Exhibit 10.24

                              EMPLOYMENT AGREEMENT


     This  Employment  Agreement (the  "Agreement") is made as of the 1st day of
May, 2002, by and between Triad Guaranty Insurance Corporation, an Illinois
insurance corporation (the "Company"), and Michael R. Oswalt ("Employee").


                                   WITNESSETH:


     WHEREAS,  the Company desires to employ Employee and Employee is willing to
accept such employment, all upon the terms and conditions hereinafter set forth.

     NOW,  THEREFORE,  in  consideration of the mutual covenants and obligations
hereinafter set forth, the parties hereto agree as follows:

1.   EMPLOYMENT  AND TERM.  The Company  hereby  employs  Employee  and Employee
     accepts  employment with the Company as Senior Vice President - Finance and
     Treasurer of the Company, on the terms and conditions herein set forth, for
     a period  commencing on May 1, 2002, and expiring on December 31, 2004, and
     thereafter  for  successive  six-month  periods  unless  either party gives
     written  notice of the nonrenewal of this Agreement at least one year prior
     to the  commencement of any such additional  six-month  period.  Employee's
     duties and  responsibilities  in this  position  shall be determined by the
     Company's  Board of Directors (the  "Board"),  consistent  with  Employee's
     qualifications  and the best interests of the Company.  Employee shall also
     perform  such other or  additional  duties on behalf of the Company and its
     parent corporation, Triad Guaranty Inc., a Delaware corporation ("TGI"), as
     may be assigned to him by the Board from time to time.

2.   EXTENT OF  SERVICES.  During the term  hereof,  Employee  shall  devote his
     entire  attention and energy to the business and affairs of the Company and
     TGI on a  full-time  basis and shall not be engaged  in any other  business
     activity, regardless of whether such business activity is pursued for gain,
     profit or other pecuniary advantage, unless the Company otherwise consents;
     but this shall not be construed as preventing  Employee from  investing his
     assets in such form or manner as will not require any  services on the part
     of Employee in the  operation of the affairs of the companies in which such
     investments are made and will not otherwise conflict with the provisions of
     this Agreement. Full-time, as used above, shall mean a forty (40) hour work
     week,  or such longer work week as the Board shall from time to time adopt.
     The foregoing shall not be deemed to prevent Employee from participating in
     any  charitable  or  not-for-profit  organization  to a reasonable  extent,
     provided  however  that  Employee  does not  receive  any  salary  or other
     remuneration from such charity or not-for-profit organization.

                                       1
<PAGE>


3.   COMPENSATION.

     (a)  SALARY.  During  the term of this  Agreement,  the  Company  shall pay
          Employee an annual salary of $125,000.00 ("Annual Salary"), payable in
          accordance with the Company's regular payroll procedures.  During each
          year that  this  Agreement  is in  effect,  the  Company  will  review
          possible  increases in Employee's  salary at least annually,  with any
          such increases subject to the determination of the Board.

     (b)  BONUS. In addition to his Annual Salary, Employee shall be eligible to
          receive  an  annual  bonus in an amount  as may be  determined  by the
          Board,  pursuant  to a bonus  plan  which  may  then be in  effect  or
          otherwise.

4.   BENEFITS.  Employee  shall be  entitled to  participate  in all medical and
     other  employee  plans of the Company and TGI, if any, on the same basis as
     other  executives  of the Company,  subject in all cases to the  respective
     terms of such plans.

5.   PTO. Employee shall be entitled to paid time off ("PTO") in accordance with
     the  Company's  PTO  policy in effect at the time the PTO is taken.  In the
     event that the full PTO is not taken by Employee,  no PTO time shall accrue
     for use in future  years,  except in  accordance  with the  Company's  then
     existing policy for the carry forward of accrued PTO.

6.   EXPENSES.  Employee  shall be  entitled  to  prompt  reimbursement  for all
     reasonable  expenses  incurred by him in furtherance of the business of the
     Company and TGI in connection with his performance of his duties hereunder,
     in accordance  with the policies and procedures  established  for executive
     officers of the Company and TGI, and provided  Employee  properly  accounts
     for such expenses.

7.   TERMINATION.

     (a)  DEATH.  This  Agreement  and  Employee's  employment  hereunder  shall
          terminate  immediately  upon  Employee's  death.  In such  event,  the
          Company shall be obligated to pay Employee's salary only to the end of
          the month in which he dies.

     (b)  INCAPACITY.  If Employee is absent from his  employment for reasons of
          illness or other  physical  or mental  incapacity  which  renders  him
          unable to perform the  essential  functions of his  position,  with or
          without reasonable accommodation, for more than an aggregate number of
          days totaling twelve (12) weeks,  whether or not  consecutive,  in any
          period of twelve  (12)  consecutive  months,  then upon at least sixty
          (60) days' prior  written  notice to Employee,  if such is  consistent
          with  applicable  law, the Company may  terminate  this  Agreement and
          Employee's employment  hereunder.  In such event, the Company shall be
          obligated to pay Employee his salary to the earlier of (i) the date on
          which  coverage  commences  under the long-term  disability  insurance
          policy maintained by the Company for the benefit of Employee,  if any,
          or (ii) the date two months after the date of termination.

                                       2
<PAGE>


     (c)  TERMINATION BY THE COMPANY.

          (i)  The  Company  may  terminate   this   Agreement  and   Employee's
               employment  hereunder  at any time  for  Cause.  As used  herein,
               "Cause" shall mean:

               (A)  a material  breach by Employee of his duties and obligations
                    hereunder,  including but not limited to gross negligence in
                    the  performance of his duties and  responsibilities  or the
                    failure to follow the Board's directions;  provided he shall
                    be  entitled  to  reasonable  notice of,  and if  feasible a
                    reasonable opportunity to cure, any such breach;

               (B)  willful  misconduct  by  Employee  which  may be  materially
                    injurious  to the  reputation  or business of the Company or
                    TGI;

               (C)  any act of fraud,  misappropriation  or other  dishonesty by
                    Employee; or

               (D)  Employee's conviction of a felony.

               In the event of  termination  for Cause,  the  Company  shall pay
               Employee  his salary up to the date of the delivery of the notice
               of  termination,  which  date shall be for all  purposes  of this
               Section 7(c)(i) the date of termination of his employment. In the
               event of  termination  for Cause,  Employee shall not receive any
               previously  unpaid bonus or bonuses  except any earned but unpaid
               bonus with respect to any full calendar  year  preceding the date
               of termination.

          (ii) Notwithstanding  anything  contained herein to the contrary,  the
               Company  also  may  terminate   this   Agreement  and  Employee's
               employment hereunder for any reason whatsoever, upon no less than
               sixty (60) days' prior written  notice to Employee.  In the event
               that  the  Company  terminates  this  Agreement  pursuant  to the
               provisions of this Section  7(c)(ii),  Employee shall be entitled
               to receive his salary up to the date of termination  set forth in
               the notice of termination  and a severance  payment equal to 200%
               of the total annual salary paid to Employee by the Company and/or
               TGI  during  the  two  calendar   years  prior  to  the  year  of
               termination  (the  "Severance  Payment").  At the  option  of the
               Company,  the Severance Payment shall be payable either in a lump
               sum cash  payment or in  twenty-four  (24)  monthly  installments
               commencing on the first day of the month following termination of
               this Agreement.  If for any reason any court  determines that any
               of the  restrictions  contained  in  Section  8  hereof  are  not
               enforceable,  the  Company  shall have no  obligation  to pay the
               Severance  Payment  or  any  remaining   installment  thereof  to
               Employee.

                                       3
<PAGE>



     (d)  TERMINATION BY EMPLOYEE. Employee may terminate this Agreement and his
          employment  hereunder  for any  reason  whatsoever,  upon no less than
          sixty (60) days' prior  written  notice to the  Company.  In the event
          that Employee  terminates this Agreement pursuant to the provisions of
          this Section 7(d), Employee shall be entitled to receive his salary up
          to the date of termination set forth in the notice of termination.  In
          such event,  Employee shall not receive any previously unpaid bonus or
          bonuses  except any earned but unpaid  bonus with  respect to any full
          calendar year preceding the date of termination.

8.   RESTRICTIVE COVENANT. During the term of this Agreement and for a period of
     two (2) years after the  termination  of this  Agreement  by the Company or
     Employee,  except  pursuant to the provisions of Section 1 above,  Employee
     shall not, either as an individual on his own account; as a partner,  joint
     venturer,  employee,  agent,  or salesman  for any  person;  as an officer,
     director or stockholder (other than a beneficial holder of not more than 5%
     of the outstanding voting stock of a company having at least 250 holders of
     voting stock) of a corporation; or otherwise, directly or indirectly:

     (a)  enter  into or  engage  in the  private  mortgage  insurance  business
          within:

          (i)  any area of the United States in which the Company or TGI is then
               doing business;

          (ii) in the event that any court determines that the area set forth in
               the preceding  subparagraph is too broad to be enforceable,  each
               and every  state of the United  States in which the Company had a
               market  share,  based on industry  data, of at least four percent
               (4%) of net new mortgage  insurance  written as of the end of the
               quarter next preceding the date of termination of this Agreement;
               or

          (iii)in the event that any court determines that the area set forth in
               the preceding subparagraphs is too broad to be enforceable,  each
               and every  metropolitan  statistical area of the United States in
               which the Company had a market share,  based on industry data, of
               at least four percent (4%) of net new mortgage  insurance written
               as of  the  end  of  the  quarter  next  preceding  the  date  of
               termination of this Agreement; or

          (iv) in the event that any court determines that the area set forth in
               the preceding  subparagraphs is too broad to be enforceable,  the
               States of Florida, Illinois and North Carolina; or

          (v)  in the event that any court determines that the area set forth in
               the preceding  subparagraphs is too broad to be enforceable,  the
               State of North Carolina.

     (b)  solicit or attempt to solicit any of the Company's or TGI's  customers
          or  prospective  customers  with whom  Employee  has had contact as an
          employee  of  the  Company  in  the  performance  of  his  duties  and

4
<PAGE>



          responsibilities  hereunder  with the intent or purpose to perform for
          such customer the same or similar services or to sell to such customer
          the same or similar  products which Employee  performed for or sold to
          such customer during the term of his employment hereunder; or

     (c)  solicit or  recruit  any  person  who is an  employee  or agent of the
          Company or TGI,  either now or during such period,  for  employment in
          the  private  mortgage  insurance  business  or  for  the  purpose  of
          soliciting  or  attempting  to solicit any of the  Company's  or TGI's
          customers  or  prospective  customers  as  prohibited  by Section 8(b)
          above.

     Employee and the Company agree and acknowledge  that the Company and TGI do
     business on a nationwide  basis,  with  customers  located  throughout  the
     United States, and that any breach by Employee of the restrictive  covenant
     contained herein would  immeasurably and irreparably damage the Company and
     TGI.  Employee and the Company  agree and  acknowledge  that the  duration,
     scope and geographic  areas applicable to the  noncompetition  covenants in
     this Section 8 are fair,  reasonable  and  necessary to protect  legitimate
     business  interests of the Company and TGI, and that adequate  compensation
     has been received by Employee for such obligations.

9.   CONFIDENTIAL  INFORMATION AND DISCOVERIES.  Employee  acknowledges  that he
     will, as a result of his duties as an employee of the Company,  have access
     to and be in a position  to  receive  confidential  information,  including
     trade secrets, relating to the Company and TGI. Therefore,  Employee agrees
     that  during his  employment  by the  Company  and  thereafter  he will not
     divulge  to, or use for the benefit of,  himself or any other  person,  any
     information   concerning   any   inventions,   discoveries,   improvements,
     processes,  methods,  trade  secrets,  research or secret data  (including,
     without  limitation,   customer  or  supplier  lists,  formulas,   computer
     programs,  software  development or executive  monitor  systems),  or other
     confidential  matters  possessed,  owned or used by the Company or TGI that
     may be  obtained  or learned by Employee in the course of or as a result of
     his employment  hereunder  unless (i) such  disclosure is authorized by the
     Company, (ii) such confidential  information becomes generally available to
     and known by the public (other than as a result of  disclosure  directly or
     indirectly by the Employee) or (iii) such confidential  information becomes
     available to Employee on a  nonconfidential  basis from a source other than
     the Company, TGI or their employees or agents, provided that such source is
     not  and  was not  bound  by a  confidentiality  agreement  with  or  other
     obligation of secrecy to the Company or TGI. The  expiration or termination
     of  employment  shall not be deemed to  release  Employee  from his  duties
     hereunder  not to convert to his own use or the use of others the rights or
     properties of the Company or TGI as described herein.

10.  CHANGE IN CONTROL.

     (a)  CHANGE IN CONTROL SEVERANCE COMPENSATION. Within two years following a
          Change in Control (as defined  below),  in the event of (i) a material
          and  adverse  change  in the  status or  position  of  Employee  as an
          executive  officer of the Company  including,  without  limitation,  a
          material   diminution  in  duties  or   responsibilities,   except  in

                                       5
<PAGE>



          connection  with the  incapacity  of  Employee,  (ii) the  transfer or
          relocation  by the  Company  of the  office of  Employee  which  would
          require  Employee  to be based  more  than 50 miles  distant  from the
          location  of  his  office   immediately  prior  to  such  transfer  or
          relocation,  or (iii) the  discontinuance  of any  bonus or  incentive
          compensation plan for which the Company or TGI has determined Employee
          to be  eligible  and  which  represents  a  material  portion  of  the
          Employee's  annual   compensation,   Employee  shall  be  entitled  to
          terminate this Agreement and his employment hereunder and receive from
          the Company a payment  equal to 200% the total  annual  salary paid to
          Employee by the Company and/or TGI during the two calendar years prior
          to the year of termination (the "Change in Control Compensation").  At
          the option of the Company, the Change in Control Compensation shall be
          payable  either  in a lump sum cash  payment  or in  twenty-four  (24)
          monthly  installments  commencing  on  the  first  day  of  the  month
          following  termination of this Agreement.  If for any reason any court
          determines that any of the restrictions  contained in Section 8 hereof
          are not  enforceable,  the Company shall have no obligation to pay the
          Change in Control Compensation or any remaining installment thereof to
          Employee.

     (b)  CHANGE IN CONTROL. For purposes of this Agreement, "Change in Control"
          shall mean the occurrence of any of the following events:

          (i)  any  person or  persons  acting as a group,  other  than a person
               which as of the date of this Agreement is the beneficial owner of
               voting  securities  of TGI and its  affiliates,  or any  employee
               benefit  plan  of  the  Company  or TGI or  Employee  or a  group
               including   Employee,   shall  become  the  beneficial  owner  of
               securities  of TGI  representing  the  greater  of  (i) at  least
               twenty-five  percent (25%) of the combined  voting power of TGI's
               then outstanding securities, or (ii) at least the combined voting
               power of TGI's  outstanding  securities  then held by  Collateral
               Investment   Corp.,  a  Delaware   corporation,   and  Collateral
               Mortgage, Ltd., an Alabama limited partnership,  and any of their
               affiliates; or

          (ii) individuals  who  constitute  the board of  directors of TGI upon
               completion of the initial  public  offering of TGI's common stock
               (the  "Incumbent  Board")  cease for any reason to  constitute at
               least a majority  thereof,  provided  that any person  becoming a
               director   subsequent  to  the  date  hereof  whose  election  or
               nomination  for  election  was  approved  by a vote  of at  least
               three-quarters  of the directors  comprising the Incumbent  Board
               (either by a specific vote or by approval of the proxy  statement
               of TGI in which such person is named as a nominee  for  director,
               without  objection to such nomination)  shall be, for purposes of
               this clause (ii)  considered  as though such person were a member
               of the Incumbent Board; or

          (iii)any  consolidation  or  merger  to  which  TGI  is  a  party,  if
               following  such  consolidation  or  merger,  stockholders  of TGI
               immediately  prior to such  consolidation  or  merger  shall  not
               beneficially  own  securities  representing  at  least  fifty-one
               percent  (51%) of the combined  voting  power of the  outstanding
               voting securities of the surviving or continuing corporation; or

                                       6
<PAGE>



          (iv) any sale,  lease,  exchange or other transfer (in one transaction
               or in a series of related  transactions) of all, or substantially
               all, of the assets of TGI,  other than to an entity (or entities)
               of which TGI or the stockholders of TGI immediately prior to such
               transaction  beneficially  own securities  representing  at least
               fifty-one  percent  (51%)  of the  combined  voting  power of the
               outstanding voting securities.

11.  ENFORCEMENT.  Both parties recognize that the services to be rendered under
     this  Agreement  by  Employee  are  special,  unique  and of  extraordinary
     character  and that in the event of the  breach by  Employee  of any of the
     terms and  conditions  of this  Agreement to be performed by him,  then the
     Company  shall be entitled,  if it so elects,  to institute  and  prosecute
     proceedings  in any court of  competent  jurisdiction,  either in law or in
     equity, to obtain damages for any breach hereof, or to enforce the specific
     performance  hereof by Employee or to enjoin  Employee from performing acts
     prohibited  above  during the period  herein  covered,  but nothing  herein
     contained  shall be construed to prevent such other remedy in the courts as
     the Company may elect to invoke.

12.  RETURN OF DOCUMENTS. Upon the termination of this Agreement for any reason,
     Employee  shall  forthwith  return and deliver to the Company and shall not
     retain any original or copies of any books, papers, price lists or customer
     contracts,  bids or customer lists, files, books of account,  notebooks and
     other  documents  and data relating to the  performance  by Employee of his
     duties  hereunder,  all of which  materials  are  hereby  agreed  to be the
     property of the Company.

13.  MISCELLANEOUS.

     (a)  NOTICES.  Any notice  required  or  permitted  to be given  under this
          Agreement  shall be sufficient if in writing and if sent by registered
          or certified  mail to Employee or the Company at the address set forth
          below their  signatures at the end of this  Agreement or to such other
          address as they shall notify each other in writing.

     (b)  ASSIGNMENT.  This  Agreement  shall be  binding  upon and inure to the
          benefit of the Company and its successors and assigns and Employee and
          his personal representatives,  heirs, legatees and beneficiaries,  but
          shall not be assignable by Employee.

     (c)  APPLICABLE  LAW. This Agreement  shall be construed in accordance with
          the laws of the State of North Carolina in every  respect,  including,
          without limitation, validity, interpretation and performance.

     (d)  HEADINGS.  Section  headings  and  numbers  herein  are  included  for
          convenience  of  reference  only  and  this  Agreement  is  not  to be
          construed with  reference  thereto.  If there be any conflict  between
          such numbers and headings and the text hereof, the text shall control.

     (e)  SEVERABILITY. If for any reason any portion of this Agreement shall be
          held  invalid or  unenforceable,  it is agreed that the same shall not
          affect the validity or  enforceability  of the remainder  hereof.  The

                                       7
<PAGE>


          portion of the Agreement which is not invalid or  unenforceable  shall
          be considered  enforceable  and binding on the parties and the invalid
          or  unenforceable  provision(s),  clause(s)  or  sentence(s)  shall be
          deemed  excised,  modified or  restricted  to the extent  necessary to
          render  the same valid and  enforceable  and this  Agreement  shall be
          construed as if such invalid or unenforceable provision(s), clause(s),
          or  sentences(s)  were omitted.  The  provisions of this Section 13(e)
          shall survive the termination of this Agreement for any reason.

     (f)  ENTIRE AGREEMENT.  This Agreement contains the entire agreement of the
          parties with respect to its subject matter and supersedes all previous
          agreements   between   the   parties.   No   officer,   employee,   or
          representative   of  the  Company  has  any   authority  to  make  any
          representation  or promise in  connection  with this  Agreement or the
          subject  matter  hereof that is not  contained  herein,  and  Employee
          represents and warrants he has not executed this Agreement in reliance
          upon any such  representation  or  promise.  No  modification  of this
          Agreement  shall be valid  unless  made in  writing  and signed by the
          parties hereto.

     (g)  WAIVER  OF  BREACH.  The  waiver  of the  Company  of a breach  of any
          provision  of this  Agreement  by  Employee  shall not  operate  or be
          construed as a waiver of any subsequent breach by Employee.

     (h)  COUNTERPARTS.   This   Agreement  may  be  executed  in  one  or  more
          counterparts, each of which shall be deemed to be an original, but all
          of which together shall constitute one agreement.

     IN WITNESS WHEREOF, the Company has caused this Agreement to be executed by
its duly  authorized  officer and Employee has signed this  Agreement all on the
day and year first above written.

                                  TRIAD GUARANTY INSURANCE
                                  CORPORATION, an Illinois corporation



                                  By:
                                     -------------------------------------------
                                             Darryl W. Thompson
                                             Chief Executive Officer
                                  Address:   101 South Stratford Road, Suite 500
                                             Winston-Salem, N. C.   27104


                                  EMPLOYEE:

                                  ----------------------------------------------
                                             Michael R. Oswalt
                                  Address:   150 Whitmore Cove Ct.
                                             Clemmons, N. C.  27012

                                       8