Exhibit 10.7 Sixth Amendment to M/I Homes, Inc. 401(k) Profit Sharing Plan


    Exhibit
      10.7

    


    


    SIXTH
      AMENDMENT

    


    M/I
      HOMES, INC. 401(k)

    PROFIT
      SHARING PLAN

    


    AMENDMENT
      FOR

    FINAL
      REGULATIONS UNDER SECTIONS 401(k) AND 401(m)

    OF
      THE INTERNAL REVENUE CODE OF 1986, AS AMENDED

    


    


    ARTICLE
      I

    PREAMBLE

    


    The
      amendments to the Plan set forth in Article II below are adopted in order to
      conform the Plan to the provisions of final regulations issued under Section
      401(k) and, where necessary, Section 401(m) of the Internal Revenue Code of
      1986, as amended that were published in the Federal Register on
      December 29, 2004. This amendment is intended to constitute good faith
      compliance with the requirements of the regulations. Unless separately stated,
      this amendment shall be effective with respect to Plan Years beginning after
      December 31, 2005.

    


    ARTICLE
      II

    


    The
      Plan
      shall be amended as follows:

    


    1. The
      first
      sentence of Section 2.02(b) shall be deleted in its entirety and the following
      shall be substituted therefor:

    


    The
      Employer may in its sole discretion make fully vested qualified non-elective
      contributions to the Plan that will be allocated to the Section 401(k) Accounts
      of one or more Participants who are Non-Highly-Compensated Employees in such
      amounts as the Employer directs, but limited to amounts that will not be treated
      as disproportionate contributions, as defined in Treasury Regulation
      1.401(k)-2(a)(6)(iv)(B).

    


    2. The
      following shall be added to the end of Section 3.03(a):

    


    Notwithstanding
      the foregoing, commencing on and after January 1, 2006, gain or loss shall
      include the allocable gain or loss for the period between the end of the taxable
      year and the date of distribution to the Participant to the extent that the
      Participant would have otherwise received the gain or loss for such period
      if
      the Participant’s entire Account were distributed.

    


    3. The
      following shall be added to the end of the first paragraph of Section
      3.03(c):

    


    However,
      qualified non-elective contributions that are taken into account under the
      current year testing method for a year may not be taken into account for the
      prior year testing method for the next year.

    


    4. The
      following shall be added to the end of the first paragraph of Section
      3.03(d):

    


    If
      the
      plans mentioned in the preceding sentence have different plan years, then all
      elective contributions made to all such plans during the Plan Year being tested
      shall be treated as Section 401(k) Contributions under this Plan without regard
      to the plan years of the other plans.

    


    5. The
      following shall be added to the end of Section 3.03(f):

    


    Notwithstanding
      the foregoing, effective for Plan Years commencing on and after January 1,
      2006, gain or loss shall include the allocable gain or loss for the period
      between the end of the Plan Year and the date of distribution to the Participant
      to the extent that the Participant would have otherwise received the gain or
      loss for such period if the Participant’s entire Account were distributed.


    


    6. The
      following shall be added to the hardship events set forth in Section
      9.02(b):

    


    (v) effective
      for Plan Years commencing on and after January 1, 2006, payment of burial
      or funeral expenses for the Participant’s deceased parents, spouse, children or
      dependents [as defined in Code Section 152 and without regard to Code Section
      152 (d)(1)(B)]; or 

    


    (vi) effective
      for Plan Years commencing on and after January 1, 2006, expenses for the
      repair of damage to the Participant’s principal residence that would qualify for
      the casualty deduction under Section 165 of the Code (determined without regard
      to whether the loss exceeds the 10% of adjusted gross income
      requirement).

    


    7. In
      the
      first paragraph of Section 15.02, the phrase “‘successor plan’ within the
      meaning of Treasury Regulation 1.401(k)-(d)(3)” shall be replaced with
“‘alternative
      defined contribution plan’ [as defined in Treasury Regulation
      1.401(k)-1(d)(4)].”

    


    8. The
      following shall be added to the end of the first paragraph of the definition
      of
“Enrollment Election” set forth in Section 21:

    


    Except
      for occasional, bona fide administrative considerations, the deferral of Section
      401(k) Contributions cannot precede  the performance of services with
      respect to which the contributions relate, or when the compensation subject
      to
      the deferral is paid, if earlier (such as in the case of a signing bonus).
      In
      addition, an Enrollment Election can only be made with respect to amounts that
      are not currently available to the Participant on the date of the election.
      

    


    IN
      WITNESS WHEREOF, this amendment shall be effective as of the dates set forth
      above.

    


    


    M/I
      HOMES, INC.

    


    


    By:     

    


    Name
      Print:    

    


    Title:     

    


    


    Date: