Inc. during that Relevant Period by way of discount in connection with such Financial Indebtedness by way of acceptance credit, bill discounting or other like arrangement.

GAAP means the generally accepted accounting principles in the Netherlands.

Net Interest Expense means, in respect of any Relevant Period, Interest Expense for such Relevant Period less interest, commission, fees, discounts and other finance charges receivable during that Relevant Period (including interest, commission, fees, discounts and other finance charges receivable under the hedging arrangement).

Net Total Debt Service means, in respect of any Relevant Period, the aggregate of:

— Net Interest Expense for such Relevant Period; and

— all scheduled repayments of capital or principal under the terms of any Financial Indebtedness of FreeSeas Inc. (excluding any Financial Indebtedness owed by FreeSeas Inc. to any other member of FreeSeas Inc.) in each case which fall due during that Relevant Period.

Quarterly Accounts means Borrower’s consolidated balance sheet, profit and loss account, and compliance certificate, in accordance with the calculation bases and accounting principles applied in the Borrowers consolidated Annual Accounts for the Financial Year.

Relevant Period means each period of twelve months ending on the last day of each of FreeSeas Inc.’s calendar quarter starting with the period of twelve months ending on 31 December 2006.

Total Net Debt means, in respect of any Relevant Period, the aggregate of all outstanding Financial Indebtedness of FreeSeas Inc. as at the last day of such Relevant Period and less all Cash as at the last day of such Relevant Period.

HOLLANDSCHE BANK-UNIE N.V.

Handelsregister K. v.K. Rotterdam nr 33259495

 B.T.W. ident nr. NL 00.30.27.144,B01

     HOLLANDSCHE
                               BANK-UNIE N.V.

Tangible Net Worth means, issued and paid-up share capital plus reserves, deferred tax liabilities and loans subordinated to Freeseas Inc.’s debts to HBU, minus intangible assets, deferred tax assets, participating interests, receivables from shareholders and/or directors and shares Freeseas Inc. holds in his own company, as shown in the annual accounts.

Test Date means, in respect of any Relevant Period, the dates on which HBU shall review the Annual Accounts and/or Quarterly Accounts in order to assess the Excess Cash, Consolidated Total Bank Debt/Consolidated EBITDA Ratio, Debt Service Cover Ratio, Interest Cover Ratio and any other financial ratio which HBU deems necessary with a view to the continuity of the Borrower’s business. HBU shall assess the Consolidated Total Bank Debt/Consolidated EBITDA Ratio, Debt Service Cover Ratio and Interest Cover Ratio quarterly on a rolling 12 month basis and based on the Quarterly Accounts. HBU shall assess the Excess Cash once a year based on the Annual Accounts. Said assessment shall always take place within 30 days after receipt by HBU of the Annual Accounts and/or Quarterly Accounts.

Working Capital means trade and other debtors in respect of operating items of any member of FreeSeas Inc., plus prepayments and stock, less trade and other creditors in respect of operating items of FreeSeas Inc. and less accrued expenses and accrued costs of FreeSeas Inc..

HOLLANDSCHE BANK-UNIE N.V.

Handelsregister K. v.K. Rotterdam nr 33259495

 B.T.W. ident nr. NL 00.30.27.144,B01