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                                                                   EXHIBIT 10.13

                              ORIGEN FINANCIAL, LLC
                            CAPITAL ACCUMULATION PLAN

         THIS PLAN, effective as of November 14, 2001 (the "Effective Date"),
hereby established by Origen Financial, LLC, 260 East Brown Street, Suite 200,
Birmingham, MI 48009 (the "Employer" or "Company"),

         WITNESSETH THAT:

         WHEREAS, the Company recognizes the valuable services performed for it
by the employees participating in this Plan (the "Participants" or "Employees");

         WHEREAS, the Company desires to establish this Plan to provide
supplemental compensation to a select group of management or highly compensated
employees;

         WHEREAS, the Company intends that this arrangement shall be unfunded
for tax purposes and for purposes of Title I of ERISA (as hereinafter defined),
and if the Company establishes a trust (the "Trust") to assist it in meeting its
obligations hereunder, the assets of the Trust shall be available to pay the
claims of the Company's general creditors, and shall not cause this arrangement
to be funded for tax purposes or for purposes of Title I of ERISA; and

         WHEREAS, the Company desires to provide the terms and conditions upon
which the Company shall pay the supplemental compensation to the Participants;

         NOW, THEREFORE, in consideration of these premises, the Company hereby
declares:

         1.       Establishment and Purpose.

                  a.       Establishment. Company hereby establishes the Plan as
of the Effective Date.

                  b.       Name. The Plan shall be known as the "Origen
Financial, LLC Capital Accumulation Plan."

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                  c.       Purpose. The purpose of this Plan is to provide
supplemental compensation to each Participant as provided herein.

         2.       Definitions.

                  Except as otherwise provided herein, the following terms shall
have the definitions hereinafter indicated wherever used in this Plan with
initial capital letters:

                  a.       Beneficiary shall mean any person, entity, or any
combination thereof designated in a Beneficiary Designation executed by a
Participant to receive benefits under this Plan in the event of the
Participant's death, or in the absence of any such designation, to his or her
estate.

                  b.       Beneficiary Designation shall mean a document (in
such form as the Company may specify from time to time) providing for the
designation by the Participant of his or her Beneficiary or Beneficiaries, as
amended from time to time. The Beneficiary Designation may be included as part
of a Participation Agreement.

                  c.       Code shall mean the Internal Revenue Code of 1986, as
amended, or any corresponding successor provisions.

                  d.       Company shall have the same definition herein as the
term "Employer."

                  e.       Employee shall mean an employee of the Company who
meets the conditions for eligibility and participation hereunder, including but
not limited to, the requirement that all participants herein shall be members of
a select group of management or highly compensated employees.

                  f.       Employer shall mean Origen Financial, LLC, a Delaware
limited liability company, and its successors and assigns.

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                  g.       ERISA shall mean the Employee Retirement Income
Security Act of 1974, as amended, or any corresponding successor provisions.

                  h.       Participant shall have the same definition herein as
 the term "Employee."

                  i.       Participation Agreement shall mean a document (in
such form as the Company may specify from time to time) under which an
individual agrees to be a participant under this Plan, and providing such
matters as are set forth therein, which may include a Beneficiary Designation.
The Participation Agreement may be in the form of Exhibit A attached hereto, or
in such other form as the Company may designate from time to time.

                  j.       Plan shall mean this Origen Financial, LLC Capital
Accumulation Plan.

                  k.       Plan Year shall be the calendar year.

                  l.       Year of Participation shall mean a calendar year in
which the Employee is a Participant in this Plan and works at least one thousand
(1,000) hours for the Company.

         3.       Eligibility and Participation. In order to be eligible to
participate in this Plan, an employee must have worked as a full-time employee
for the Company for at least one year. The Company shall select the employees
who may participate hereunder from time to time, provided that in order to
become a Participant hereunder, such employee must (i) execute a Participation
Agreement in such form as the Company may require from time to time, and (ii) be
a member of a select group of management or highly compensated employees.

         4.       Target Benefit Amount. An Employee's Participation Agreement
shall specify a target benefit amount (herein the "Target Benefit Amount") for
the Employee which shall be paid to the Employee as provided herein if the
Employee completes at least ten (10) Years of Participation. If the Employee
completes less than ten (10) Years of Participation, the amount of his or her
benefit shall be determined as provided herein.

