<PAGE>
                                                                   EXHIBIT 10.29



                FIRST AMENDED CONFIDENTIAL SEPARATION AGREEMENT,
              GENERAL RELEASE AND INDEPENDENT CONTRACTOR AGREEMENT

      This First Amended Confidential Separation Agreement, General Release
and Independent Contractor Agreement ("Amended Agreement") is made as of this
10th day of March 2005 by and between, Eric Rome, a resident of the State of
Texas ("Employee") and Technical Olympic USA, Inc., a Delaware corporation (the
"Company"), all of its current and former parents, partnerships, joint ventures,
subsidiaries, related companies, affiliates, and each of them, as well as its
and their trustees, directors, officers, agents, employees, stockholders,
representatives, assignees, and successors, and each of them (collectively, the
"Company").

         WHEREAS, Employee and the Company entered into that certain Employment
Agreement of January 1, 2003 (herein the "Employment Agreement"), and the
Employment Agreement is still in current force and effect between the parties;

         WHEREAS, Employee and the Company agree to terminate the employment of
the Employee under the Employment Agreement as of March 11, 2005; and, agreed to
provide for a new and independent relationship between the Employee and Company
after March 11, 2005 on the terms and conditions as set forth in that certain
Confidential Separation Agreement and General Release ("Agreement") previously
executed between the Parties;

         WHEREAS, Employee (sometimes referred to herein when appropriate as
Independent Contractor) and the Company agree to supersede the Agreement on the
terms provided herein to the extent they are inconsistent with the Agreement;
and, to terminate that certain Project Consulting Agreement with TOUSA Homes,
Inc. dated March 10, 2005; it is

            THEREFORE, in consideration of the covenants undertaken by both
parties hereto, Employee and the Company agree as follows:

1.       EMPLOYMENT SEPARATION. Employee, currently employed as Executive Vice
         President of the Company's homebuilding entity, will separate from the
         Company effective March 11, 2005 (the "Separation Date"). Employee and
         the Company acknowledge that the parties have agreed to the employment
         termination as of March 11, 2005 as set forth in this Amended
         Agreement, and an electronic announcement of Employee's separation from
         the Company will be distributed by the Company to pertinent employees
         by March 14, 2005, provided that such announcement is approved by
         Employee prior to distribution by the Company. This Amended Agreement
         supersedes the terms of the Agreement to the extent that the revisions
         of the Amended Agreement are inconsistent with the Agreement. The
         Parties agree to terminate and treat as a nullity that certain Project
         Consulting Agreement with TOUSA Homes, Inc. executed previously as of
         March 10, 2005.



/s/ ER      Employee
------------
/s/ CO      Company
------------

                                       1
<PAGE>


2.       FINAL SALARY AND BONUS PAYMENTS.

         a)       On March 15, 2005, the Company shall pay Employee his final
                  payroll check at his then-current base salary, less standard
                  deductions and withholdings, through March 15, 2005.

         b)       On March 15, 2005, the Company shall pay Employee the lump sum
                  of $82,500.00, less standard deductions and withholdings.

3.       TRANSITION. Employee agrees to work in a diligent manner,
         conscientiously, expediently, and in the best interest of the Company,
         to effect a smooth transition of his job responsibilities to others up
         to and through March 11, 2005.

4.       ADDITIONAL CONTRACTUAL PAYMENTS. In consideration for the below
         promises and covenants by Employee, the Company agrees to pay Employee
         Contractual Payments and subsequent Special Payments (collectively
         "Additional Contractual Payments").

         a)       CONTRACTUAL PAYMENTS. In consideration for the below recited
                  promises, the Company will pay Employee monthly Contractual
                  Payments in the amount of $38,666.66 (hereafter "Contractual
                  Payments") per month, with such Contractual Payments to
                  commence on March 15, 2005 (monthly payment for March 2005
                  shall be pro rata from March 15, 2005 until March 31, 2005)
                  and to continue through December 31, 2007. The monthly
                  Contractual Payments will be paid to Employee in two (2) equal
                  installment payments on the 1st and 15th days of each month in
                  Travis County, Texas, and shall be subject to standard
                  withholdings. Employee agrees that his entitlement to the
                  Contractual Payments is expressly conditioned on his execution
                  of this Amended Agreement. Unless the Employee revokes the
                  Amended Agreement, which he understands he may do within 7
                  days after signing as set forth in paragraph 12 below, he will
                  be entitled to receive his Contractual Payments commencing
                  seven (7) days following his execution of this Amended
                  Agreement, retroactive to March 15, 2005 with the Contractual
                  Payments continuing until paid in full through December 31,
                  2007.

