exv10w4



 






Exhibit 10.4




AMENDMENT TO EMPLOYMENT AGREEMENT



This Amendment is effective and made as of the 1st day of January 2005 by and between
Municipal Mortgage & Equity, LLC, a Delaware limited liability company, (the “Employer”) and Mark
K. Joseph (the “Executive”), and amends that certain Employment Agreement (the “Agreement”) between
Employer and Executive dated July 1, 2003.



WHEREAS, in accordance with the Agreement, Executive was expected to resign his position as
Employer’s Chief Executive Officer, but retain his position as Employer’s Chairman of the Board of
Directors and an employee of Employer, as of June 30, 2005;



WHEREAS, Employer’s Board of Directors has met and believes that it is in the best interest of the
Employer for the Employer’s current President and Chief Operating Officer to become Employer’s
Chief Executive Officer as of the beginning of Employer’s fiscal year 2005;



WHEREAS, in furtherance of the acceleration of this succession plan, Executive will resign his
position as Chief Executive Officer of Employer as of midnight December 31, 2004, but will retain
his position as Chairman of the Board of Directors and an employee of Employer as contemplated in
the Agreement;



WHEREAS, as of January 1, 2005, Michael L. Falcone, Employer’s current President and Chief
Operating Officer, will assume the position and title of the Employer’s Chief Executive Officer;



WHEREAS, because of the acceleration of the originally contemplated date of this transition,
certain changes will need to be made to the Agreement;



NOW, THEREFORE, in consideration of the premises set forth above, the Agreement is amended as
follows:





	 	1.  	The termination of “Employment Phase I” described under Section 1 of the Agreement is
changed from June 30, 2005 to December 31, 2004.
	 
	 	2.  	Section 3 (a) (i) shall be deleted and replaced with the following:





              “(i) Base Compensation: Employer shall pay to Executive a salary (“Base Compensation”) at the
annual rate of Three Hundred Twenty-Five Thousand Dollars ($325,000) through June 30, 2004, payable
in accordance with the general policies and procedures of Employer for payment of salaries to
executive personnel, but in any event no less frequently than every two weeks, in substantially
equal installments, subject to withholding for applicable federal, state, and local taxes.
Executive’s Base Compensation shall be One Hundred Seventy-Five Thousand Dollars ($175,000) for the
period of July 1, 2004 through December 31, 2004. In consideration of Executive’s continued
employment with the Company and his provision of the services, responsibilities and duties set
forth in Section 2(b) of the Agreement, through June 30, 2005, Executive’s



 









 




Base Compensation from January 1, 2005 through June 30, 2005 shall be Eighty-Seven Thousand
Five Hundred Dollars ($87,500).”





	 	3.  	With respect to Section 3(b) of the Agreement, Executive’s Phase II compensation will
remain as described, and will not become effective until July 1, 2005 as originally
contemplated by the Agreement.
	 
	 	4.  	This amendment and its implementation shall serve neither as Good Reason for
Executive to terminate the Agreement and his employment under Section 6(b) of the
Agreement, nor as a waiver of Executive’s right to terminate the Agreement and employment
for Good Reason with respect to future changes in Executive’s position, duties,
responsibilities, or compensation, or other acts or omissions specified in Section 6(b) of
the agreement, without his consent.
	 
	 	5.  	Except as provided above, the Agreement remains unchanged and in full force and
effect.
	 
	 	6.  	It is the express intention of the parties to the Agreement and this Amendment that
the Amendment not in any way alter, modify, or amend the Deferred Compensation Agreement
between Executive and Employer dated July 1, 2003, which agreement remains in full force
and effect in accordance with the original terms thereof.
	 
	 	7.  	   




IN WITNESS WHEREOF, and intending to be legally bound, the parties have executed this Agreement as
of the date and year first above written.




	 	 	 	 	 	 	 	 	 	 	 
	WITNESS:	 	 	 	EMPLOYER:	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	Municipal Mortgage & Equity, LLC	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	/s/ Melva Balducci	 	 	 	By:	 	/s/ William S. Harrison	 	 
	 	 	 	 	 	 	 	 	 
	

	 	 	 	 	 	Name:
	 	William S. Harrison
	 	 
	

	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Title:	 	Executive Vice
President  
	

	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	EXECUTIVE:	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	/s/ Melva Balducci	 	 	 	/s/ Mark K. Joseph	 	 
	 	 	 	 	 	 	 
	 	 	 	 	Mark K. Joseph	 	 







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