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         5.       Vesting of Target Benefit Amounts.

                  a.       Benefit Payments Based Only on Vested Amounts.
Notwithstanding any other provision herein, a Participant (or his or her
Beneficiary) shall not receive any benefits hereunder unless such benefit amount
is vested as provided herein.

                  b.       Vesting Based on Years of Participation. A
Participant shall be vested in his or her Target Benefit Amount based on the
following schedule:

<TABLE>
<CAPTION>
Years of Participation          Vested Percentage
----------------------          -----------------
<S>                             <C>
Less than 3 Years                    -0-
3 Years                               30%
4 Years                               40%
5 Years                               50%
6 Years                               60%
7 Years                               70%
8 Years                               80%
9 Years                               90%
10 Years                             100%
</TABLE>

Years of Participation for purposes of this vesting schedule shall not include
any year before the individual became a Participant in this Plan.

         6.       Benefit Amounts and Timing of Payments. No benefits shall be
paid to an Employee under this Plan until the tenth (10th) anniversary of the
date on which the Employee becomes a Participant of this Plan (although payments
may be made to an Employee's Beneficiary if the Participant dies before
receiving his or her benefit hereunder).

                  a.       Benefit Payment Upon Completion of Ten Years of
Participation. If the Employee completes ten (10) Years of Participation with
the Company after becoming a Participant under this Plan, the Company shall pay
the Target Benefit Amount to the Employee in a lump sum within sixty (60) days
of the completion of the Employee's tenth (10th) Year of Participation under
this Plan.

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                  b.       Benefit Payment if the Participant's Employment
Terminated Before Full Vesting.

                           (1)      In the event that a Participant's employment
with the Company terminates for any reason (other than death), before the
Participant has completed at least three (3) Years of Participation under this
Plan, the Company shall not be obligated to make any payment under this Plan to
(or in respect of) the Employee.

                           (2)      In the event that a Participant's employment
with the Company terminates for any reason (other than death), after such
Participant has completed at least three (3) Years of Participation, but before
the Participant has completed ten (10) Years of Participation, the Company shall
not pay any benefit to the Participant until the ten (10) year anniversary of
the Employee becoming a Participant in this Plan. In such a case, the Company
shall pay an amount equal to the vested portion of the Employee's Target Benefit
Amount to the Employee in a lump sum within 60 days of the ten (10) year
anniversary of the Employee's becoming a Participant under this Plan.

                  c.       No Benefit Payment Upon Death While Employed. If the
Participant dies when he or she is a full-time employee of the Company and
before he or she has completed ten (10) Years of Participation, the Company
shall have no obligation to pay any amount under this Plan to the Participant or
the Participant's Beneficiary.

                  d.       Benefit Payment if the Employee Dies After
Terminating Employment But Before Receiving the Lump Sum Payment. If the
Participant has terminated full-time employment with the Company, and dies
before he or she receives the lump sum payment of the vested portion of his or
her Target Benefit Amount, the Company shall pay the vested portion of

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the Employee's Target Benefit Amount to the Participant's Beneficiary within
ninety (90) days of his or her death.

                  e.       Obligation of the Company Under This Plan if the
Company Forfeits its Interest in Split-Dollar Plan. In the event the Company
forfeits all its rights in a life insurance policy (the "Policy") insuring an
Employee subject to that certain Origen Financial, LLC Split-Dollar Plan dated
November 14, 2001 (the "Split-Dollar Plan") under Section 13 of the Split-Dollar
Plan (for failure to pay premiums due), the only obligation of the Company under
this Plan to the Employee shall be to pay to the Employee in a lump sum within
ninety (90) days of the Company's forfeiture under the Split-Dollar Plan an
amount equal to the vested portion of the Employee's Target Benefit Amount in
excess of the cash surrender value of the Policy transferred to the Employee
under Section 13 of the Split-Dollar Plan.

                  f.       Withholding. Notwithstanding any other provision
herein, the Company shall be entitled to withhold from any amount payable under
this Plan any amount required to be withheld for income or other taxes.

                  g.       Payment Only from Employer Assets. A Participant has
the status of a general unsecured creditor of the Company, and this Plan
constitutes a mere promise by the Company to make benefit payments in the
future. Any payment of benefits to a Participant or his or her Beneficiary shall
be made from assets which shall continue, for all purposes, to be a part of the
general assets of the Employer; no person shall have or acquire any interest in
such assets by virtue of the provisions of this Plan. To the extent that a
Participant or his or her Beneficiary acquires a right to receive payments from
the Employer under the provisions hereof, such right shall be no greater than
the right of any unsecured general creditor of the Employer.

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                  h.       Beneficiaries. A Participant may designate his or her
Beneficiary or Beneficiaries to receive the amounts as provided herein after his
or her death by delivering in writing, in substantially the form as set forth in
the Participation Agreement attached hereto as Exhibit A (or in such other form
as the Company may designate from time to time). In the absence of such a
designation, the Employer shall pay any such amount to the Participant's estate.

                  i.       No Trust. Nothing contained in this Plan, and no
action taken pursuant to its provisions shall create, or be construed to create,
a trust of any kind. The Company may create a trust by a separate document to
assist it in making payments hereunder, provided that any such trust shall not
cause this Plan to be considered "funded" for purposes of the Code or ERISA. It
is the intention of the parties that this arrangement shall be unfunded for tax
purposes and for purposes of Title I of ERISA.

         7.       Administration of the Plan and Claims Procedure.

                  a.       Determinations. The Company, or a committee or other
group designated by the Company, shall make all determinations as to rights to
benefits under this Plan. The Company (or its designee) shall have full power
and authority to interpret, construe and administer this Plan. The
interpretation and construction of this Plan by the Company (or its designee),
and any action taken pursuant thereto, shall be binding and conclusive upon all
parties in interest.

                  b.       No Liability. In no event shall any employee, agent,
officer or director of the Company (or its designee) be liable to any person for
any action taken or omitted to be taken in connection with the interpretation,
construction or administration of this Plan, so long as such action or omission
to act is made in good faith.

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<PAGE>

                  c.       Designation of Board of Managers. The Company hereby
designates the Board of Managers to administer this Plan. The Board of Managers
shall have all the authority as is granted to the Company under the terms of
this Plan for the administration of this Plan in accordance with its terms and
in ruling on such questions arising out of the administration, interpretation
and application of the Plan. The Board of Managers may approve or disapprove all
documents in connection herewith, and make all other determinations hereunder.
Members of the Board of Managers may participate in the Plan, but no member of
the Board of Managers shall be entitled to make decisions which relate solely to
his or her own participation. The Company reserves the right to designate a
different group or committee to administer this Plan from time to time, or to
make any determinations directly at any time. If no such committee is designated
at any time, such functions, as appropriate, may be conducted by the Company's
Board of" Managers or other governing body. The Company's Board of Managers or
other governing body hereby reserves the right to revoke such designation at any
time and to make other designations (and to revoke such designations) at any
time.

                  d.       Claims Procedure. The following provisions are hereby
made a part of this Plan and are intended to meet the requirements of the
Employee Retirement Income Security Act of 1974, as amended ("ERISA"):

                  (1)      The named fiduciary under this Plan is the Company.

                  (2)      This Plan is unfunded. All benefits shall be paid
from the Company's general assets which at all times shall remain subject to the
claims of the Company's general creditors.

                  (3)      Direct payment by the Company is the basis of payment
of benefits under this Plan.

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<PAGE>

                  (4)      The following claims procedures shall apply For
purposes of this Plan. Any and all persons presenting claims hereunder
(individually or collectively, "Claimant") must follow these procedures.

                           (a)      For claims procedure purposes, the "Claims
         Manager" shall be the chairperson of the Executive Committee (or the
         chairperson of any other group or committee designated by the Employer
         to administer the Plan, or a designated member of the Board of Managers
         or other governing body of the Employer).

                           (b)      A Claimant shall make a claim for benefits
         hereunder by submitting a written claim to the Company (or its
         designee) in accordance with any procedures and guidelines established
         from time to time by the Company, and in the absence of any specific
         procedures or guidelines shall be delivered in the manner set forth
         herein for providing notice to the Company under this Plan. The Claims
         Manager shall decide whether the claim shall be allowed, and the
         following claims procedures shall apply:

                                    (i)      If for any reason a claim for
                           benefits under this Plan is denied by the Claims
                           Manager, the Claims Manager shall deliver to the
                           Claimant a written explanation setting forth: the
                           specific reason or reasons for the denial; specific
                           references to pertinent Plan provisions; a
                           description of any additional material or information
                           necessary for the Claimant to perfect the claim and
                           an explanation of why such material or information is
                           necessary; and appropriate information as to the
                           steps to be taken if the Claimant wishes to submit
                           his or her claim for review, all

                                        9
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                           written in a manner calculated to be understood by
                           the Claimant. For this purpose:

                                             (A)      The Claimant's claim shall
                                    be deemed filed when delivered in writing as
                                    provided herein.

                                             (B)      The Claims Manager's
                                    explanation shall be in writing delivered to
                                    the Claimant within 90 days of the date the
                                    claim is filed, unless special circumstances
                                    require an extension of time for processing
                                    the claim. If such an extension of time for
                                    processing is required, written notice of
                                    the extension shall be furnished to the
                                    Claimant prior to the termination of the
                                    initial 90 days from the end of such initial
                                    period. The extension notice shall indicate
                                    the special circumstances requiring an
                                    extension of time and the date by which the
                                    Claims Manager expects to render the final
                                    decision.

                                        (ii)     The Claimant shall have 60 days
                           following his or her receipt of the denial of the
                           claim to file with the Claims Manager a written
                           request for review of the denial. For such review,
                           the Claimant or his or her representative may review
                           pertinent documents and submit issues and comments in
                           writing.

                                        (iii)    On review, a decision shall be
                           made within 60 days after the Claims Manager's
                           receipt of the request for review, unless special
                           circumstances require an extension of time for
                           processing, in which case a decision shall be
                           rendered as soon as possible, but not later

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<PAGE>

                           than 120 days after receipt of the request for
                           review. If such an extension of time for review is
                           required because of special circumstances, written
                           notice of the extension shall be furnished to the
                           Claimant prior to the commencement of the extension.
                           The decision on review shall be in writing and shall
                           include specific reasons for the decision, written in
                           a manner calculated to be understood by the Claimant,
                           as well as specific references to the pertinent Plan
                           provisions on which the decision is based. If the
                           decision on review is not furnished within such time,
                           the claim shall be deemed denied on review. The
                           Claims Manager may designate an appropriate person to
                           review the claim, who may be a member of the
                           Company's Board of Managers or other governing body,
                           or a member of any other group or committee
                           designated hereunder.

         8.       Non-Assignability of Benefits. A Participant's rights to
benefit payments under this Plan are not subject in any manner to anticipation,
alienation, sale, transfer, assignment, pledge, encumbrance, attachment or
garnishment by creditors of the Participant or the Participant's Beneficiary.
Neither any Participant nor any Beneficiary under this Plan shall have any power
or right to transfer, assign, anticipate, hypothecate or otherwise encumber any
part or all of the amounts payable hereunder. Such amounts shall not be subject
to seizure by any creditor of a Participant or any Beneficiary hereunder, by a
proceeding at law or in equity, nor transferable by operation of law in the
event of the bankruptcy or insolvency of any Participant or any Beneficiary
hereunder. Any such attempted assignment or transfer shall be void and shall
terminate the Participant's participation in this Plan, and the Company shall
thereupon have no further liability hereunder with respect to such Participant
and his or her Beneficiary.

                                       11
<PAGE>

         9.       Amendment. The Company may amend, alter, modify or terminate
this Plan on a prospective basis at any time, provided that no such amendment,
alteration, modification or termination shall adversely affect a Participant's
entitlement to benefits which are vested (as provided herein) prior to the
amendment, alteration, modification or termination of this Plan. This Plan may
be amended, altered or modified on a retroactive basis by a written agreement
signed by the Company at any time, provided that if any such amendment,
alteration or modification would reduce a Participant's benefit amount which has
already vested, such amendment, alteration or modification will only apply to
such Participant if he or she signed a written document agreeing to such
amendment, alteration or modification.

         10.      Notices. Any notice, consent or demand required or permitted
to be given under the provisions of this Plan by the Company or any Participant
or Beneficiary shall be in writing, and shall be signed by the person or entity
giving or making the same. Any such notice may be hand-delivered or mailed as
provided herein. If such notice, consent or demand is mailed, it shall be sent
by United States certified or registered mail, postage prepaid, addressed to the
attention of the President of the Company at the principal office of the
Company, or if to a Participant or Beneficiary, to such individual or entity's
last known address as shown on the records of the Company. The date of such
mailing shall be deemed the date of notice, consent or demand.

         11.      Tax Withholding. The Company shall have the right to deduct
from all payments made under this Plan any federal, state or local taxes
required to be withheld on such payments.

         12.      No Guarantee of Continued Employment. Nothing herein shall be
interpreted to guarantee a Participant continued employment with the Company,
and nothing herein shall be

                                       12
<PAGE>

interpreted to impact the ability of the Company to terminate the employment of
any Participant at any time.

         13.      Governing Law. This Plan shall be governed by and construed in
accordance with the laws of the State of Michigan, without regard to its
conflict of law rules.

         IN WITNESS WHEREOF, the Company has executed and adopted this Plan as
of the Effective Date.

                                               ORIGEN FINANCIAL, LLC

                                               BY: /s/ RONALD A. KLEIN
                                                   ----------------------------
                                                   Print Name: RONALD A. KLEIN
                                                   Print Title: CEO

                                                           "Company"

                                       13
<PAGE>

                              ORIGEN FINANCIAL, LLC
                            CAPITAL ACCUMULATION PLAN

                                    EXHIBIT A

                             PARTICIPATION AGREEMENT

Name of Employee: ____________________________________

Employee's Address: __________________________________

                    __________________________________

Employee's Social Security Number: ___________________

Employee's Date of Birth: ____________________________

                           I. AGREEMENT TO PARTICIPATE

         The undersigned employee of Origen Financial, LLC hereby agrees to be a
Participant under the Origen Financial, LLC Capital Accumulation Plan (the
"Plan"). The undersigned Participant agrees to execute any and all other
documents and to take any and all other steps as may be reasonably required in
connection with his or her participation under the Plan. If the Company desires
to acquire life insurance on the life of the Employee in order to assist the
Company in meeting its obligations under this Plan, the Employee agrees to
cooperate in allowing the Company to obtain and maintain such insurance
coverage.

                            II. TARGET BENEFIT AMOUNT

         The Target Benefit Amount for the Participant as described in Section 4
of this Plan is $______________________ .

                          III. BENEFICIARY DESIGNATION

                CAREFULLY READ THE INSTRUCTIONS FOUND AT THE END
                      OF THIS AGREEMENT BEFORE PROCEEDING.

         No benefit will be paid under this Plan if the Participant dies while
he or she is a full-time employee of the Company. The only time an amount would
be paid to a Beneficiary would be if the Participant terminates employment with
the Company and then dies before he or she has

                                       14
<PAGE>

received the vested benefit amount under this Capital Accumulation Plan. The
Participant hereby designates the following individual(s) or entity(ies) as his
or her beneficiary(ies) pursuant to the Origen Financial, LLC Capital
Accumulation Plan (Insert Name, Social Security Number, Relationship, Date of
Birth and Address of Individuals and fully identify any Trust by the Name of the
Trust, Date of Execution of the Trust, the Trustee's Name, the trust's address,
and the employer identification number of the trust):

Primary Beneficiary(ies)

_____________________________________________

_____________________________________________

Contingent Beneficiary(ies)

_____________________________________________

_____________________________________________

The Participant hereby reserves the right to change this Beneficiary
Designation, and any such change shall be effective when the Participant and the
Company have executed a new or amended Participation Agreement, in the manner as
specified by the Company from time to time, or on a future date specified by any
such new or amended Participation Agreement.

         IN WITNESS WHEREAS, the Company and the Participant have executed this
Participation Agreement on the dates designated below.

Date: _____________________                        _____________________________
                                                   Signature of Participant

                                                   ORIGEN FINANCIAL, LLC

Date: _____________________                        By: _________________________
                                                   Print Name: _________________
                                                   Print Title: ________________

                                       15
<PAGE>

                         INSTRUCTIONS FOR COMPLETION OF
                       BENEFICIARY DESIGNATION PROVISIONS

         As a participant in the Origen Financial, LLC Capital Accumulation
Plan, you are entitled to designate a beneficiary who will receive your benefits
under the Plan only in the event you terminate full-time employment with the
Company and then die before receiving your vested benefit payment under this
Plan. We recommend that you consult your tax advisor concerning the completion
of this agreement to assure that the desired federal tax consequences are
achieved.

         The Agreement should be executed in triplicate. All three copies must
be mailed or delivered to the Company at the following address: Origen
Financial, LLC, 260 East Brown Street, Suite 200, Birmingham, MI 48009, to the
attention of____________________________. One copy will be returned to you, and
it should be kept with your other important documents.

         If no Primary Beneficiary is alive when the payment becomes due, the
benefit will be paid in equal shares to those of the Contingent Beneficiaries
who are alive when the payment becomes due.

         If you fail to designate a beneficiary, or if no designated
beneficiaries are alive when the payment becomes due, or if insufficient
information is available to reasonably determine your intent, the death benefits
under Plan will be paid to your estate.

         THIS BENEFICIARY DESIGNATION DOES NOT ALTER OR MODIFY THE PROVISIONS OF
THE PLAN. IN THE EVENT THAT THIS AGREEMENT INADVERTENTLY CONFLICTS WITH THE
PROVISIONS OF THE PLAN, THE PROVISIONS OF THE PLAN SHALL CONTROL.

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