         b)       SPECIAL PAYMENTS. In further consideration for the below
                  promises, Employee shall receive "Special Payments" from the
                  Company in the total lump sum of $1,286,000.00. The Company
                  will pay these Special Payments in four (4) equal installment
                  payments of $321,500.00 each to Employee in Travis County,
                  Texas on the 15th day after the completion of each calendar
                  quarter, commencing 1Q of Y2005. The first installment of
                  $321,500.00 shall be due on April 15, 2005, and the remaining
                  three (3) installment payments will be due on the 15th day of
                  the month following the end of each calendar quarter until the
                  total lump sum of $1,286,000.00 has been paid by the Company
                  to Employee.


/s/ ER      Employee
------------
/s/ CO      Company
------------



                                       2
<PAGE>



5.       ADDITIONAL CONSIDERATION.

         a)       BENEFITS CONTINUATION. For the duration of this Amended
                  Agreement, Employee and his dependents shall be entitled to
                  elect to continue to participate in the Company's medical,
                  dental and vision insurance plans in accordance with the
                  Company's summary plan document

         b)       AUTO/TELEPHONE ALLOWANCE. Employee shall receive a monthly
                  perquisite allowance of $1725.00, to commence March 15, 2005
                  and continuing through December 31, 2007, as payment by the
                  Company for an automobile and telephone allowance to allay
                  Employee's expenses incurred related to the services to be
                  performed by Employee under paragraph 6 herein.

         c)       VACATION ALLOWANCE. Employee shall be paid for any accrued,
                  but unused vacation days, through his Separation Date on March
                  15, 2005.

6.       INDEPENDENT CONTRACTOR'S OBLIGATIONS; COMPANY'S OBLIGATIONS AFTER MARCH
         11, 2005. In consideration of the mutual agreements of the parties, the
         Company and Independent Contractor agree to the following Independent
         Contractor relationship after March 11, 2005:

         a)       COMPANY'S RIGHT OF FIRST REFUSAL. Independent Contractor shall
                  actively seek real property for acquisition in Company's
                  existing homebuilding markets, either as developed lots or to
                  be developed as lots. Independent Contractor shall dedicate
                  such time as is reasonably necessary to satisfy his job as
                  solely determined by Independent Contractor, but he shall
                  spend no less than 500 hours per annum in his overall pursuit
                  even though those hours may not necessarily result, or be
                  allocable, in an effort for the Company. Independent
                  Contractor shall offer the same to the Company and hereby
                  grants to Company the right of first refusal (the "ROFR") to
                  pursue acquisition of said property as follows:

                  (i)      Independent Contractor shall provide written notice
                           to Company of the location of the property, the price
                           of the property, and the general terms and conditions
                           for the acquisition of the property ("ROFR Notice").

                  (ii)     Within fifteen (15) days of receipt of the ROFR
                           Notice, the Company shall notify Independent
                           Contractor if Company elects to pursue such
                           opportunity. Company's failure to respond or failure
                           to respond timely shall be deemed its election not to
                           exercise its ROFR.

                  (iii)    If Company and the seller of the property fail to
                           execute a purchase agreement within 60 days from the
                           ROFR Notice by Independent Contractor to the Company,
                           Independent Contractor shall be free to offer any of
                           said property to a third party.

                  (iv)     Company's right to exercise the ROFR shall expressly
                           be subject to Company being in compliance with all



/s/ ER      Employee
------------
/s/ CO      Company
------------



                                       3
<PAGE>


                           provisions of this Amended Agreement at all times
                           from the time such ROFR is exercised until the
                           respective transaction is closed.

         b)       RIGHT OF FIRST REFUSAL PAYMENTS. With regard to any property
                  to which the Company exercises its ROFR and enters into a
                  purchase agreement as provided in paragraph 6(a) above,
                  whether during or after the term (the "ROFR Property"),
                  Independent Contractor shall be entitled to receive
                  consideration in addition to his monthly Contractual Payments
                  set forth in paragraph 4(a) above (herein "ROFR Payments"), as
                  follows:

                  (i)      The Company shall pay to Independent Contractor ROFR
                           Payments equal to three percent (3%) of the base
                           purchase price of each developed lot (or the
                           equivalent thereof, if acreage) paid by the Company
                           to the seller as and when the acquisition of the
                           respective lot or group of lots (or acreage, if
                           applicable) is closed by the Company.

                  (ii)     In addition, the parties acknowledge that the Asset
                           Committee of the Company will prepare a proforma (the
                           "Proforma") of the project in which the lots will be
                           acquired and homes will be constructed. Such Proforma
                           shall specify a projected gross profit margin
                           ("PGPM") reflected in a percentage anticipated for
                           the project. The Company shall confirm the same to
                           Independent Contractor by a copy of its approval of
                           the project. If the actual gross profit margin
                           ("AGPM") on completion of a project exceeds the PGPM
                           2.5%, but less than 5.0%, then the Company shall pay
                           to Independent Contractor an ROFR Payment equal to
                           two percent (2%) of the original base purchase price
                           of the lots. If the AGPM on completion of a project
                           exceeds the PGPM by 5%, then the Company shall pay to
                           the Independent Contractor an ROFR Payment equal to
                           three percent (3%) of the original base purchase
                           price of the lots. AS AN EXAMPLE OF THE PAYMENT
                           STRUCTION, IF THE PGPM OF A PROJECT IS 21.4% AND THE
                           AGPM IS 23%, NO ROFR PAYMENT SHALL BE DUE. IF THE
                           PGPM IS 21.4% AND THE AGPM IS 24% THEN INDEPENDENT
                           CONTRACTOR SHALL BE ENTITLED TO AN ROFR PAYMENT OF 2%
                           OF THE ORIGINAL BASE PURCHASE PRICE OF THE LOTS. IF
                           THE PGPM IS 21.4% AND THE AGPM IS 26.8%, THEN
                           INDEPENDENT CONTRACTOR SHALL BE ENTITLED TO AN ROFR
                           PAYMENT OF 3% OF THE ORIGINAL BASE PURCHASE PRICE OF
                           THE LOTS. The ROFR Payment shall be paid within
                           thirty (30) days after the completion of the project
                           within which the lots are located. "Completion" shall
                           mean construction and sale of homes on at least 90%
                           of the lots acquired under each contract or amendment
                           thereto.

                  (iii)    The obligation of the Company to make the ROFR
                           Payments hereunder shall survive the termination or
                           expiration of the term of this Amended Agreement.


/s/ ER      Employee
------------
/s/ CO      Company
------------



                                       4
<PAGE>



         c)       INDEPENDENT CONTRACTOR'S HOMEBUILDING LIMITATIONS.

                  Unless Independent Contractor has received the prior written
                  consent of the Chief Executive Officer or the Board of
                  Directors of the Company, Independent Contractor agree as
                  follows:

                  (i)      Independent Contractor agrees that during Y2005,
                           Independent Contractor will not, individually or in
                           connection with any third party business entity,
                           close and fund on more than 20 new construction homes
                           provided that (i) each such home has a total sales
                           price of not more than $375,000.00, and (ii) is
                           located in any current homebuilding market of the
                           Company.

                  (ii)     Independent Contractor agrees that during Y2006,
                           Independent Contractor will not, individually or in
                           connection with any third party business entity,
                           close and fund on more than 75 new construction homes
                           provided that (i) each such home has a total sales
                           price of not more than $375,000.00, and (ii) is
                           located in any current homebuilding market of the
                           Company.

                  (iii)    Independent Contractor agrees that during Y2007,
                           Independent Contractor will not, individually or in
                           connection with any third party business entity,
                           close and fund on more than 150 new construction
                           homes provided that (i) each such home has a total
                           sales price of not more than $375,000.00, and (ii) is
                           located in any current homebuilding market of the
                           Company.

         Provided, however, and notwithstanding the foregoing, if Independent
         Contractor gives the Company 60 days' notice of his intent to terminate
         his obligations under this paragraph 6, then the Company's obligation
         to make the Additional Contractual Payments (including both Contractual
         Payments and Special Payments) under paragraph 4 shall likewise
         terminate at the expiration of the 60-day notice of termination,
         provided, however that any ROFR Payments due to Independent Contractor
         from the Company under paragraph 6 will survive the termination of this
         Amended Agreement.

7.       STOCK OPTIONS. The Company and Employee acknowledge and agree that upon
         execution of this Amended Agreement, Employee is fully vested in 20,000
         options of the Company's stock that were granted to him during his
         employment. The parties further acknowledge and agree that any other
         options Employee has, but which have not been vested by the Separation
         Date, shall terminate, pursuant to the terms and conditions of the
         Associate Stock Option Agreement of March 3, 2003.

8.       COMPANY PROPERTY. On or prior to March 11, 2005, Employee shall return
         to the Company all property, including, but not limited to,
         Company-issued credit cards, or information, including, without
         limitation, all reports, files, memos, plans, lists, or other records
         (whether electronically stored or not) belonging to the Company or its



/s/ ER      Employee
------------
/s/ CO      Company
------------


                                       5
<PAGE>

         affiliates, including copies, extracts or other documents derived from
         such property or information, provided however that the Company hereby
         transfers and assigns Employee's cell phone and cell phone number to
         Employee. Additionally, Employee will retain his computer, fax machine,
         and printer.

9.       NON-DISCLOSURE OF AMENDED AGREEMENT AND NON-DISPARAGEMENT. Employee and
         the Company acknowledge and agree that each will not: (i) take any
         action or make any statement, written or oral, which disparages or
         defames the goodwill or reputation of the other; or (ii) discloses to
         any third party or entity the terms or conditions of this Amended
         Agreement without the prior written consent of the other party, except
         the Employee may disclose the terms and conditions of this Amended
         Agreement to his immediate family and his legal and financial advisors
         provided they agree to be bound by this same obligations of
         confidentiality to the Company. This subsection does not prohibit
         disclosures to the extent necessary legally to enforce this Amended
         Agreement, nor does it prohibit disclosures to the extent otherwise
         legally required. The Company shall comply with its standard referral
         and reference check policy, whereby the Company will verify, with
         Employee's consent, his dates of employment and positions held and that
         he is eligible for rehire.

10.      NO-REEMPLOYMENT. Employee agrees not to seek reemployment with the
         Company, and further agrees that any attempt to be rehired will be
         deemed to be a nullity.

11.      COMPLETE RELEASES BY THE PARTIES.

         a)       EMPLOYEE'S RELEASE. In consideration for the Additional
                  Contractual Payments stated above by the Company and for other
                  good and valuable consideration, Employee irrevocably and
                  unconditionally releases the Company from any and all known
                  and unknown claims, complaints, causes of action, or demands
                  ("Actions") of whatever kind or nature arising out of any
                  action, conduct, decision, behavior, or event occurring prior
                  to the effective dates of this General Release, including, but
                  not limited to, actions under Title VII of the Civil Rights
                  Act of 1964; the Older Workers Benefit Protection Act as
                  amended, the Age Discrimination in Employment Act of 1967; the
                  Equal Pay Act of 1993; the Rehabilitation Act of 1973; Section
                  1981 of the Civil Rights of 1866; the Civil Rights Act of
                  1991; the Americans with Disabilities Act; the Family and
                  Medical Leave Act of 1993, the Worker's Adjustment and
                  Retraining Notification Act; any other federal, state or local
                  state or local statue or regulation regarding employment or
                  discrimination in employment or Separation of employment; and
                  any Actions under any theory of libel, slander, breach of
                  contract, wrongful discharge, detrimental reliance,
                  intentional or negligent infliction of emotional distress,
                  tort, or any other theory under the common law, and any
                  Actions for uncompensated expenses, incentive pay, separation
                  pay, vacation pay, or any other form of compensation, PROVIDED
                  THAT Employee is not releasing (a) any rights or benefits,
                  whether monetary or non-monetary, provided to him in this
                  Amended Agreement or (b) any vested rights Employee may



/s/ ER      Employee
------------
/s/ CO      Company
------------



                                       6
<PAGE>


                  currently have under the Company's: (i) Deferred Compensation
                  Plan or (ii) Savings (401k) Plan. The Employee covenants not
                  to sue the Company or bring any Actions on any claims through
                  March 11, 2005, PROVIDED FURTHER THAT Employee may enforce the
                  terms and conditions of this Amended Agreement.

         THIS MEANS THAT BY SIGNING THIS AMENDED AGREEMENT, EMPLOYEE WILL HAVE
         WAIVED ANY RIGHT HE MAY HAVE HAD TO BRING A LAWSUIT OR MAKE ANY LEGAL
         CLAIM AGAINST THE COMPANY THAT IN ANY WAY ARISES FROM OR RELATES TO HIS
         EMPLOYMENT RELATIONSHIP WITH THE COMPANY OR THE SEPARATION OF HIS
         EMPLOYMENT RELATIONSHIP WITH THE COMPANY EXCEPT AS RETAINED HEREIN.

         b)       THE COMPANY'S RELEASE. In consideration for Employee's Release
                  stated above and for other good and valuable consideration,
                  the Company irrevocably and unconditionally releases Employee
                  from his Employment Agreement, any and all known and unknown
                  claims, complaints, causes of action, or demands ("Actions")
                  of whatever kind or nature arising out of any action, conduct,
                  decision, behavior, or event occurring prior to the effective
                  dates of this General Release, PROVIDED that the Company is
                  not releasing (a) any rights or benefits, whether monetary or
                  non-monetary, provided to it in this Amended Agreement. The
                  Company covenants not to sue the Employee or bring any
                  Actions, PROVIDED FURTHER THAT the Company may enforce the
                  terms and conditions of this Amended Agreement.

         THIS MEANS THAT BY SIGNING THIS AMENDED AGREEMENT, THE COMPANY WILL
         HAVE WAIVED ANY RIGHT IT MAY HAVE HAD TO BRING A LAWSUIT OR MAKE ANY
         LEGAL CLAIM AGAINST THE EMPLOYEE THAT IN ANY WAY ARISES FROM OR RELATES
         TO HIS EMPLOYMENT RELATIONSHIP WITH THE COMPANY OR THE SEPARATION OF
         HIS EMPLOYMENT RELATIONSHIP WITH THE COMPANY EXCEPT AS RETAINED HEREIN.

12.      REVOCATION PERIOD. Employee hereby acknowledges that he has been
         advised to consult with an attorney and has been provided at least
         twenty-one days for a full and complete opportunity to review this
         Amended Agreement with his attorney. Employee waives any right to
         additional time to consider this Amended Agreement. Employee may revoke
         this Amended Agreement for a period of seven (7) days following his
         signing of this Amended Agreement. The last day on which this Amended
         Agreement can be revoked is called the "Last Revocation Day."
         Revocation can only be made by delivering a written notice of
         revocation to Clint Ooten, Human Resources Director, Technical Olympic
         USA, Inc., 4000 Hollywood Blvd., Suite 500-N, Hollywood, FL 33021. For
         this revocation to be effective it must be received no later than the
         close of business on the seventh day following its execution. If the
         employee does not revoke this Amended Agreement it shall go into effect
         on the eighth day following its execution.



/s/ ER      Employee
------------
/s/ CO      Company
------------

                                       7
<PAGE>
\
13.      NON-ADMISSION OF WRONGDOING. The parties agree not to assert that this
         Release is an admission of wrongdoing or liability of the other and the
         parties acknowledge that neither has, believes or admits that it has
         done anything wrong.

14.      REASONABLE COOPERATION. Employee promises to cooperate with the Company
         in any investigations that are initiated by the Company or any
         government entitles or agencies into matters occurring during
         Employee's employment with the Company. Employee agrees that in the
         event he is requested to testify or subpoenaed in connection with any
         proceeding or action involving the Company he will provide immediate
         notice to the Company, to enable it to respond to any such request or
         subpoena. The Company will reimburse Employee for reasonable expenses
         incurred. This promise will not prohibit Employee from testifying
         pursuant to a subpoena in connection with any inquiry they may be
         conducting into the Company's business practice. In the course of any
         investigation, he is not authorized to waive any attorney-client or
         other privileges that belong to the Company.

15.      NO PENDING CHARGES OR COMPLAINTS. Employee agrees that he has not
         filed, initiated, or prosecuted (or caused to be filed, initiated, or
         prosecuted) any lawsuit, complaint, charge, action, compliance review,
         investigation, or proceeding with respect to any claim this Amended
         Agreement purports to waive, and he promises never to do so in the
         future, whether as a named plaintiff, class member or otherwise.
         Employee promises to request any administrative agency or other body
         assuming jurisdiction of any such lawsuit, etc. to withdraw from the
         matter or dismiss it with prejudice. However, the two preceding
         sentences shall not preclude him from filing or prosecuting a charge
         with any administrative agency with respect to any such Claim as long
         as he does not seek any damages, remedies, or other relief for himself
         personally, which he promises not to do, and any right to which, he
         hereby waives. If he is ever awarded or recovers any amount as to any
         claim, he has purported to waive in this Amended Agreement, he agrees
         that the amount of the award or recovery shall be reduced by the
         amounts he was paid under this Amended Agreement, increased
         appropriately for the time value of money, using an interest rate of 10
         percent per annum. To the extent such setoff is not effective, he
         promises to pay, or assign to the Company his right to receive the
         amount that should have been set off. This paragraph shall not apply to
         ADEA claims to the extent, if any, prohibited by applicable law.

16.      ENTIRE AGREEMENT. This Amended Agreement is the entire agreement
         between Employee and the Company relating to Employee's employment,
         separation of employment, and supercedes the Employment Agreement
         between the parties, except that the Employee is not releasing any
         fringe benefit accounts or fringe benefit plans not specifically
         released by the Employee herein. This Amended Agreement may not be
         modified or canceled in any manner, nor may any provision of it or any
         legal remedy with respect to it be waived, except by in writing signed
         by both Employee and an authorized Company official. If any provision
         in this Amended Agreement is found to be unenforceable all other
         provisions will remain fully enforceable.


/s/ ER      Employee
------------
/s/ CO      Company
------------



                                       8
<PAGE>

17.      APPLICABLE LAW; SEVERABILITY. This Amended Agreement shall be governed
         by and construed under the laws of the State of Texas. In the event any
         Arbitrator, Court of Law, or Agency should determine that any term or
         provision of this Amended Agreement is unenforceable, such term or
         provision shall be deemed to be deleted as though it had never been a
         part of this Amended Agreement, and the validity, legality and
         enforceability of the remaining terms and provisions shall not be in
         any way affected or imperiled thereby.

18.      NOTICES. All notices and other communications hereunder shall be
         communicated to the parties in writing and shall be deemed to have been
         given (a) when delivered personally or by telefax to the party
         specified, or (b) provided that a written acknowledgment of receipt or
         delivery is obtained, two (2) business days after delivery by certified
         or registered mail, or when delivered by a nationally recognized
         overnight courier to the address set forth below (or to such other
         address or telecopier number for such party as shall be specified):

         IF TO EMPLOYEE (ALSO CALLED INDEPENDENT CONTRACTOR HEREIN):
         Mr. Eric Rome
         2911 Montebello Court
         Austin, Texas  78746
         Telephone:  (512) 328-0579
         Telefax:  (512) 328- 5158

         IF TO THE COMPANY:
         Antonio B. Mon, CEO
         Technical Olympic USA, Inc.
         4000 Hollywood Blvd., Suite 500-N
         Hollywood, FL  33021
         Telephone:  (954) 364-4000
         Telecopier:  (954) 364-4020

19.      ARBITRATION.

         a)       Employee/Independent Contractor and the Company agree and
                  stipulate that the services rendered in this transaction
                  involve interstate commerce as defined in the Federal
                  Arbitration Act, 9 U.S.C.ss.1 ET SEQ., and that this
                  Arbitration Agreement is covered and governed pursuant to the
                  Federal Arbitration Act.

         b)       Employee/Independent Contractor and the Company agree that,
                  should a controversy arise, any and all claims shall be
                  resolved in arbitration under the then-current National Rules
                  for the Resolution of Employment Disputes ("Rules") of the
                  American Arbitration Association ("AAA") before an arbitrator
                  who is licensed to practice law in the state in which the
                  arbitration is convened ("the Arbitrator"). The arbitration
                  shall take place in Dallas, Texas.


/s/ ER      Employee
------------
/s/ CO      Company
------------



                                       9
<PAGE>

         c)       The Arbitrator shall be selected as follows: AAA shall give
                  each party a list of arbitrators drawn from its panel of
                  employment arbitrators pursuant to Rule 9 of the Rules. Each
                  party may strike two names on the list it deems unacceptable
                  in accordance with the Rules. If only one common name remains
                  on the lists of all parties, that individual shall be
                  designated as the Arbitrator. In the event no Arbitrator is
                  agreed to then AAA shall select the Arbitrator in accordance
                  with the Rules.

         d)       The Arbitrator shall apply the substantive law (and the law of
                  remedies, if applicable) of the state in which the claim
                  arose, or federal law, or both, as applicable to the claim(s)
                  asserted. The Federal Rules of Evidence shall apply. The
                  Arbitrator, and not any federal, state, or local court or
                  agency, shall have exclusive authority to resolve any dispute
                  relating to the interpretation, applicability, enforceability
                  or formation of this Amended Agreement, including but not
                  limited to any claim that all or any part of this Amended
                  Agreement is void or voidable. The arbitration shall be final
                  and binding upon the parties.

         e)       The Arbitrator shall have jurisdiction to hear and rule on
                  pre-hearing disputes and is authorized to hold pre-hearing
                  conferences by telephone or in person as the Arbitrator deems
                  necessary. The Arbitrator shall have the authority to
                  entertain a motion to dismiss and/or a motion for summary
                  judgment by any party and shall apply the standards governing
                  such motions under the Federal Rules of Civil Procedure.

         f)       Either party, at its expense, may arrange for and pay the cost
                  of a court reporter to provide a stenographic record of
                  proceedings.

         g)       Either party, upon request at the closing of hearing, shall be
                  given leave to file a post-hearing brief. The time for filing
                  such a brief shall be set by the Arbitrator.

         h)       Either party may bring an action in any court of competent
                  jurisdiction to compel arbitration under this Amended
                  Agreement and to enforce an arbitration award. A prevailing
                  party bringing suit to enforce an arbitration award shall
                  additionally be entitled to reasonable attorneys' fees for the
                  suit to enforce or confirm the arbitration award, whether or
                  not the arbitration award so specifically provides. Except as
                  otherwise provided in this Amended Agreement, both parties
                  agree that neither party will initiate or prosecute any
                  lawsuit or administrative action in any way related to any
                  claim covered by this Amended Agreement.

         i)       The Arbitrator shall render an award and opinion in the form
                  typically rendered in employment arbitrations.

         j)       The results of the arbitration, unless otherwise agreed by the
                  parties or ordered by the Arbitrator on motion, are not
                  confidential and may be reported by any news agency or legal
                  publisher or service.



/s/ ER      Employee
------------
/s/ CO      Company
------------




                                       10
<PAGE>

         k)       The parties shall equally share the deposits for fees and
                  costs of the Arbitration. Each party will deposit funds or
                  post other appropriate security for its share of the
                  Arbitrator's fee, in an amount and manner determined by the
                  Arbitrator, ten (10) days before the first day of the hearing.
                  Each party shall pay for its own costs and attorneys' fees, if
                  any. However, if any party prevails on a statutory claim which
                  affords the prevailing party attorneys' fees, or if there is a
                  written agreement providing for fees, the Arbitrator may award
                  reasonable fees to the prevailing party.

