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                                                                   EXHIBIT 10.20

                               AMENDMENT AGREEMENT

ENTERED INTO AS OF THE DAY OF JULY 19TH, 2002 (hereinafter referred to as the
"The Amendment Agreement"),

BETWEEN:          MAYOR'S JEWELERS, INC. a corporation duly incorporated
                  according to the laws of Delaware, having its head office at
                  14051, Northwest 14th Street, Sunrise, Florida, herein
                  represented by its Chief Executive Officer, Joe Cicio
                  (hereinafter referred to as the "Company"),

AND:              AIDA ALVAREZ
                  (hereinafter referred to as the "Executive"),

         WHEREAS the Company is engaged in the business of operating a chain of
retail stores specializing in jewelry, timepieces, china, crystal and giftware
(the "Business");

         WHEREAS the Executive declares possessing certain expertise in the
fields of jewelry merchandising a retail chain;

         WHEREAS the EXECUTIVE has been working for the Company since August 28,
1989 as its Vice President of Merchandising according to an EMPLOYMENT AGREEMENT
(the "Agreement") dated May 10, 2001;

         WHEREAS the Company is contemplating entering into a transaction under
which Henry Birks & Sons Inc or its nominee would invest US$15.0 million in the
Company (herein referred to as the Transaction);

         WHEREAS the Company has agreed and the Executive has accepted to amend
the term of the Agreement conditional upon Birks and the Company closing the
Transaction;

         WHEREAS the COMPANY has agreed and the Executive has accepted to enter
into an Amendment Agreement on the same terms and conditions contained in the
Agreement save and except as herein detailed;

         NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PREMISES AND AGREEMENTS
HEREIN SET FORTH, THE PARTIES HERETO ACKNOWLEDGE AND AGREE AS FOLLOWS:

1.       The parties acknowledge that the foregoing recitals are true in
         substance and in fact;

8.       The Agreement shall be amended as herein described conditional upon
         closing of the Transaction;

9.       Should the Transaction be consummated, the Agreement shall be amended
         upon the date of closing of the Transaction;

10.      Section 1.01 EMPLOYMENT AND DUTIES of the Agreement is hereby amended
         as follows: the sentence reading:

                  "Subject to the terms and conditions of this Agreement, the
                  Company employs the Executive to serve as the Vice President
                  of Merchandising and the Executive accepts such employment and


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                  agrees to perform in a diligent, careful and proper manner
                  such reasonable responsibilities and duties commensurate with
                  such position as may be assigned to Executive by the CEO or
                  other designees of the Company."

         is deleted and replaced by the following:

                  "Subject to the terms and conditions of this Agreement, the
                  Company employs the Executive to serve the Vice President of
                  Merchandising and the Executive accepts such employment and
                  agrees to perform in a diligent, careful and proper manner
                  such reasonable responsibilities and duties commensurate with
                  such position as may be assigned to Executive by the CEO or
                  other Executive officer that the CEO shall designate. The
                  Executive shall report to either the person then designated
                  COO or such other person as the CEO shall designate."

11.      Section 1.01 EMPLOYMENT AND DUTIES of the Agreement is hereby amended
         as follows: the sentence reading:

                  "Such title and duties may be changed in a manner deemed
                  appropriate from time to time by the CEO or the Board of
                  Directors so long as such title and duties are consistent with
                  Executive's employment level and qualifications; provided,
                  however, this sentence shall not be operative after an Early
                  Trigger or Change of Control as defined in Section 3.01"

is deleted and replaced by the following:

                  "Such title and duties may be changed in a manner deemed
                  appropriate from time to time by the CEO or other designees of
                  the Company so long as such title and duties are consistent
                  with Executive's employment level and qualifications".

12.      Section 3.01(g) "GOOD REASON" of the Agreement is hereby amended as
         follows: the sentence under clause (i) reading:

                  "the Company changes the Executive's status, title or position
as an officer of the Company and such change represents a material reduction in
such status, titles or position conferred hereunder , and/or"

         is deleted and replaced by the following:

                  "the Executive ceases (x) to be a member of management of the
Company, (y) to have a title or responsibilities of those of management. "

13.      At the end of Section 3.01 (g) the following sentences shall be added:

                  "A requirement that the Executive provide information to, or
cooperate with, or report to personnel of any entity that is or becomes a


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controlling stockholder of the Company shall not constitute Good Reason".

14.      In Section 3. 04 TERMINATION, NON-RENEWAL OR RESIGNATION IN CONNECTION
         WITH A CHANGE OF CONTROL, paragraph (c), clause (y) reading:

                  "Good Reason shall include a change in the Executive's status,
title or position as an officer of the Company and such change represents a
material reduction in such status, title or position as in effect immediately
prior to a change in control."

         shall be deleted.

9.       Following consummation of the Transaction, its is contemplated that the
         Executive will report directly to the person then designated COO and
         will be invited to participate in regularly scheduled senior management
         meetings to be chaired by the CEO.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed as of the date first above written.

MAYOR'S JEWELER'S, INC.

Per: /s/ JOE CICIO
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Signed at:
           -------------------------

this 6 day of Aug., 2002



Acknowledged and accepted:
AIDA ALVAREZ


/s/ AIDA ALVAREZ
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