20.      CHANGE IN CONTROL. A Change In Control will be deemed to have occurred
         for purposes hereof, upon any one of the following events: (a) any
         person (within the meaning of Sections 13(d) and 14(d) of the
         Securities Exchange Act of 1934, as amended (the "Exchange Act")),
         other than the Company (including its subsidiaries, directors, and
         executive officers) has become the beneficial owner, within the meaning
         of Rule l3d-3 under the Exchange Act, of fifty percent (50%) or more of
         the combined voting power of the Company's then outstanding Common
         Stock or equivalent in voting power of any class or classes of the
         Company's outstanding securities ordinarily entitled to vote in
         elections of directors ("voting securities"); or (b) shares
         representing fifty percent (50%) or more of the combined voting power
         of the Company's voting securities are purchased pursuant to a tender
         offer or exchange offer (other than an offer by the Company or its
         subsidiaries or affiliates); or (c) as a result of, or in connection
         with, any tender offer or exchange offer, merger or other business
         combination, sale of assets, or contested election, or any combination
         of the foregoing transactions (a "Transaction"), the persons who were
         Directors of the Company before the Transaction shall cease to
         constitute a majority of the Board of the Company or of any successor
         to the Company; or (d) the Company is merged or consolidated with
         another corporation and as a result of such merger or consolidation
         less than fifty percent (50%) of the outstanding voting securities of
         the surviving or resulting corporation shall then be owned in the
         aggregate by the former shareholders of the Company, other than (i) any
         party to such merger or consolidation, or (ii) any affiliates of any
         such party; or (e) the Company transfers more than fifty percent (50%)
         of its assets, or the last of a series of transfers results in the
         transfer of more than fifty percent (50%) of the assets of the Company,
         to another entity that is not wholly-owned by the Company or (vi) the
         Board, approves a resolution that for purposes of this Amended
         Agreement a Change In Control has occurred. For purposes of subsection
         (e), the determination of what constitutes fifty percent (50%) of the
         assets of the Company shall be made by the Board, as constituted
         immediately prior to the events that would constitute a Change In
         Control if fifty percent (50%) of the Company's assets were transferred


/s/ ER      Employee
------------
/s/ CO      Company
------------




                                       11
<PAGE>

         in connection with such events, in its sole discretion. In the event of
         a Change In Control, this Amended Agreement will terminate at the
         election of the Employee, and the Company will immediately pay to
         Employee, a lump sum payment in cash equal to all payment due to
         Employee under paragraph 2, all Contractual Payments and Special
         Payments as due to Employee from the Company as described under
         paragraph 4 of this Amended Agreement, and all Additional Contractual
         Payments due to Employee from the Company on the existing real estate
         projects as described under paragraph 6(b).

21.      TERMINATION ON DEATH. This Amended Agreement will terminate upon the
         death of Employee/Independent Contractor, and the Company will
         immediately pay to Employee/Independent Contractor's wife, if she has
         not predeceased him and if she is married to Employee/Independent
         Contractor on the date of his death, a lump sum payment (the "Widow
         Payment") in cash equal to all remaining payment due to
         Employee/Independent Contractor under paragraph 2, and all Contractual
         Payments and Special Payments due to Employee/Independent Contractor
         from the Company as described under paragraph 4 of this Amended
         Agreement. If Employee/Independent Contractor is not married at the
         time of his death or if Employee/Independent Contractor's wife has
         predeceased Employee/Independent Contractor, the Company shall be
         obligated to make the Widow Payment to Employee/Independent
         Contractor's estate. Additionally, in the event of Employee/Independent
         Contractor's death, the Company shall pay to Employee/Independent
         Contractor's wife, or his estate if she has predeceased him or is not
         married to him on the date of his death, Employee/Independent
         Contractor's accrued but unpaid Additional Contractual Payments for any
         uncompleted real estate projects under paragraph 6(b) and any amount
         due (and not previously paid) to Employee/Independent Contractor under
         paragraph 5. Additionally, Employee/Independent Contractor's
         dependent(s) may elect upon written notice to the Company of their
         decision to continue COBRA benefits for Employee/Independent
         Contractor's dependent(s) as set forth in paragraph 5(a) at their own
         expense within 60 days of the death of Employee/Independent Contractor.

22.      EXECUTION. This Amended Agreement may be executed in multiple
         counterparts, each of which shall be deemed an original and all of
         which shall constitute one instrument.




         Dated: As of March 10, 2005         Employee/Independent Contractor:

                                             /s/  ERIC ROME
                                             ----------------------------------
                                             ERIC ROME



                                             TECHNICAL OLYMPIC USA, INC.

         Dated: As of March 10, 2005         By:  /s/  CLINT OOTEN
                                                -------------------------------
                                             Printed Name:      CLINT OOTEN
                                                          ---------------------
                                             Title:   VP HR AND ADMINISTRATION
                                                   ----------------------------



/s/ ER      Employee
------------
/s/ CO      Company
------------



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